The Health Care Environment & Evaluation of … 1 Tuesday, May 6, 2014 | 2 – 3 p.m. Central time...

34
5/5/2014 1 Tuesday, May 6, 2014 | 2 – 3 p.m. Central time The Health Care Environment & Evaluation of Strategic Positioning Eddie Marmouget, CPA National Industry Partner BKD, LLP [email protected] Joe Watt, CPA Partner BKD, LLP [email protected] To Receive CPE Credit Participate in entire webinar Answer polls when they are provided If you are viewing this webinar in a group o Complete group attendance form with Title & date of live webinar Your company name Your printed name, signature & email address o All group attendance sheets must be submitted to [email protected] within 24 hours of live webinar o Answer polls when they are provided If all eligibility requirements are met, each participant will be emailed their CPE certificates within 15 business days of live webinar 2

Transcript of The Health Care Environment & Evaluation of … 1 Tuesday, May 6, 2014 | 2 – 3 p.m. Central time...

5/5/2014

1

Tuesday, May 6, 2014 | 2 – 3 p.m. Central time

The Health Care Environment & Evaluation of Strategic Positioning

Eddie Marmouget, CPANational Industry PartnerBKD, [email protected]

Joe Watt, CPAPartnerBKD, [email protected]

To Receive CPE Credit

• Participate in entire webinar• Answer polls when they are provided• If you are viewing this webinar in a group

o Complete group attendance form with Title & date of live webinar Your company name Your printed name, signature & email address

o All group attendance sheets must be submitted to [email protected] 24 hours of live webinar

o Answer polls when they are provided• If all eligibility requirements are met, each participant will be

emailed their CPE certificates within 15 business days of live webinar

2

5/5/2014

2

Overview

• Introduction • Current Industry Trends & Market Activity • Strategic Affiliation Drivers • Strategic & Financial Review • Reform-Based Competency Assessment • Pursuing a Strategic Positioning Process • Closing Summary

3

BKD, LLP Breadth & Depth of Resources

• National CPA & advisory firmo Approximately 2,100 personnelo Approximately 250 partnerso Approximately 890 CPAs

• Serving clients for 90 years• $429 million in revenues• 7th largest health care consulting firm• Health care is BKD’s largest industry

o 3,500+ health care provider clients nationwide, with 275 CPAs serving those health care providers

• Experienced merger, acquisition & affiliation services team

4

5/5/2014

3

CURRENT INDUSTRY TRENDS AND MARKET ACTIVITYCurrent Industry Trends & Market Activity

Current Industry Trends & Market Activity

6

56 58 6052

7785

100

79

0

20

40

60

80

100

120

2006 2007 2008 2009 2010 2011 2012 YTD Nov2013

Hospital Transactions by Year

Source: Irving Levin & Associates, Quarterly & Monthly M&A Reports

5/5/2014

4

Current Industry Trends & Market Activity

7

Long-Term Care (incl. Assisted

Living)30%

Hospitals16%

Managed Care4%

Laboratory, MRI, Dialysis

7%

Physician/PPMC11%

Home Care6%

Behavioral Health3%

Rehabiliation3%

Other20%

2012 Deal Volume

Long-Term Care (incl. Assisted

Living)38%

Hospitals15%

Managed Care2%

Laboratory, MRI, Dialysis

6%

Physician/PPMC11%

Home Care6%

Behavioral Health3%

Rehabilitation2%

Other17%

YTD November 2013 Deal Volume

Source: Irving Levin & Associates, Quarterly & Monthly M&A Reports

Trends in Hospital Affiliations

• Trend 1: Large health systems are looking to expand, but very cautiously

o Large health systems are facing significant challenges as wello Smaller health systems’ value proposition may be limitedo Distressed situations allow health systems to be picky

• Trend 2: Boards are (or should be) thinking about strategic affiliations1. Those currently involved in strategic affiliations 2. Those pursuing strategic affiliations3. Those thinking about strategic affiliations4. Those who should be thinking about strategic affiliations

8

5/5/2014

5

Trends in Hospital Affiliations

• Trend 3: Growth of for-profit systems

9

All Community Hospitals 5,875 5,008 (867) -15%

Breakdown:Non-Governmental, Non-Profit 3,339 57% 2,918 58% (421) -13%Governmental 1,761 30% 1,092 22% (669) -38%For-Profit 775 13% 998 20% 223 29%

Source: AHA Hospital Statistics, 2011 Edition

Change1975 2009

10

Strategic Affiliation Drivers

5/5/2014

6

Hospital Affiliation Drivers

• Macroeconomic issueso Recent recession – people w/o jobs & health insuranceo State & Federal budget issues

• Reimbursement pressures from payers• Financing pressures

o Difficult for smaller hospitals to raise financing for capital projects• Operating & capital cost pressures

o Difficulty recruiting physicianso Desire to offer more advanced serviceso Increasing ER visits by uninsured patients

• Increasing demand from aging population• Financial impact of Affordable Care Act

o More covered lives – 30 million uninsured lives in transitiono More Medicaid/Medicare payers

11

Strategic Affiliation Drivers

• Downstream strategic affiliation drivers for large health systems

o Obtain benefits of operational scaleo Spread fixed costs & IT investments over larger population baseo Solidify long-term status within market areao Position organization for success under population health

management & move from volume to value-based payments

12

5/5/2014

7

Strategic Affiliation Drivers

• Upstream strategic affiliation drivers for community hospitalso Stabilize & grow long-term health care delivery in communityo Protect &/or expand market positiono Access to capital for IT investments Facility improvements

o Strengthen payor negotiating positiono Access to forming narrow networkso Leverage purchasing power of larger organizationo Reduced overhead costo Access technology & expertise to implement new models of

care

13

Health Care Reform

• Affordable Care Act (ACA) passed in March 2010• Primary goal – reduce uninsured• Medicare spending trends are not sustainable• Cost of health care reform largely paid for by PPS hospital

reimbursement cuts• October 1, 2013 – Open enrollment began for health insurance

exchanges in each state• January 1, 2014 – Health insurance coverage within exchanges

begin• Estimated 25 million Americans are expected to gain health care

coverage

14

5/5/2014

8

Health Care Reform

• Critical Access Hospitals initially avoided some of the paino Few direct CAH payment cut provisions

• PPS providers were not quite as fortunate • All providers will be impacted by changes to insurance

marketplace

15

Health Care Reform

• Quality & outcomes impacting PPS hospital reimbursemento Hospital acquired conditions adjustmentso Readmission rate adjustmentso Value-based purchasing

• Delivery system reformso Bundled paymentso Accountable Care Organizations

• CAHs included in several demonstrationso Three-year demonstration on value-based purchasing for CAHso CMS to consult with CAHs in developing post-acute bundling

demonstration

16

5/5/2014

9

Health Care Reform – ACA Cuts

17

Provision Details of ProvisionProductivity Adjustment 0.10%-0.75% reductions over next 10 years starting in 2012

DSH – Medicare Provides for 75% reduction in DSH payments in 2015

DSH – Medicaid CBO indicates approximately 50% eliminated over 8 years starting 2014

Hospital Quality Initiative 2% payment reduction in payment update for hospitals failing to report

Readmission Rates 3% in 2015 & thereafter for excess admissions

Value-Based Purchasing Sets aside 1% pool in 2013, increasing to 2% by 2017 &thereafter. Returned based on quality

Hospital Acquired Conditions Adds 1% cut for hospitals in top quartile effective in 2015

Reform – Known Inpatient Prospective Payment System (IPPS)Hospital Changes

• 2% sequestration cutso Medicare claims with dates of service on or after April 1, 2013, incur a

2% reduction due to sequestration cutso Includes EHR incentive payments

• Medicare bad debt reimbursemento Effective October 1, 2012, Medicare bad debt reimbursement for PPS

hospitals was reduced from 70% to 65%• Medicare DSH payments (ACA mandated)

o Effective October 1, 2013, Medicare DSH hospitals will receive 25% of their DSH payments based upon traditional methodology for determining Medicare DSH payments, & 75% of their Medicare DSH payments will be determined based upon hospital’s uncompensated care cost as a percentage of all hospital’s uncompensated care costs

18

5/5/2014

10

Reform – Known IPPS Hospital Changes

• FFY 2014 market basket adjustments/offsetso (0.5%) ACA mandated productivity adjustmento (0.3%) ACA mandated market basket reductiono (0.8%) American Taxpayer Relief Act mandated coding

adjustment reductiono (0.2%) “Two Midnight Rule” offset

• Readmissions Reduction Programo Reduce payments to IPPS hospitals with excess readmissionso Maximum penalty of 2% in FFY 2014 & 3% in FFY 2015o List of conditions measured will increase in FFY 2015

19

• Value-based purchasing programo Reward hospitals that provide high-quality careo Maximum effect for FFY 2014 is 1.25% (adjustment factor ranging

between 0.9875 & 1.0125)o Increases to a maximum of 2% (adjustment factor ranging between

0.98 & 1.02) by FFY 2017• Hospital Acquired Conditions (HAC)

o Effective October 1, 2014, IPPS hospitals with a historic risk-adjusted HAC ranked in top quartile of all hospitals will be subject to a 1% reduction in IPPS payments

• Medicaid DSH reductionso ACA Medicaid DSH reductions have been delayed from FFY 2014 to

FFY 2016o Doubles DSH reduction that would have applied in FFY 2016

20

Reform – Known IPPS Hospital Changes

5/5/2014

11

Reform – Known CAH Changes

• 2% sequestration cutso Medicare claims with dates of service on or after April 1, 2013,

incur a 2% reduction due to sequestration cutso Includes EHR incentive payments

• Medicare bad debt reimbursemento After October 1, 2012, Medicare bad debt reimbursement for

CAHs will be reduced from 100% to 88% in 2013, 76% reimbursed in 2014 & 65% reimbursed in 2015

21

Health Care Reform – Medicaid Expansion

22

Source: The Henry J. Kaiser Family Foundation

5/5/2014

12

Health Care Reform

• Health Care Reform Unknowns – Medicaid Expands

• Previously Uninsured• Currently MCD Eligible

but Uninsured

• Commercial Insured• Previously Insured

• Medicaid Eligible• Medicaid Eligible

• Health Care Exchanges

• Medicaid

Payment Rate

23

Health Care Reform

• Health Care Reform Unknowns – No Medicaid Expansion

• Currently MCD Eligible but Uninsured

• Commercial Insured

• Medicaid Eligible

• Health Care Exchanges

Payment Rate

24

5/5/2014

13

25

Strategic & Financial Review

Strategic Positioning

26

Strategic & Financial Review

Reform-Based Competency Assessment

Review Alternative

Approaches & Partnership

Options

5/5/2014

14

Strategic & Financial Review Components

• Market assessment

• Competitor analysis

• Key performance indicators

• Service line/department evaluation

• Pro forma analysis

• Debt capacity assessment

27

Market Assessment – Population & Income Trends

$38,000

$40,000

$42,000

$44,000

$46,000

$48,000

$50,000

$52,000

2000 2013 2018Source: Claritas Site Reports

Median Household Income

250,000,000

260,000,000

270,000,000

280,000,000

290,000,000

300,000,000

310,000,000

320,000,000

330,000,000

2000 2010 2013 2018Source: Claritas Site Reports

U.S. Population Trends

28

5/5/2014

15

Market Assessment – Use Rates & Population by Age

0.00%

5.00%

10.00%

15.00%

20.00%

25.00%

30.00%

35.00%

40.00%

45.00%

50.00%

Under 15 years 15-44 years 45-64 years 65 years andolder

Source: Claritas Site Reports

Population Trends by Age

2000 2013 2018

0

50

100

150

200

250

300

350

400

Under 15years

15-44 years 45-64 years 65 years andolder

Total

Source: National Health Statistics Report

Use Rates by Age & Sex

Male Female Overall

29

Competitor Analysis

• Assess strengths & weaknesses of competitorso What drives competition?o What is competition doing or capable of doing?o What are their competitive advantages? Disadvantages?

• Quantify competitors’ market share & illustrate trend over time

o Evaluate for potential threats & opportunitieso Are trends favorable or unfavorable?o Evaluate drivers of trends

30

5/5/2014

16

Key Performance Indicators (KPIS)

• Determine key financial & operational metrics

• Identify trends

• Benchmark KPIs against peers & any debt covenants

• Create dashboard to clearly identify areas of focus

31

Source: http://dashboardspy.com

Service Line/Department Evaluation

• Peel back the oniono Quantify revenues, expenses & other KPIs by inpatient,

outpatient & any specialty service lineso Peel back another layer to evaluate performance by

department in context of your overall strategic plan

• This evaluation will allow your management team & board to better understand how services provided by your organization impact your results & financial position

32

5/5/2014

17

Service Line Profitability Analysis – Medical

33

IP OP Total

RevenueGross charges 12,500,000$ 22,900,000$ 35,400,000$ Deductions from revenue (3,700,000) (10,100,000) (13,800,000)

Net patient service revenue 8,800,000 12,800,000 21,600,000

ExpensesDirect salaries and wages 2,800,000 2,600,000 5,400,000 Direct other expenses 2,300,000 3,200,000 5,500,000 Direct overhead 3,100,000 2,300,000 5,400,000

Total direct expenses 8,200,000 8,100,000 16,300,000

Contribution margin 600,000 4,700,000 5,300,000

Indirect overhead 1,600,000 1,600,000 3,200,000

Net profitability (1,000,000)$ 3,100,000$ 2,100,000$

Collection % 70.40% 55.90% 61.02%% direct expense to revenue 93.18% 63.28% 75.46%% total expense to revenue 111.36% 75.78% 90.28%

Medical

Pro Forma Analysis

Year 1 Year 2 Year 3

Excess of revenues over expensesDepreciation and amortizationInterest expense

Reported income available for debt service (IAFDS)

One-Time AdjustmentsRecast allowable bad debtsReduced DSH payments340B program additional reimbursement

Total one-time adjustments

Impact of Known Health Care Reform ChangesSequestration adjustmentAllowable bad debts reduction

Total known changes

Adjusted IAFDS

Impact of Potential Health Care Reform ChangesAdditional Medicaid insuredAdditional exchange insuredTransfer from commercial to exchange

Total potential changes

Pro Forma IAFDS

• Evaluate historical results in light of expected future changes

o Adjust for any on-time items impacting historical results

o Adjust for impact of known & potential health care reform changes

o Adjust for impact of strategic initiatives

34

5/5/2014

18

Debt Capacity Review

3.43 3.33

1.58

2.78

-

1.00

2.00

3.00

4.00

5.00

2010 2011 2012 Average

Debt Service Coverage Ratio

State Median

US CAHMedianBondCovenantBBB

• Your organization’s strategic plan may require issuance of new debt

• Before issuing new debt, you will want to evaluate your ability to absorb additional debt based upon historical & adjusted results

35

50.7% 48.9% 48.0% 49.2%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%

70.0%

2010 2011 2012 Average

Debt to Capitalization Ratio

State Median

US CAHMedianBondCovenantBBB

Reform-Based Competency

5/5/2014

19

Information Technology

Cost Management

Competitive Facilities & Equipment

Access to Capital

Quality & Patient

Satisfaction

Recruiting Retention

Medical Staff

Growth

Market Position

Geographic Proximity

Critical Success Factors in

Health Care Reform

Environment

37

Medical Staff/Clinical Integration/ Care Management

5/5/2014

20

Estimated & Projected Physician Visits & FTEs

39

Physician Office Visits & FTE Coverage

Age 2013 Community PopulationPhysician

Office Visits per Person

Estimated Physician

Office Visits

% Primary Care Visits

Estimated Primary Care

Visits

Mean MGMA Visits per FTE

Estimated Primary Care

FTE

Estimated 20130 - 14 1,333 2.37 3,159 0.79 2,489 4,608 0.5415 - 44 2,510 1.92 4,819 0.56 2,694 4,313 0.6245 - 64 2,421 3.20 7,747 0.56 4,331 4,313 1.0065+ 1,874 5.74 10,757 0.56 6,013 4,313 1.39TOTAL 8,138 26,482 15,527 3.56

Projected 20180 - 14 1,251 2.37 2,965 0.79 2,336 4,608 0.5115 - 44 2,334 1.92 4,481 0.56 2,505 4,313 0.5845 - 64 2,106 3.20 6,739 0.56 3,767 4,313 0.8765+ 1,966 5.74 11,285 0.56 6,308 4,313 1.46TOTAL 7,657 25,470 14,916 3.42

URGENT CARE VISITS 2,224 4,400 0.51

TOTAL PROJECTED 17,140 3.93

Source: The National Center for Health Statistics and the Nielsen Company

Physician Integration & Alignment

• Considerations o Physician leadership norms

Current: Participation optional/informal Future: “Physician co-leadership”

o Physician compensation norms Current: Productivity based &/or salary Future: Aligned with “triple aim” goals, strategic initiatives &/or

prevailing reimbursement modelo Physician strategy norms

Current: Ad-hoc, largely employment focused Future: Systematic, with greater emphasis on nontraditional

partnering opportunities

40

5/5/2014

21

Care Coordination

• Considerations o Electronic Health Record system

Current: Primarily utilized as a substitute for paper records in early stages of implementation

Future: Actively mined for best practice applications & hub for population management

o Population management Current: Geographic protections create a cohesive market for

population management Future: Health care reform will likely drive care coordination needs

(i.e., Patient Centered Medical Home, Bundled Payment models, etc.)

41

Quality/Patient Satisfaction

5/5/2014

22

Quality/Patient Satisfaction

• Focus of health care reform will be on quality, value & outcomes• Shift from volume-based payment models & cost-based models

to value-based patient-centered payment modelso Pay-for-performanceo Quality data reporting

• Quality & outcomes currently impacting reimbursement for PPS hospitals & could potentially impact CAH reimbursement in future

o Hospital acquired conditionso Readmission rateso Value-based purchasing

• Three-year demonstration project on value-based purchasing for CAHs

43

Quality/Patient Satisfaction

44

Quality / Patient Satisfaction Indicator

Effective Pneumonia Care

Appropriate Initial Antibiotic Selection

Patient Survey Results

Nurses Communicated Well - Always

Doctors Communicated Well - Always

Help Received Quickly - Always

Pain Controlled Well - Always

Staff Explained Medicines - Always

Compared to Peer Group

Median

Compared to Missouri State

Average

Compared to National Average

5/5/2014

23

Cost Management

Cost Management

46

Status of accounting & budget information at hospital, departmental level & service line level

Development of cost accounting methodologies to encompass service line, case costing & care protocol (linked with EHR data) & payor contract bases

Regular reporting & education on cost accounting analyses to leaders on departmental basis for operations, on case costing & care protocol basis to provider-led care coordination teams & on service line basis for strategic management

Cost accounting ratios & comparisons to peer groups

5/5/2014

24

Information Technology

48

Information Technology

IT Strategies & Business Objectives

Identification of IT Risk Areas

Compare Risks to IT Strategies & Goals

IT Gap Analysis

5/5/2014

25

Pursuing A Strategic Positioning Process

Affiliations Options Analysis – Strategic Readiness Assessment

• Analyze organization’s position relative to other providers in primary & secondary service area

• Interview regional health care systems regarding outlook on health care in the region, affiliation strategy & view of organization undergoing strategic readiness assessment

• Provide a high-level overview of strengths & weaknesses of select group of regional health care systems

• Educate board & management on range of potential affiliation structures

50

5/5/2014

26

Strategic Affiliation Goals

• Identification of strategic affiliation goalso Asking hard questions leads to o Organization’s goals for affiliation

Capital Financial performance Operating performance Health care reform & population health management Cultural Physician alignment Payor access Competitive advantage

51

Strategic Affiliation Evaluation Considerations

52

Control Retained by Local Community/Board

More Less

Integration Level

Low High

Affiliation

Loose Strong

Joint Operating

Agreement

Management Agreement Merger Lease Acquisition

Strong Organization

Weak Organization

5/5/2014

27

Affiliation Process

• Affiliation processes vary depending on hospital’s desire to influence a variety of important factors, including

o Confidentialityo Timingo Operational disruptiono Value maximization

• Types of affiliation processeso Limited Affiliation Processo Broad Affiliation Process

53

Confidential Memorandum (CM)

Request For Proposal (RFP)

Receive & Evaluate RFP Responses

Conduct Affiliation Presentations & Additional Due

Diligence

Negotiate RFP Responses

Develop List of Potential Partners

Develop List of Potential Partners

• Identify potential partners that could meet affiliation objectives. Organizations identified should each have a rationale for pursuing an affiliation with the hospital

Affiliation Process

54

5/5/2014

28

Confidential Memorandum (CM)

Request For Proposal (RFP)

Receive & Evaluate RFP Responses

Conduct Affiliation Presentations & Additional Due

Diligence

Negotiate RFP Responses

Develop List of Potential Partners

Confidential Memorandum (CM)

• CM is primary information disclosure document from hospital

Affiliation Process

55

Confidential Memorandum (CM)

Request For Proposal (RFP)

Receive & Evaluate RFP Responses

Conduct Affiliation Presentations & Additional Due

Diligence

Negotiate RFP Responses

Develop List of Potential Partners

Request For Proposal (RFP)

• RFP should be designed to allow hospital to objectively evaluate proposals received, based on specific qualitative & quantitative information requested in RFP

Affiliation Process

56

5/5/2014

29

Confidential Memorandum (CM)

Request For Proposal (RFP)

Receive & Evaluate RFP Responses

Conduct Affiliation Presentations & Additional Due

Diligence

Negotiate RFP Responses

Develop List of Potential Partners

Receive & Evaluate RFP Responses

• Board & senior management compare & contrast proposals & evaluate degree to which each partner is likely to fulfill desired affiliation goals & objectives

57

Affiliation Process

Confidential Memorandum (CM)

Request For Proposal (RFP)

Receive & Evaluate RFP Responses

Conduct Affiliation Presentations & Additional Due

Diligence

Negotiate RFP Responses

Develop List of Potential Partners

Conduct Affiliation Presentations & Additional Due Diligence

• Hospital invites potential partners under final consideration to provide in-person presentations to board & senior management

• Hospital will also be doing additional due diligence, as necessary• Reference calls• Site visits• Additional information requests

58

Affiliation Process

5/5/2014

30

Confidential Memorandum (CM)

Request For Proposal (RFP)

Receive & Evaluate RFP Responses

Conduct Affiliation Presentations & Additional Due

Diligence

Negotiate RFP Responses

Develop List of Potential Partners

Negotiate RFP Responses

• Aim of such negotiation is to obtain best-possible “deal” related to goals & objectives as previously established by board & senior management

59

Affiliation Process

Successful Affiliations

The most successful affiliations are based upon

60

Jointly pursuing a “win-win”

affiliation solution

Developing clear affiliation goals &

objectives

Asking & answering hard

questions

5/5/2014

31

Closing Summary

Strategic Positioning – Key to Future

62

5/5/2014

32

BKD Can Help

• Advisory Serviceso Strategic planning, financial & operating assessments, financial modeling & forecasting

• Consulting Serviceso Review performance indicators, provider productivity, billing processes & procedures

• Merger, Acquisition & Affiliation Serviceso Strategic options analysis, target identification, structure, negotiation & more

• Financing Services o Identification of financing sources that align with your strategic objectives

• Transaction Management & Due Diligence Services o Evaluation of cash flow, forecast review, analysis of working capital, carve-out issues

• Sell-Side Due Diligence Services o Identify issues, liabilities & exposures that could have an adverse impact on deal

63

Questions?

5/5/2014

33

Thank You!

Eddie Marmouget | [email protected] | 417.865.8701

Joe Watt | [email protected] | 816.221.6300

Continuing Professional Education (CPE) Credits

BKD, LLP is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.learningmarket.org.

The information in BKD webinars is presented by BKD professionals, but applying specific information to your situation requires careful consideration of facts & circumstances. Consult your BKD advisor before acting on any

matters covered in these webinars.

66

5/5/2014

34

CPE Credit

• 1 CPE credit may be awarded upon verification of participant attendance

• For questions, concerns or comments regarding CPE credit, please email the BKD Learning & Development Department at [email protected]

67