NATIONAL HEALTHCARE CORP Management’s Discussion and Analysis of Financial Condition and Results of Operations. (form 10-Q)

Forward-Looking Statements




References throughout this document to the Company include National HealthCare
Corporation and its wholly owned subsidiaries. In accordance with the Securities
and Exchange Commissions "Plain English" guidelines, this Quarterly Report on
Form 10-Q has been written in the first person. In this document, the words
"we", "our", "ours" and "us" refer only to National HealthCare Corporation and
its wholly-owned subsidiaries and not any other person.



This Quarterly Report on Form 10-Q and other information we provide from time to
time, contains certain "forward-looking" statements as that term is defined by
the Private Securities Litigation Reform Act of 1995. All statements regarding
our expected future financial position, results of operations or cash flows,
continued performance improvements, ability to service and refinance our debt
obligations, ability to finance growth opportunities, ability to control our
patient care liability costs, ability to respond to changes in government
regulations, ability to execute our three-year strategic plan, and similar
statements including, without limitations, those containing words such as
"believes", "anticipates", "expects", "intends", "estimates", "plans", and other
similar expressions are forward-looking statements.



Forward-looking statements involve known and unknown risks and uncertainties
that may cause our actual results in future periods to differ materially from
those projected or contemplated in the forward-looking statements as a result
of, but not limited to, the following factors:



? national and local economic conditions, including their effect on the

availability and cost of labor, utilities and materials;

? the effect of government regulations and changes in regulations governing the

healthcare industry, including our compliance with such regulations;

? changes in Medicare and Medicaid payment levels and methodologies and the

application of such methodologies by the government and its fiscal

intermediaries;

? liabilities and other claims asserted against us, including patient care

liabilities, as well as the resolution of current litigation (see Note 16:

Contingencies and Commitments);

? the uncertainty of the extent, duration and effects of the COVID-19 pandemic

and the response of governments

? the ability to attract and retain qualified personnel;

? the availability and terms of capital to fund acquisitions and capital

improvements;

? the competitive environment in which we operate;

? the ability to maintain and increase census levels; and

? demographic changes.




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See the notes to the quarterly financial statements, and "Item 1. Business" in
our 2021 Annual Report on Form 10-K for a discussion of various governmental
regulations and other operating factors relating to the healthcare industry and
the risk factors inherent in them. This may be found on our web site at
www.nhccare.com. You should carefully consider these risks before making any
investment in the Company. These risks and uncertainties are not the only ones
facing us. There may be additional risks that we do not presently know of or
that we currently deem immaterial. If any of the risks occur, our business,
financial condition or results of operations could be materially adversely
affected. In that case, the trading price of our shares of stock could decline,
and you may lose all or part of your investment. Given these risks and
uncertainties, we can give no assurances that these forward-looking statements
will, in fact, transpire and, therefore, caution investors not to place undue
reliance on them.





Overview



National HealthCare Corporation ("NHC" or the "Company") is a leading provider
of senior health care services. We operate or manage, through certain
affiliates, 75 skilled nursing facilities with a total of 9,456 licensed beds,
24 assisted living facilities, five independent living facilities, one
behavioral health hospital, 35 homecare agencies, and 29 hospice agencies. We
operate specialized care units within certain of our healthcare centers such as
Alzheimer's disease care units and sub-acute nursing units. In addition, we
provide insurance services, management and accounting services, and we lease
properties to operators of skilled nursing and assisted living facilities. We
operate in 10 states and are located primarily in the southeastern United
States.





Impact of COVID-19



In early March 2020, COVID-19, a disease caused by the novel strain of the
coronavirus, was characterized as a pandemic by the World Health Organization.
As a provider of healthcare services, we are significantly exposed to the public
health and economic effects of the COVID-19 pandemic.  NHC's primary objective
has remained the same throughout the COVID-19 pandemic: that is to protect the
health and safety of our patients, residents, and partners (employees). We
continue to follow all guidance from the Centers for Medicare and Medicaid
Services ("CMS"), the Centers for Disease Control and Prevention ("CDC"), and
state and local health departments to prevent the spread of the disease within
our operations.



We began our first vaccination clinics in our skilled nursing facilities around
the middle of December 2020. As the vaccination clinics progressed and as the
vaccine became more accessible, we began to see a significant decline in
COVID-19 cases among our operations in 2021.  Despite the COVID-19 cases
significantly declining during 2021, our operating expenses remain elevated with
incentive compensation being paid to our frontline partners, as well as
increased costs of personal protective equipment ("PPE"), sanitizers and
cleaning supplies, and COVID-19 testing of our patients and partners. Despite
the continued disruption of COVID-19 to our operations, our capital and
financial resources, including our overall liquidity, remain strong. Our
liquidity provides us with significant flexibility to maintain the strength of
our balance sheet in periods of uncertainty or stress.



At this time, we are not able to quantify the impact that the COVID-19 pandemic
will have on our future financial results, but we expect the developments
related to COVID-19 to adversely affect our financial performance in 2022.  The
ultimate impact of the pandemic on our financial results will depend on, among
other factors, the duration and severity of the pandemic, the volume of acute
and post-acute healthcare patients cared for across the broader health care
systems, the timing and availability of effective medical treatments and
vaccines, and the impact of government actions and administrative regulations on
our industry and broader economy, including future government stimulus efforts.
We have received and may continue to receive payments and advances from the
various federal and state initiatives. These legislative initiatives have been
beneficial to partially mitigate the impact of the COVID-19 pandemic on our
results of operations and financial position to date.  The federal and state
governments may consider additional stimulus and relief efforts, but we are
unable to predict whether any of the additional stimulus measures will be
enacted or their impact.



Legislation and Government Stimulus Due to COVID-19




The U.S. government enacted several laws beginning in March 2020 designed to
help the nation respond to the COVID-19 pandemic. The new laws impacted
healthcare providers in a variety of ways, but the largest legislation from a
monetary relief perspective is the CARES Act. Through the CARES Act, as well as
the PPPCHE, the federal government allocated $178 billion to the Public Health
and Social Services Emergency Fund, which is referred to as the Provider Relief
Fund. The Provider Relief Fund is administered through grants and other
mechanisms to skilled nursing providers, home health providers, hospitals, and
other Medicare and Medicaid enrolled providers to cover unreimbursed health care
related expenses or lost revenue attributable to the public health emergency
resulting from COVID-19.



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The Provider Relief Fund grants come with terms and condition certifications in
which all providers are required to submit documents to ensure the funds will be
used for healthcare-related expenses or lost revenue attributable to COVID-19.
The Company recorded $10,620,000 and $22,749,000 of government stimulus income
from the Provider Relief Funds for the three months ended March 31, 2022 and
2021, respectively. The grant income was determined on a systemic basis in line
with the recognition of specific expenses and lost revenues for which the grants
are intended to compensate. The Company's assessment of whether the terms and
conditions for amounts received have been met for income recognition and the
Company's related income calculation considered all frequently asked questions
and other interpretive guidance issued to date by HHS.



Additionally, as part of the CARES Act, the legislation included an expansion of
the Medicare Accelerated and Advance Payment Program. We received approximately
$51,253,000 as part of this program. These funds are applied against claims for
services provided to Medicare patients after approximately one year from the
date we received the funds. Recoupment of the accelerated payments began in the
second quarter of 2021. As of March 31, 2022, $5,003,000 of the accelerated
payments remain and is reflected within contract liabilities in the interim
condensed consolidated balance sheet.



The CARES Act and subsequent related legislation temporarily suspended Medicare
sequestration beginning May 1, 2020 through March 31, 2022. The Medicare
sequestration policy reduces fee-for-service Medicare payments by 2 percent.
Beginning April 1, 2022, the sequestration reductions will then be 1% from April
1, 2022 through June 30, 2022. The full 2% reduction is scheduled to go back
into effect July 1, 2022. The CARES Act extends the sequestration policy through
2030 in exchange for this temporary suspension, which the sequestration
reduction for 2030 has been increased up to 3%.



The CARES Act also temporarily permitted employers to defer the deposit and
payment of the employer's portion of the social security taxes (6.2% of employee
wages) that otherwise would have been due between March 27, 2020 and December
31, 2020. The provision requires that the deferred taxes be paid over a two-year
period with half the amount required to be paid by December 31, 2021, and the
other half by December 31, 2022. At March 31, 2022, we have deferred $10,545,000
of the Company's share of the social security taxes included in the current
liabilities section of the consolidated balance sheet.





Summary of Goals and Areas of Focus



Occupancy



A primary area of management focus continues to be the rates of occupancy within
our skilled nursing facilities. The overall census in owned and leased skilled
nursing facilities for the three months ending March 31, 2022 was 82.7% compared
to 76.8% for the same period a year ago.



Due to the pandemic, as well as the increased availability of assisted living
facilities and home and community-based services, the challenge of maintaining
desirable patient census levels has been amplified. Management has undertaken a
number of steps in order to best position our current and future health care
facilities. This includes working internally to examine and improve systems to
be most responsive to referral sources and payors. Additionally, NHC is in
various stages of partnerships with hospital systems, payors, and other
post-acute alliances to better position ourselves so we are an active
participant in the delivery of post-acute healthcare services.



Quality of Patient Care



CMS introduced the Five-Star Quality Rating System to help consumers, their
families and caregivers compare skilled nursing facilities more easily. The
Five-Star Quality Rating System gives each skilled nursing operation a rating
ranging between one and five stars in various categories (five stars being the
best). The Company has always strived for patient-centered care and quality
outcomes as precursors to outstanding financial performance.



The tables below summarize NHC’s overall performance in these Five-Star ratings
versus the skilled nursing industry as of March 31, 2022:




                                                            NHC Ratings     

Industry Ratings
Total number of skilled nursing facilities, end of
period

                                                            75
Number of 4 and 5-star rated skilled nursing facilities           58
Percentage of 4 and 5-star rated skilled nursing
facilities                                                        77%       

44%

Average rating for all skilled nursing facilities, end
of period                                                         4.1                 3.1




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Development and Growth


We are undertaking to expand our senior care operations while protecting our
existing operations and markets. The following table lists our recent
development activities.



      Type of
     Operation           Description          Size            Location        Placed in Service
      Hospice            Acquisition       28 offices          Various            June 2021
 Behavioral Health
     Hospital           New Facility         64 beds        Knoxville, TN        April 2022
 Behavioral Health
     Hospital           New Facility         16 beds        St. Louis, MO         May 2022




Accrued Risk Reserves



Our accrued professional liability and workers' compensation reserves totaled
$101,413,000 at March 31, 2022 and are a primary area of management focus. We
have set aside restricted cash and cash equivalents and marketable securities to
fund our estimated professional liability and workers' compensation liabilities.



As to exposure for professional liability claims, we have developed performance
certification criteria to measure and bring focus to the patient care issues
most likely to produce professional liability exposure, including in-house
acquired pressure ulcers, significant weight loss and numbers of falls. These
programs for certification, which we regularly modify and improve, have produced
measurable improvements in reducing these incidents. Our experience is that
achieving goals in these patient care areas improves both patient and employee
satisfaction.




Government Reimbursement Programs

Medicare – Skilled Nursing Facilities




On July 29, 2021, CMS released its final rule outlining fiscal year 2022
Medicare payment rates and policy changes for skilled nursing facilities, which
began October 1, 2021. The fiscal year 2022 rule provided for an approximate
1.2% increase, or $410 million, compared to 2021 levels. The net increase
includes a 2.7% market-basket update that is offset by a 0.7% productivity
adjustment and a 0.8% market-basket forecast error adjustment since the
difference between the projected and actual market basket for FY2020 exceeded
its threshold.



In April 2022, CMS released its proposed rule outlining fiscal year 2023
Medicare payment rates and policy changes for skilled nursing facilities, which
will begin on October 1, 2022. The fiscal year 2023 proposed rule equates to a
net decrease of 0.7%, or approximately $320 million, in Medicare Part A payments
to SNFs in fiscal year 2023 compared to 2022 levels.  The proposed rule includes
a 2.8% market basket rate increase, a 1.5% increase for forecast error
adjustment, and a 0.4% decrease for multifactor productivity adjustment for a
net update of 3.9%. But, CMS also proposes to offset the 3.9% increase with
a downward adjustment to payment rates by 4.6%, or $1.7 billion, to achieve
budget neutrality from the aggregate fiscal year 2020 Medicare payments under
the new Patient Driven Payment Model.



For the first three months of 2022, our average Medicare per diem rate for
skilled nursing facilities increased 1.2% as compared to the same period in
2021.

Medicaid – Skilled Nursing Facilities

Effective July 1, 2021 and for the fiscal year 2022, the state of Tennessee
implemented specific individual nursing facility increases. We estimate the
resulting increase in revenue for the 2022 fiscal year will be approximately
$3,500,000 annually, or $875,000 per quarter.

Effective July 1, 2021 and for the fiscal year 2022, the state of Missouri
implemented specific individual nursing facility increases. We estimate the
resulting increase in revenue for the 2022 fiscal year will be approximately
$2,000,000 annually, or $500,000 per quarter.




We have also received from many of the states in which we operate supplemental
Medicaid payments to help mitigate the incremental costs resulting from the
COVID-19 public health emergency. We have recorded $5,538,000 and $3,955,000 in
net patient revenues for these supplemental Medicaid payments for the three
months ended March 31, 2022 and 2021, respectively.



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For the first three months of 2022, our average Medicaid per diem increased 4.8%
compared to the same period in 2021.




We face challenges with respect to states' Medicaid payments, because many
currently do not cover the total costs incurred in providing care to those
patients. States will continue to control Medicaid expenditures and also look
for adequate funding sources, including provider assessments. There are several
pieces of legislation that include provisions designed to reduce Medicaid
spending. These provisions include, among others, provisions strengthening the
Medicaid asset transfer restrictions for persons seeking to qualify for Medicaid
long-term care coverage, which could, due to the timing of the penalty period,
increase facilities' exposure to uncompensated care. Other provisions could
increase state funding for home and community-based services, potentially having
an impact on funding for nursing facilities.



Medicare - Homecare Programs



In November 2021, CMS released its final rule outlining fiscal year 2022
Medicare payment rates. CMS projects payments to home health agencies in fiscal
year 2022 will increase in aggregate by 3.2%, or $570 million. The increase
reflects the effects of the home health payment update percentage of 2.6%, an
estimated 0.7% increase that reflects the effects of the updated fixed-dollar
loss ratio, and an estimated 0.1% decrease in payments due to the changes in the
rural add-on percentages for 2022.



Medicare - Hospice



In July 2021, CMS released its final rule outlining fiscal year 2022 Medicare
payment rates. CMS issued a rate increase of 2.0%, or $480 million, effective
October 1, 2021. The increase is the result of a 2.7% market basket increase
reduced by a 0.7% productivity adjustment. The FY2022 hospice payment updates
also include an update to the statutory aggregate cap amount, which limits the
overall payments per patient that are made annually. The cap amount for FY2022
is $31,298.





Segment Reporting



The Company has two reportable operating segments: (1) inpatient services, which
includes the operation of skilled nursing facilities, assisted and independent
living facilities, and our behavioral health hospital; and (2) homecare and
hospice services. These reportable operating segments are consistent with
information used by the Company's Chief Executive Officer, as chief operating
decision maker ("CODM"), to assess performance and allocate resources.



The Company also reports an "all other" category that includes revenues from
rental income, management and accounting services fees, insurance services, and
costs of the corporate office. For additional information on these reportable
segments see Note 2 - Summary of Significant Accounting Policies.



The Company's CODM evaluates performance and allocates capital resources to each
segment based on an operating model that is designed to improve the quality of
patient care and profitability of the Company while enhancing long-term
shareholder value. The CODM does not review assets by segment in his resource
allocation and therefore, assets by segment are not disclosed below.



The following table sets forth the Company’s unaudited interim condensed
consolidated statements of operations by business segment (in thousands):



                                                       Three Months Ended March 31, 2022
                                           Inpatient        Homecare
                                            Services       and Hospice       All Other        Total
Revenues:
Net patient revenues                       $  224,842     $      31,495     $         -     $ 256,337
Other revenues                                    114                 -          11,912        12,026
Government stimulus income                     10,620                 -               -        10,620
Net operating revenues and grant income       235,576            31,495     

11,912 278,983


Costs and expenses:
Salaries, wages, and benefits                 142,185            19,401           9,108       170,694
Other operating                                64,383             7,095           2,607        74,085
Rent                                            8,347               592           1,126        10,065
Depreciation and amortization                   8,838               113             806         9,757
Interest                                          165                 -               -           165
Total costs and expenses                      223,918            27,201          13,647       264,766

Income (loss) from operations                  11,658             4,294          (1,735 )      14,217
Non-operating income                                -                 -           3,199         3,199
Unrealized gains on marketable equity
securities                                          -                 -           3,126         3,126

Income before income taxes                 $   11,658     $       4,294     $     4,590     $  20,542




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                                                      Three Months Ended March 31, 2021
                                           Inpatient
                                            Services       Homecare       All Other        Total
Revenues:
Net patient revenues                       $  203,242     $   13,613     $         -     $ 216,855
Other revenues                                     98              -          11,271        11,369
Government stimulus income                     22,749              -               -        22,749
Net operating revenues and grant income       226,089         13,613        

11,271 250,973


Costs and expenses:
Salaries, wages, and benefits                 131,811          9,435           7,913       149,159
Other operating                                61,808          1,915           2,401        66,124
Rent                                            8,194            431           1,438        10,063
Depreciation and amortization                   9,263             87             811        10,161
Interest                                          244              -               -           244
Total costs and expenses                      211,320         11,868          12,563       235,751

Income/(loss) from operations                  14,769          1,745          (1,292 )      15,222
Non-operating income                                -              -           6,260         6,260
Unrealized gains on marketable equity
securities                                          -              -           7,059         7,059

Income before income taxes                 $   14,769     $    1,745     $    12,027     $  28,541





Non-GAAP Financial Presentation




The Company is providing certain non-GAAP financial measures as the Company
believes that these figures are helpful in allowing investors to more accurately
assess the ongoing nature of the Company's operations and measure the Company's
performance more consistently across periods. Therefore, the Company believes
this information is meaningful in addition to the information contained in the
GAAP presentation of financial information. The presentation of this additional
non-GAAP financial information is not intended to be considered in isolation or
as a substitute for the financial information prepared and presented in
accordance with GAAP.



Specifically, the Company believes the presentation of non-GAAP financial
information that excludes the unrealized gains or losses on our marketable
equity securities, operating results for the newly constructed healthcare
facilities not at full capacity, and share-based compensation expense is helpful
in allowing investors to assess the Company’s operations more accurately.




The operating results for the newly constructed healthcare facilities not at
full capacity for the three months ended March 31, 2022 include facilities that
began operations from 2020 to 2022, which is two behavioral health hospitals
that will be licensed and operating during the second quarter of 2022. For the
three months ended March 31, 2021, included are facilities that began operations
from 2019 to 2021, which is one memory care facility.



The tables below provide reconciliations of GAAP to non-GAAP items (dollars in
thousands, except per share data):



                                                              Three Months Ended
                                                                   March 31
                                                            2022              2021

Net income attributable to National Healthcare
Corporation                                            $       15,318     $ 

21,267

Non-GAAP adjustments:
Unrealized gains on marketable equity securities               (3,126 )     

(7,059 )
Operating results for newly opened facilities not at
full capacity

                                                     743       

245

Share-based compensation expense                                  712       

496

Provision of income taxes on non-GAAP adjustments                 434             1,643
Non-GAAP Net income                                    $       14,081     $      16,592


GAAP diluted earnings per share                        $         0.99     $ 

1.38

Non-GAAP adjustments:
Unrealized gains on marketable equity securities                (0.15 )     

(0.33 )
Operating results for newly opened facilities not at
full capacity

                                                    0.04       

0.01

Share-based compensation expense                                 0.03       

0.02

Non-GAAP diluted earnings per share                    $         0.91     $        1.08




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Results of Operations



The following table and discussion set forth items from the interim condensed
consolidated statements of operations as a percentage of net operating revenues
and grant income for the three months ended March 31, 2022 and 2021.



             Percentage of Net Operating Revenues and Grant Income



                                                       Three Months Ended
                                                            March 31
                                                        2022          2021
Net operating revenues and grant income                   100.0 %      100.0 %
Costs and expenses:
Salaries, wages, and benefits                              61.2         59.4
Other operating                                            26.6         26.3
Facility rent                                               3.5          4.0
Depreciation and amortization                               3.5          4.1
Interest                                                    0.1          0.1
Total costs and expenses                                   94.9         93.9
Income from operations                                      5.1          6.1
Non-operating income                                        1.2          2.5
Unrealized gains on marketable equity securities            1.1          2.8
Income before income taxes                                  7.4         11.4
Income tax provision                                       (1.9 )       (2.9 )
Net income                                                  5.5          8.5

Net income attributable to noncontrolling interest 0.0 0.0
Net income attributable to stockholders of NHC

              5.5 %        8.5 %





Three Months Ended March 31, 2022 Compared to Three Months Ended March 31, 2021




Results for the quarter ended March 31, 2022 compared to the first quarter of
2021 include an 11.2% increase in net operating revenues and grant income and a
6.6% decrease in income from operations. For the quarter ended March 31, 2022,
GAAP net income attributable to NHC was $15,318,000 compared to net income of
$21,267,000 for the same period in 2021.



Excluding the unrealized gains in our marketable equity securities portfolio and
other non-GAAP adjustments, adjusted net income for the quarter ended March 31,
2022 was $14,081,000 compared to $16,592,000 for the same period in 2021.  The
decrease in adjusted net income for the first quarter of 2022 compared to the
first quarter of 2021 was primarily due to less government stimulus income
recorded during the current quarter, as well as higher inflationary pressures on
labor costs.


Net operating revenues and grant income

Net patient revenues increased $39,482,000, or 18.2%, compared to the same
period last year.




The total census at owned and leased skilled nursing facilities for the quarter
averaged 82.7%, compared to an average of 76.8% for the same quarter a year ago.
Overall, the composite skilled nursing facility per diem increased 2.9% compared
to the same quarter a year ago. Our Medicare per diem rates increased 1.2% and
managed care per diem rates increased 6.9% compared to the same quarter a year
ago. Medicaid and private pay per diem rates increased 4.8% and 9.2%,
respectively, compared to the same quarter a year ago. For the three months
ended March 31, 2022 and 2021, respectively, $5,538,000 and $3,955,000 have been
included in our net patient revenues for these supplemental COVID-19 Medicaid
payments.


In June 2021, the Company acquired the remaining ownership interest in Caris,
which resulted in net patient revenues increasing $17,785,000 for the three
months ended March 31, 2022 compared to the first quarter of 2021.

Other revenues increased $657,000, or 5.8%, compared to the same quarter last
year, as further detailed in Note 5 to our interim condensed consolidated
financial statements.

During the three months ended March 31, 2022 and 2021, respectively, we recorded
$10,620,000 and $22,749,000 in government stimulus income related to funds
received from the CARES Act Provider Relief Fund. See Note 3 – Coronavirus
Pandemic for additional information.

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Total costs and expenses



Total costs and expenses for the three months ended March 31, 2022 compared to
the same period of 2021 increased $29,015,000, or 12.3% to $264,766,000 from
$235,751,000.



Salaries, wages, and benefits increased $21,535,000, or 14.4%, to
$170,694,000 from $149,159,000. Salaries, wages, and benefits as a percentage of
net operating revenues and grant income was 61.2% compared to 59.4% for the
three months ended March 31, 2022 and 2021, respectively. Our Caris acquisition
increased salaries, wages, and benefits $10,224,000 in the first quarter of 2022
compared to the same quarter a year ago. We continue to face tremendous
workforce and labor shortages within all of our operations, which increases wage
pressure and inflation in regard to retaining and attracting qualified
healthcare partners (employees). With the workforce environment being so
challenging, the largest expense increase from a labor standpoint is in our
agency nurse staffing.  Our agency nurse staffing expense increased $12,435,000
for the first quarter of 2022 compared to the same quarter a year ago.



Other operating expenses increased $7,961,000, or 12.0%, to $74,085,000 for the
2022 period compared to $66,124,000 for the 2021 period. Other operating
expenses as a percentage of net operating revenues and grant income was 26.6%
and 26.3% for the three months ended March 31, 2022 and 2021, respectively. Our
Caris acquisition increased other operating expenses $5,104,000 in the first
quarter of 2022 compared to the same quarter a year ago. We continue to face
inflationary pressures in certain categories within other operating expenses as
well, such as food/dietary supplies and drugs/pharmaceutical supplies.



Other income


Non-operating income decreased by $3,061,000 compared to the same period last
year, as further detailed in Note 6 to our interim condensed consolidated
financial statements.



Income taxes



The income tax provision for the three months ended March 31, 2022 is $5,193,000
(an effective income tax rate of 25.3%). Excluding certain items, we expect our
corporate (federal and state) income tax rate for 2022 to be approximately
26.0%.



Noncontrolling interest



The noncontrolling interest in subsidiaries is presented within total equity of
the Company's consolidated balance sheets. The company presents the
noncontrolling interest and the amount of consolidated net income attributable
to NHC in its consolidated statements of operations. The Company's earnings per
share is calculated based on net income attributable to NHC's stockholders. The
carrying amount of the noncontrolling interest is adjusted based on an
allocation of subsidiary earnings based on ownership interest.





Liquidity, Capital Resources, and Financial Condition




Our primary sources of cash include revenues from the operations of our
healthcare and senior living facilities, management and accounting services,
rental income, and investment income. Our primary uses of cash include salaries,
wages and other operating costs of our healthcare and senior living facilities,
the cost of additions to and acquisitions of real property, facility rent
expenses, and dividend distributions. These sources and uses of cash are
reflected in our interim condensed consolidated statements of cash flows and are
discussed in further detail below.



The following is a summary of our sources and uses of cash flows (dollars in
thousands):



                                             Three Months Ended
                                                  March 31                Three Month Change
                                             2022          2021                           %
Cash, cash equivalents, restricted cash,
and restricted cash equivalents, at
beginning of period                        $ 119,743     $ 158,502     $  

(38,759 ) (24.5 )


Cash (used in)/provided by operating
activities                                   (27,457 )      12,589        

(40,046 ) (318.1 )


Cash used in investing activities             (5,920 )      (5,852 )        

(68 ) (1.2 )


Cash used in financing activities            (10,450 )      (9,148 )       

(1,302 ) (14.2 )


Cash, cash equivalents, restricted cash,
and restricted cash equivalents, at end
of period                                  $  75,916     $ 156,091     $  (80,175 )       (51.4 )




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Operating Activities



Net cash used in operating activities for the three months ended March 31,
2022 was $27,457,000 as compared to cash provided by operating activities of
$12,589,000 in the same period last year. Cash used in operating activities
consisted of net income of $15,349,000 and adjustments for non-cash items of
$9,444,000. There was cash used for working capital needs in the amount of
$52,250,000 for the three months ended March 31, 2022 compared to $16,899,000
for the same period a year ago.



Included in the adjustments for non-cash items are depreciation expense, equity
in earnings of unconsolidated investments, unrealized losses on our marketable
equity securities, deferred taxes, and stock compensation.



Investing Activities



Net cash used in investing activities totaled $5,920,000 for the three months
ended March 31, 2022, compared to $5,852,000 for the three months ended March
31, 2021. Cash used for property and equipment additions was $8,962,000 and
$4,327,000 for the three months ended March 31, 2022, and 2021, respectively.
The two behavioral health hospitals that are opening during the second quarter
of 2022 were $4,430,000 of the property additions for the first quarter of
2022. Proceeds from the sale of marketable securities, net of purchases,
resulted in cash provided by investing activity of $2,818,000 for the three
months ended March 31, 2022.  For the three months ended March 31,
2021, proceeds from the sale of marketable securities, net of purchases,
resulting in cash used in investing activities of $1,780,000.



Financing Activities



Net cash used in financing activities totaled $10,450,000 for the three months
ended March 31, 2022 compared to $9,148,000 for the three months ended March 31,
2021. We made principal payments under our finance lease obligations in the
amount of $1,147,000 and $1,081,000 for the three months ended March 31, 2022
and 2021, respectively. Cash used for dividend payments to common stockholders
totaled $8,493,000 in the current year period compared to $7,988,000 for the
same period a year ago.



Short-term liquidity



We expect to meet our short-term liquidity requirements primarily from our cash
flows from operating activities. In addition to cash flows from operations, our
current cash on hand of $56,993,000 and our marketable equity and debt
securities of $149,035,000 are expected to be adequate to meet our contractual
obligations, operating liquidity, and our growth and development plans in the
next twelve months.



Long-term liquidity



We expect to meet our long-term liquidity requirements primarily from our cash
flows from operating activities, our current cash on hand of $56,993,000 and our
marketable equity and debt securities of $149,035,000. We also have substantial
value in our unencumbered real estate assets which could potentially be used as
collateral in future borrowing opportunities. At March 31, 2022, we do not have
any long-term debt.



Our ability to meet our long-term contractual obligations, and to finance our
operating requirements and growth plans will depend upon our future performance.
Our future performance will be affected by business, economic, financial and
other factors, including potential changes in state and federal government
payment rates for healthcare, customer demand, success of our marketing efforts,
pressures from competitors, and the state of the economy, including the state of
financial and credit markets, as well as many unforeseen factors.





Commitment and Contingencies



Governmental Regulations



Laws and regulations governing the Medicare, Medicaid and other federal
healthcare programs are complex and subject to interpretation. Management
believes that it is following all applicable laws and regulations in all
material respects. However, compliance with such laws and regulations can be
subject to future government review and interpretation as well as significant
regulatory action including fines, penalties, and exclusions from the Medicare,
Medicaid, and other federal healthcare programs. There have been several enacted
and proposed federal and state relief measures as a result of COVID-19 which
should provide support to us during this pandemic; however, the full benefit of
any such programs would not be realized until these payments are fully
implemented, government agencies issue applicable regulations, or guidance and
such relief is provided.



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