Acadia Healthcare Company Inc

Previous wording

the impact of governmental investigations, regulatory actions and whistleblower lawsuits;

Current wording

the impact of internal or governmental investigations, regulatory actions and whistleblower lawsuits;

Previous wording

Our business strategy is to become the indispensable behavioral healthcare provider for the high-acuity and complex needs patient population. We are committed to providing the communities we serve with high-quality, cost-effective behavioral healthcare services, while growing our business, increasing profitability and creating long-term value for our stockholders. This strategy includes five growth pathways: expansions of existing facilities, joint venture partnerships, de novo facilities, acquisitions and expansion across our continuum of care. At June 30, 2024, we operated 258 behavioral healthcare facilities with approximately 11,400 beds in 38 states and Puerto Rico. During the six months ended June 30, 2024, we added 184 beds, consisting of 64 beds to existing facilities and 120 beds added through the opening of two wholly-owned facilities. For the year ending December 31, 2024, we expect to add approximately 1,200 total beds and open up to fourteen CTCs, excluding acquisitions.

Current wording

Our business strategy is to become the indispensable behavioral healthcare provider for the high-acuity and complex needs patient population. We are committed to providing the communities we serve with high-quality, cost-effective behavioral healthcare services, while growing our business, increasing profitability and creating long-term value for our stockholders. This strategy includes five growth pathways: expansions of existing facilities, joint venture partnerships, de novo facilities, acquisitions and expansion across our continuum of care. At September 30, 2024, we operated 260 behavioral healthcare facilities with approximately 11,300 beds in 38 states and Puerto Rico. During the nine months ended September 30, 2024, we added 275 beds, consisting of 67 beds to existing facilities and 208 beds added through the opening of four wholly-owned facilities.

Previous wording

We believe that we are well positioned to help meet the growing demand for behavioral healthcare services and recorded revenue growth of 8.8% for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. Similar with many other healthcare providers and other industries across the country, we continue to navigate a tight labor market. While we experienced higher wage inflation recently compared to long-term historical averages, we have seen stability in our labor costs and our proactive focus helps us manage through this environment. We remain focused on ensuring that we have the level of staff to meet the demand in our markets across 38 states and Puerto Rico.

Current wording

We believe that we are well positioned to help meet the growing demand for behavioral healthcare services and recorded revenue growth of 8.7% for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. Similar with many other healthcare providers and other industries across the country, we continue to navigate a tight labor market. While we experienced higher wage inflation recently compared to long-term historical averages, we have seen stability in our labor costs and our proactive focus helps us manage through this environment. We remain focused on ensuring that we have the level of staff to meet the demand in our markets across 38 states and Puerto Rico.

Previous wording

The following table sets forth percent changes in same facility operating data for the three and six months ended June 30, 2024 compared to the same periods in 2023:

Current wording

The following table sets forth percent changes in same facility operating data for the three and nine months ended September 30, 2024 compared to the same periods in 2023:

Previous wording

Adjusted EBITDA is defined as income before provision for income taxes, equity-based compensation expense, loss on impairment, transaction, legal and other costs, interest expense and depreciation and amortization. Management uses Adjusted EBITDA as an analytical indicator to measure performance and to develop strategic objectives and operating plans. Adjusted EBITDA is commonly used as an analytical indicator within the health care industry, and also serves as a measure of leverage capacity and debt service ability. Adjusted EBITDA should not be considered as a measure of financial performance under GAAP, and the items excluded from Adjusted EBITDA are significant components in understanding and assessing financial performance. Because Adjusted EBITDA is not a measurement determined in accordance with GAAP and is thus susceptible to varying calculations, Adjusted EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue.

Current wording

Adjusted EBITDA is defined as income before provision for income taxes, equity-based compensation expense, loss on impairment, transaction, legal and other costs, interest expense, legal settlement expense and depreciation and amortization. Management uses Adjusted EBITDA as an analytical indicator to measure performance and to develop strategic objectives and operating plans. Adjusted EBITDA is commonly used as an analytical indicator within the health care industry, and also serves as a measure of leverage capacity and debt service ability. Adjusted EBITDA should not be considered as a measure of financial performance under GAAP, and the items excluded from Adjusted EBITDA are significant components in understanding and assessing financial performance. Because Adjusted EBITDA is not a measurement determined in accordance with GAAP and is thus susceptible to varying calculations, Adjusted EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue.

Previous wording

Revenue. Revenue increased $64.7 million, or 8.8%, to $796.0 million for the three months ended June 30, 2024 from $731.3 million for the three months ended June 30, 2023. Same facility revenue increased $59.5 million, or 8.3%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, resulting from an increase in same facility revenue per day of 5.6% and same facility growth in patient days of 2.6%. Consistent with same facility revenue growth in 2023, the growth in same facility patient days for the three months ended June 30, 2024 compared to the three months ended June 30, 2023 resulted from the addition of beds to our existing facilities and ongoing demand for our services.

Current wording

Revenue. Revenue increased $65.3 million, or 8.7%, to $815.6 million for the three months ended September 30, 2024 from $750.3 million for the three months ended September 30, 2023. Same facility revenue increased $63.2 million, or 8.6%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, resulting from an increase in same facility revenue per day of 3.6% and same facility growth in patient days of 4.7%. Consistent with same facility revenue growth in 2023, the growth in same facility patient days for the three months ended September 30, 2024 compared to the three months ended September 30, 2023 resulted from the addition of beds to our existing facilities and ongoing demand for our services.

Previous wording

Salaries, wages and benefits. Salaries, wages and benefits (“SWB”) expense was $419.8 million for the three months ended June 30, 2024 compared to $386.6 million for the three months ended June 30, 2023, an increase of $33.2 million. SWB expense included $8.9 million and $7.3 million of equity-based compensation expense for the three months ended June 30, 2024 and 2023, respectively. Excluding equity-based compensation expense, SWB expense was $410.9 million, or 51.6% of revenue, for the three months ended June 30, 2024, compared to $379.3 million, or 51.9% of revenue, for the three months ended June 30, 2023. Same facility SWB expense was $366.9 million for the three months ended June 30, 2024, or 47.3% of revenue, compared to $341.0 million for the three months ended June 30, 2023, or 47.6% of revenue.

Current wording

Salaries, wages and benefits. Salaries, wages and benefits (“SWB”) expense was $428.1 million for the three months ended September 30, 2024 compared to $394.2 million for the three months ended September 30, 2023, an increase of $33.9 million. SWB expense included $9.5 million and $8.2 million of equity-based compensation expense for the three months ended September 30, 2024 and 2023, respectively. Excluding equity-based compensation expense, SWB expense was $418.6 million, or 51.3% of revenue, for the three months ended September 30, 2024, compared to $386.0 million, or 51.4% of revenue, for the three months ended September 30, 2023. Same facility SWB expense was $377.7 million for the three months ended September 30, 2024, or 47.1% of revenue, compared to $352.4 million for the three months ended September 30, 2023, or 47.7% of revenue.

Previous wording

Professional fees. Professional fees were $48.1 million for the three months ended June 30, 2024, or 6.0% of revenue, compared to $43.8 million for the three months ended June 30, 2023, or 6.0% of revenue. Same facility professional fees were $41.2 million for the three months ended June 30, 2024, or 5.3% of revenue, compared to $39.6 million for the three months ended June 30, 2023, or 5.5% of revenue.

Current wording

Professional fees. Professional fees were $48.5 million for the three months ended September 30, 2024, or 5.9% of revenue, compared to $45.5 million for the three months ended September 30, 2023, or 6.1% of revenue. Same facility professional fees were $42.8 million for the three months ended September 30, 2024, or 5.3% of revenue, compared to $40.4 million for the three months ended September 30, 2023, or 5.5% of revenue.

Previous wording

Supplies. Supplies expense was $27.9 million for the three months ended June 30, 2024, or 3.5% of revenue, compared to $26.1 million for the three months ended June 30, 2023, or 3.6% of revenue. Same facility supplies expense was $27.1 million for the three months ended June 30, 2024, or 3.5% of revenue, compared to $25.3 million for the three months ended June 30, 2023, or 3.5% of revenue.

Current wording

Supplies. Supplies expense was $29.6 million for the three months ended September 30, 2024, or 3.6% of revenue, compared to $27.1 million for the three months ended September 30, 2023, or 3.6% of revenue. Same facility supplies expense was $28.9 million for the three months ended September 30, 2024, or 3.6% of revenue, compared to $26.4 million for the three months ended September 30, 2023, or 3.6% of revenue.

Previous wording

Rents and leases. Rents and leases were $11.9 million for the three months ended June 30, 2024, or 1.5% of revenue, compared to $11.7 million for the three months ended June 30, 2023, or 1.6% of revenue. Same facility rents and leases were $10.6 million for the three months ended June 30, 2024, or 1.4% of revenue, compared to $10.6 million for the three months ended June 30, 2023, or 1.5% of revenue.

Current wording

Rents and leases. Rents and leases were $12.4 million for the three months ended September 30, 2024, or 1.5% of revenue, compared to $11.7 million for the three months ended September 30, 2023, or 1.6% of revenue. Same facility rents and leases were $10.9 million for the three months ended September 30, 2024, or 1.4% of revenue, compared to $10.6 million for the three months ended September 30, 2023, or 1.4% of revenue.

Previous wording

Other operating expenses. Other operating expenses consisted primarily of purchased services, utilities, insurance, travel and repairs and maintenance expenses. Other operating expenses were $109.7 million for the three months ended June 30, 2024, or 13.8% of revenue, compared to $95.9 million for the three months ended June 30, 2023, or 13.1% of revenue. Same facility other operating expenses were $101.1 million for the three months ended June 30, 2024, or 13.0% of revenue, compared to $88.5 million for the three months ended June 30, 2023, or 12.3% of revenue.

Current wording

Other operating expenses. Other operating expenses consisted primarily of purchased services, utilities, insurance, travel and repairs and maintenance expenses. Other operating expenses were $112.1 million for the three months ended September 30, 2024, or 13.8% of revenue, compared to $104.0 million for the three months ended September 30, 2023, or 13.9% of revenue. Same facility other operating expenses were 103.6 million for the three months ended September 30, 2024, or 12.9% of revenue, compared to $97.1 million for the three months ended September 30, 2023, or 13.1% of revenue.

Previous wording

Depreciation and amortization. Depreciation and amortization expense was $36.1 million for the three months ended June 30, 2024, or 4.5% of revenue, compared to $32.0 million for the three months ended June 30, 2023, or 4.4% of revenue.

Current wording

Depreciation and amortization. Depreciation and amortization expense was $37.6 million for the three months ended September 30, 2024, or 4.6% of revenue, compared to $33.4 million for the three months ended September 30, 2023, or 4.4% of revenue.

Previous wording

Interest expense. Interest expense was $29.2 million for the three months ended June 30, 2024 compared to $20.9 million for the three months ended June 30, 2023. The increase in interest expense was primarily the result of borrowings under the Credit Facility during the first quarter of 2024.

Current wording

Interest expense. Interest expense was $29.9 million for the three months ended September 30, 2024 compared to $20.7 million for the three months ended September 30, 2023. The increase in interest expense was primarily the result of borrowings under the Credit Facility during 2024.

Previous wording

Loss on impairment. During the second quarter of 2024, we recorded a non-cash property impairment charge of $1.0 million related to certain closed facilities. During the second quarter of 2023, we recorded non-cash impairment charges totaling $8.7 million related to the closure of certain facilities. The non-cash impairment charges included indefinite-lived intangible asset impairment of $4.7 million, property impairment of $2.0 million and operating lease right-of-use asset impairment of $2.0 million.

Current wording

Loss on impairment. During the third quarter of 2024, we recorded non-cash property impairment charges totaling $10.5 million related to certain closed facilities. The non-cash impairment charges included indefinite-lived intangible asset impairment of $0.3 million, property impairment of $8.8 million and operating lease right-of-use asset impairment of $1.4 million.

Previous wording

Transaction, legal and other costs. Transaction, legal and other costs were $6.1 million for the three months ended June 30, 2024, compared to $9.1 million for the three months ended June 30, 2023. Transaction, legal and other costs represent legal, accounting, termination, restructuring, management transition, acquisition and other similar costs incurred in the respective period, as summarized below (in thousands).

Current wording

Transaction, legal and other costs. Transaction, legal and other costs were $8.2 million for the three months ended September 30, 2024, compared to $11.2 million for the three months ended September 30, 2023. Transaction, legal and other costs represent legal, accounting, government investigation, termination, restructuring, management transition, acquisition and other similar costs incurred in the respective period, as summarized below (in thousands).

Previous wording

Provision for income taxes. For the three months ended June 30, 2024, the provision for income taxes was $25.6 million, reflecting an effective tax rate of 24.1%, compared to $22.9 million, reflecting an effective tax rate of 23.7%, for the three months ended June 30, 2023.

Current wording

Provision for (benefit from) income taxes. For the three months ended September 30, 2024, the provision for income taxes was $27.2 million, reflecting an effective tax rate of 27.6%, compared to a benefit from income taxes of $(71.9) million, reflecting an effective tax rate of 25.0%, for the three months ended September 30, 2023.

Previous wording

Revenue. Revenue increased $128.5 million, or 9.0%, to $1,564.1 million for the six months ended June 30, 2024 from $1,435.6 million for the six months ended June 30, 2023. Same facility revenue increased $123.3 million, or 8.8%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, resulting from an increase in same facility revenue per day of 6.2% and same facility growth in patient days of 2.4%. Consistent with same facility revenue growth in 2023, the growth in same facility patient days for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 resulted from the addition of beds to our existing facilities and ongoing demand for our services.

Current wording

Revenue. Revenue increased $193.8 million, or 8.9%, to $2,379.7 million for the nine months ended September 30, 2024 from $2,185.9 million for the nine months ended September 30, 2023. Same facility revenue increased $186.5 million, or 8.7%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, resulting from an increase in same facility revenue per day of 5.3% and same facility growth in patient days of 3.2%. Consistent with same facility revenue growth in 2023, the growth in same facility patient days for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 resulted from the addition of beds to our existing facilities and ongoing demand for our services.

Previous wording

Salaries, wages and benefits. SWB expense was $837.3 million for the six months ended June 30, 2024 compared to $777.8 million for the six months ended June 30, 2023, an increase of $59.5 million. SWB expense included $17.5 million and $15.0 million of equity-based compensation expense for the six months ended June 30, 2024 and 2023, respectively. Excluding equity-based compensation expense, SWB expense was $819.8 million, or 52.4% of revenue, for the six months ended June 30, 2024, compared to $762.8 million, or 53.1% of revenue, for the six months ended June 30, 2023. Same facility SWB expense was $735.6 million for the six months ended June 30, 2024, or 48.0% of revenue, compared to $685.1 million for the six months ended June 30, 2023, or 48.6% of revenue.

Current wording

Salaries, wages and benefits. SWB expense was $1,265.4 million for the nine months ended September 30, 2024 compared to $1,172.0 million for the nine months ended September 30, 2023, an increase of $93.5 million. SWB expense included $27.0 million and $23.1 million of equity-based compensation expense for the nine months ended September 30, 2024 and 2023, respectively. Excluding equity-based compensation expense, SWB expense was $1,238.4 million, or 52.0% of revenue, for the nine months ended September 30, 2024, compared to $1,148.8 million, or 52.6% of revenue, for the nine months ended September 30, 2023. Same facility SWB expense was $1,113.3 million for the nine months ended September 30, 2024, or 47.7% of revenue, compared to $1,037.4 million for the nine months ended September 30, 2023, or 48.3% of revenue.

Previous wording

Professional fees. Professional fees were $93.7 million for the six months ended June 30, 2024, or 6.0% of revenue, compared to $84.9 million for the six months ended June 30, 2023, or 5.9% of revenue. Same facility professional fees were $81.1 million for the six months ended June 30, 2024, or 5.3% of revenue, compared to $76.7 million for the six months ended June 30, 2023, or 5.4% of revenue.

Current wording

Professional fees. Professional fees were $142.2 million for the nine months ended September 30, 2024, or 6.0% of revenue, compared to $130.5 million for the nine months ended September 30, 2023, or 6.0% of revenue. Same facility professional fees were $123.8 million for the nine months ended September 30, 2024, or 5.3% of revenue, compared to $117.0 million for the nine months ended September 30, 2023, or 5.4% of revenue.

Previous wording

Supplies. Supplies expense was $54.5 million for the six months ended June 30, 2024, or 3.5% of revenue, compared to $52.2 million for the six months ended June 30, 2023, or 3.6% of revenue. Same facility supplies expense was $53.1 million for the six months ended June 30, 2024, or 3.5% of revenue, compared to $50.8 million for the six months ended June 30, 2023, or 3.6% of revenue.

Current wording

Supplies. Supplies expense was $84.2 million for the nine months ended September 30, 2024, or 3.5% of revenue, compared to $79.3 million for the nine months ended September 30, 2023, or 3.6% of revenue. Same facility supplies expense was $82.0 million for the nine months ended September 30, 2024, or 3.5% of revenue, compared to $77.2 million for the nine months ended September 30, 2023, or 3.6% of revenue.

Previous wording

Rents and leases. Rents and leases were $23.8 million for the six months ended June 30, 2024, or 1.5% of revenue, compared to $23.1 million for the six months ended June 30, 2023, or 1.6% of revenue. Same facility rents and leases were $21.4 million for the six months ended June 30, 2024, or 1.4% of revenue, compared to $21.1 million for the six months ended June 30, 2023, or 1.5% of revenue.

Current wording

Rents and leases. Rents and leases were $36.1 million for the nine months ended September 30, 2024, or 1.5% of revenue, compared to $34.9 million for the nine months ended September 30, 2023, or 1.6% of revenue. Same facility rents and leases were $32.4 million for the nine months ended September 30, 2024, or 1.4% of revenue, compared to $31.7 million for the nine months ended September 30, 2023, or 1.5% of revenue.

Previous wording

Other operating expenses. Other operating expenses consisted primarily of purchased services, utilities, insurance, travel and repairs and maintenance expenses. Other operating expenses were $210.8 million for the six months ended June 30, 2024, or 13.5% of revenue, compared to $186.8 million for the six months ended June 30, 2023, or 13.0% of revenue. Same facility other operating expenses were $195.0 million for the six months ended June 30, 2024, or 12.7% of revenue, compared to $173.3 million for the six months ended June 30, 2023, or 12.3% of revenue.

Current wording

Other operating expenses. Other operating expenses consisted primarily of purchased services, utilities, insurance, travel and repairs and maintenance expenses. Other operating expenses were $322.9 million for the nine months ended September 30, 2024, or 13.6% of revenue, compared to $290.8 million for the nine months ended September 30, 2023, or 13.3% of revenue. Same facility other operating expenses were $298.6 million for the nine months ended September 30, 2024, or 12.8% of revenue, compared to $270.4 million for the nine months ended September 30, 2023, or 12.6% of revenue.

Previous wording

Depreciation and amortization. Depreciation and amortization expense was $72.4 million for the six months ended June 30, 2024, or 4.6% of revenue, compared to $63.6 million for the six months ended June 30, 2023, or 4.4% of revenue.

Current wording

Depreciation and amortization. Depreciation and amortization expense was $110.1 million for the nine months ended September 30, 2024, or 4.6% of revenue, compared to $97.0 million for the nine months ended September 30, 2023, or 4.4% of revenue.

Previous wording

Interest expense. Interest expense was $56.4 million for the six months ended June 30, 2024 compared to $40.9 million for the six months ended June 30, 2023. The increase in interest expense was primarily the result of borrowings under the Credit Facility during the first quarter of 2024.

Current wording

Interest expense. Interest expense was $86.3 million for the nine months ended September 30, 2024 compared to $61.7 million for the nine months ended September 30, 2023. The increase in interest expense was primarily the result of borrowings under the Credit Facility during 2024.

Previous wording

Loss on impairment. During the six months ended June 30, 2024, we recorded a non-cash property impairment charge of $1.0 million related to certain closed facilities. During the six months ended June 30, 2023, we recorded non-cash impairment charges totaling $8.7 million related to the closure of certain facilities. The non-cash impairment charges included indefinite-lived intangible asset impairment of $4.7 million, property impairment of $2.0 million and operating lease right-of-use asset impairment of $2.0 million.

Current wording

Loss on impairment. During the nine months ended September 30, 2024, we recorded non-cash property impairment charges totaling $11.5 million related to certain closed facilities. The non-cash impairment charges included indefinite-lived intangible asset impairment of $0.3 million, property impairment of $9.8 million and operating lease right-of-use asset impairment of $1.4 million. During the nine months ended September 30, 2023, we recorded non-cash impairment charges totaling $8.7 million related to the closure of certain facilities. The non-cash impairment charges included indefinite-lived intangible asset impairment of $4.7 million, property impairment of $2.0 million and operating lease right-of-use asset impairment of $2.0 million.

Previous wording

Transaction, legal and other costs. Transaction, legal and other costs were $8.9 million for the six months ended June 30, 2024, compared to $15.5 million for the six months ended June 30, 2023. Transaction, legal and other costs represent legal, accounting, termination, restructuring, management transition, acquisition and other similar costs incurred in the respective period, as summarized below (in thousands).

Current wording

Transaction, legal and other costs. Transaction, legal and other costs were $17.2 million for the nine months ended September 30, 2024, compared to $26.8 million for the nine months ended September 30, 2023. Transaction, legal and other costs represent legal, accounting, government investigation, termination, restructuring, management transition, acquisition and other similar costs incurred in the respective period, as summarized below (in thousands).

Previous wording

Provision for income taxes. For the six months ended June 30, 2024, the provision for income taxes was $45.7 million, reflecting an effective tax rate of 22.3%, compared to $42.0 million, reflecting an effective tax rate of 23.0%, for the six months ended June 30, 2023.

Current wording

Provision for (benefit from) income taxes. For the nine months ended September 30, 2024, the provision for income taxes was $72.9 million, reflecting an effective tax rate of 24.0%, compared to a benefit from income taxes of $(29.9) million, reflecting an effective tax rate of 28.4%, for the nine months ended September 30, 2023.

Previous wording

The following table presents revenue by payor type and as a percentage of revenue for the three and six months ended June 30, 2024 and 2023 (dollars in thousands):

Current wording

The following table presents revenue by payor type and as a percentage of revenue for the three and nine months ended September 30, 2024 and 2023 (dollars in thousands):

Previous wording

Cash used in operating activities for the six months ended June 30, 2024 was $150.1 million compared to cash provided by operating activities of $208.2 million for the six months ended June 30, 2023. Days sales outstanding were 45 days at each of June 30, 2024 and December 31, 2023.

Current wording

Cash provided by operating activities for the nine months ended September 30, 2024 was $13.0 million compared to $346.0 million for the nine months ended September 30, 2023. Days sales outstanding at September 30, 2024 was 43 days compared to 45 days at December 31, 2023.

Previous wording

Cash used in investing activities for the six months ended June 30, 2024 was $340.1 million compared to $157.7 million for the six months ended June 30, 2023. Cash used in investing activities for the six months ended June 30, 2024 primarily consisted of $296.7 million of cash paid for capital expenditures, $50.7 million of cash paid for acquisitions and $2.9 million of other, offset by $10.2 million of proceeds from sales of property and equipment. Cash paid for capital expenditures for the six months ended June 30, 2024 was $296.7 million, consisting of routine or maintenance capital expenditures of $44.1 million and expansion capital expenditures of $252.5 million. We define expansion capital expenditures as those that increase the capacity of our facilities or otherwise enhance revenue. Routine or maintenance capital expenditures, including information technology capital expenditures, were approximately 3% of revenue for the six months ended June 30, 2024. Cash used in investing activities for the six months ended June 30, 2023 primarily consisted of $157.4 million of cash paid for capital expenditures and $0.9 million of other, offset by $0.6 million of proceeds from sales of property and equipment. Cash paid for capital expenditures for the six months ended June 30, 2023 was $157.4 million, consisting of routine or maintenance capital expenditures of $39.5 million and expansion capital expenditures of $117.9 million.

Current wording

Cash used in investing activities for the nine months ended September 30, 2024 was $533.1 million compared to $287.1 million for the nine months ended September 30, 2023. Cash used in investing activities for the nine months ended September 30, 2024 primarily consisted of $486.9 million of cash paid for capital expenditures, $53.6 million of cash paid for acquisitions and $2.9 million of other, offset by $10.2 million of proceeds from sales of property and equipment. Cash paid for capital expenditures for the nine months ended September 30, 2024 was $486.9 million, consisting of routine or maintenance capital expenditures of $71.3 million and expansion capital expenditures of $415.6 million. We define expansion capital expenditures as those that increase the capacity of our facilities or otherwise enhance revenue. Routine or maintenance capital expenditures, including information technology capital expenditures, were approximately 3% of revenue for the nine months ended September 30, 2024. Cash used in investing activities for the nine months ended September 30, 2023 primarily consisted of $285.4 million of cash paid for capital expenditures, $1.9 million of other and $0.3 million of cash paid for acquisitions, net of cash acquired, offset by $0.6 million of proceeds from sales of property and equipment. Cash paid for capital expenditures for the nine months ended September 30, 2023 was $285.4 million, consisting of routine or maintenance capital expenditures of $73.9 million and expansion capital expenditures of $211.5 million.

Previous wording

Cash provided by financing activities for the six months ended June 30, 2024 was $467.3 million compared to cash used in financing activities of $36.0 million for the six months ended June 30, 2023. Cash provided by financing activities for the six months ended June 30, 2024 consisted of borrowings on long-term debt of $350.0 million, borrowings on revolving credit facility of $160.0 million and contributions from noncontrolling partners in joint ventures of $3.0 million, offset by principal payments on long-term debt of $25.6 million, principal payments on revolving credit facility of $15.0 million, repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises of $1.7 million, payment of debt issuance costs of $1.5 million, distributions to noncontrolling partners in joint ventures of $1.5 million and $0.4 million of other. Cash used in financing activities for the six months ended June 30, 2023 consisted of repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises of $45.9 million, principal payments on revolving credit facility of $20.0 million, principal payments on long-term debt of $10.6 million and distributions to noncontrolling partners in joint ventures of $2.0 million, offset by borrowings on revolving credit facility of $40.0 million and contributions from noncontrolling partners in joint ventures of $2.5 million.

Current wording

Cash provided by financing activities for the nine months ended September 30, 2024 was $502.2 million compared to cash used in financing activities of $57.0 million for the nine months ended September 30, 2023. Cash provided by financing activities for the nine months ended September 30, 2024 consisted of borrowings on long-term debt of $350.0 million, borrowings on revolving credit facility of $210.0 million and contributions from noncontrolling partners in joint ventures of $3.5 million, offset by principal payments on long-term debt of $41.0 million, principal payments on revolving credit facility of $15.0 million, distributions to noncontrolling partners in joint ventures of $3.0 million, payment of debt issuance costs of $1.5 million and repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises of $0.8 million. Cash used in financing activities for the nine months ended September 30, 2023 consisted of repurchase of shares for payroll tax withholding, net of proceeds from stock option exercises of $45.2 million, principal payments on revolving credit facility of $35.0 million, principal payments on long-term debt of $15.9 million and distributions to noncontrolling partners in joint ventures of $3.5 million, offset by borrowings on revolving credit facility of $40.0 million and contributions from noncontrolling partners in joint ventures of $2.5 million.

Previous wording

We had total available cash and cash equivalents of $77.2 million and $100.1 million at June 30, 2024 and December 31, 2023, respectively, of which approximately $4.9 million and $11.3 million was held by our foreign subsidiaries, respectively. Our strategic plan does not require the repatriation of foreign cash in order to fund our operations in the U.S.

Current wording

We had total available cash and cash equivalents of $82.1 million and $100.1 million at September 30, 2024 and December 31, 2023, respectively, of which approximately $5.9 million and $11.3 million, respectively, was held by our foreign subsidiaries. Our strategic plan does not require the repatriation of foreign cash in order to fund our operations in the U.S.

Previous wording

As described in more detail in Note 10 – Commitments and Contingencies in the accompanying notes to our consolidated financial statements, on October 30, 2023, we entered into settlement agreements in connection with the Cases. The settlement agreements were approved by the District Court in December 2023 and fully resolve each of the Cases with no admission of liability or wrongdoing by us. On January 19, 2024, pursuant to the terms of the settlement agreements, we paid an aggregate amount of $400.0 million in exchange for the release and discharge of all claims arising from, relating to, concerning or with respect to all harm, injuries or damages asserted in the Cases or that may be asserted in the future by the plaintiffs in the Cases.

Current wording

As described in more detail in Note 10 – Commitments and Contingencies in the accompanying notes to our condensed consolidated financial statements, on October 30, 2023, we entered into settlement agreements in connection with the Cases. The settlement agreements were approved by the District Court in December 2023 and fully resolve each of the Cases with no admission of liability or wrongdoing by us. On January 19, 2024, pursuant to the terms of the settlement agreements, we paid an aggregate amount of $400.0 million in exchange for the release and discharge of all claims arising from, relating to, concerning or with respect to all harm, injuries or damages asserted in the Cases or that may be asserted in the future by the plaintiffs in the Cases.

Previous wording

During the six months ended June 30, 2024, we borrowed $160.0 million on the Revolving Facility and repaid $15.0 million of the balance outstanding. During the six months ended June 30, 2023, we borrowed $40.0 million on the Revolving Facility and repaid $20.0 million of the balance outstanding. We had $371.5 million of availability under the Revolving Facility and had standby letters of credit outstanding of $3.5 million related to security for the payment of claims required by our workers’ compensation insurance program at June 30, 2024.

Current wording

During the nine months ended September 30, 2024, we borrowed $210.0 million on the Revolving Facility and repaid $15.0 million of the balance outstanding. During the nine months ended September 30, 2023, we borrowed $40.0 million on the Revolving Facility and repaid $35.0 million of the balance outstanding. We had $321.5 million of availability under the Revolving Facility and had standby letters of credit outstanding of $3.5 million related to security for the payment of claims required by our workers’ compensation insurance program at September 30, 2024.

Previous wording

We conduct substantially all of our business through our subsidiaries. The Senior Notes are jointly and severally guaranteed on an unsecured senior basis by all of our subsidiaries that guarantee our obligations under the Credit Facility. The summarized financial information presented below is consistent with our condensed consolidated financial statements, except transactions between combining entities have been eliminated. Financial information for our combined non-guarantor entities has been excluded pursuant to SEC Regulation S-X Rule 13-01. Presented below is condensed financial information for our combined wholly-owned subsidiary guarantors at June 30, 2024 and December 31, 2023, and for the six months ended June 30, 2024.

Current wording

We conduct substantially all of our business through our subsidiaries. The Senior Notes are jointly and severally guaranteed on an unsecured senior basis by all of our subsidiaries that guarantee our obligations under the Credit Facility. The summarized financial information presented below is consistent with our condensed consolidated financial statements, except transactions between combining entities have been eliminated. Financial information for our combined non-guarantor entities has been excluded pursuant to SEC Regulation S-X Rule 13-01. Presented below is condensed financial information for our combined wholly-owned subsidiary guarantors at September 30, 2024 and December 31, 2023, and for the nine months ended September 30, 2024.