恩赛因 2025年季度报告

FORM10-Q ☑QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period endedJune30, 2025.OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.For the transion period fromto. ☐ Commissionfile number:001-33757 THEENSIGN GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) 33-0861263(I.R.S. EmployerIdenficaon No.) Delaware (State or Other Jurisdicon ofIncorporaon or Organizaon) 29222 Rancho Viejo Road, Suite 127San Juan Capistrano,CA92675(Address of Principal Execuve Offices and Zip Code) (949)487-9500(Registrant’s Telephone Number, Including Area Code)_____________________________ Securies registered pursuant to Secon 12(b) of the Act: Trading Symbol(s)ENSG THE ENSIGN GROUP, INC.QUARTERLY REPORT ON FORM 10-QFOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025TABLE OF CONTENTS PART I. Financial Informaon Item1. Financial Statements (unaudited):Condensed Consolidated Balance Sheets as ofJune 30,2025 and December 31, 20241Condensed Consolidated Statements of Income for the threeand sixmonths endedJune 30, 2025 and 20242Condensed Consolidated Statements of Stockholders' Equity for the threeand sixmonths endedJune30, 2025 and20243Condensed Consolidated Statements of Cash Flows for thesixmonths endedJune 30, 2025 and 20245Notes totheCondensed Consolidated Financial Statements7Item2. Management’s Discussion and Analysis of Financial Condion and Results of Operaons31Item3. Quantave and Qualitave Disclosures About Market Risk72Item4. Controls and Procedures72 Item 1. Legal Proceedings72Item 1A. Risk Factors75Item 2. Unregistered Sales of Equity Securies and Use of Proceeds105Item5. Other Informaon105Item6. Exhibits106Signatures THE ENSIGN GROUP, INC.UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS THE ENSIGN GROUP, INC.NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Dollars, shares and opons in thousands, except per share data) 1.DESCRIPTION OF BUSINESS The Company—The Ensign Group, Inc. (collecvely, Ensign or the Company), is a holding company with no direct operangassets, employees or revenue. The Company's independent subsidiaries provide health care services across the post-acute careconnuum and engage in the ownership, acquision, development and leasing of skilled nursing, senior living and other healthcare-related properes and ancillary businesses. As of June30, 2025, the Company's independent subsidiaries operated347facilies andother ancillary operaons located in17states. The Company's independent subsidiaries have a collecve capacity of approximately35,500operaonal skilled nursing beds and3,300senior living units. As of June30, 2025, the Company's independent subsidiariesoperated238facilies under long-term lease arrangements and had opons to purchaseeightof those238facilies. The Company'sreal estate porolio consists of144owned real estate properes, which includes109facilies operated and managed by theCompany's independent subsidiaries,35operaons leased to and operated by third-party operators and the Service Center (definedbelow) locaon. Of those35third-party operaons,onesenior living operaon is located on the same real estate property as askilled nursing operaon that an independent subsidiary operates. Certain of the Company’s wholly-owned independent subsidiaries, collecvely referred to as the Service Center, providespecific accounng, payroll, human resources, informaon technology, legal, risk management and other centralized services to theother independent subsidiaries. The Company also has a wholly-owned capve insurance subsidiary that provides some claims-madecoverage to the Company’s independent subsidiaries for general and professional liabilies, as well as coverage for certain workers’compensaon insurance liabilies. The Company's capve real estate investment trust (REIT), Standard Bearer Healthcare REIT, Inc. (Standard Bearer), owns andmanages its real estate business. The REIT structure provides the Company with an efficient vehicle for future acquisions ofproperes that could be operated by Ensign's independent subsidiaries or other third pares. Standard Bearer has elected to betaxed as a REIT for U.S. federal income tax purposes. Refer to Note 6,Standard Bearerfor addional informaon on Standard Bearer. Each of the Company's independent subsidiaries are operated by wholly-owned subsidiaries that have their own management,employees and assets. References herein to the consolidated “Company” and “its” assets and acvies in this Quarterly Report arenot meant to imply, nor should it be construed as meaning that The Ensign Group, Inc. has direct operang assets, employees orrevenue, or that any of the subsidiaries are operated by The Ensign Group, Inc. Other Informaon—The accompanying condensed consolidatedfinancial statements as of June30, 2025, and for the threeand six months ended June 30, 2025 an