munity Health Systems(CYH) - 2021 Q3 - Quarterly Report

Part I. Financial Information This section presents the unaudited condensed consolidated financial statements and management's discussion and analysis of financial condition Item 1. Financial Statements This section presents the unaudited condensed consolidated financial statements, including income, balance sheets, cash flows, and related notes Condensed Consolidated Statements of Income This statement summarizes the company's revenues, expenses, and net income over specific periods | Metric | Three Months Ended Sep 30, 2021 (in millions) | Three Months Ended Sep 30, 2020 (in millions) | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---|:---|:---| | Net operating revenues | $3,115 | $3,126 | $9,135 | $8,670 | | Total operating costs and expenses | $2,775 | $2,841 | $8,157 | $7,980 | | Income from operations | $340 | $285 | $978 | $690 | | Interest expense, net | $216 | $257 | $666 | $779 | | Net income | $144 | $128 | $146 | $254 | | Net income attributable to Community Health Systems, Inc. stockholders | $111 | $112 | $52 | $200 | | Basic EPS | $0.87 | $0.98 | $0.41 | $1.74 | | Diluted EPS | $0.85 | $0.97 | $0.40 | $1.74 | Condensed Consolidated Statements of Comprehensive Income This statement presents net income and other comprehensive income components, reflecting total comprehensive income | Metric | Three Months Ended Sep 30, 2021 (in millions) | Three Months Ended Sep 30, 2020 (in millions) | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---|:---|:---| | Net income | $144 | $128 | $146 | $254 | | Other comprehensive income (loss) | $1 | $0 | $(1) | $4 | | Comprehensive income | $145 | $128 | $145 | $258 | | Comprehensive income attributable to Community Health Systems, Inc. stockholders | $112 | $112 | $51 | $204 | Condensed Consolidated Balance Sheets This statement provides a snapshot of the company's assets, liabilities, and stockholders' deficit at specific dates | Metric | September 30, 2021 (in millions) | December 31, 2020 (in millions) | |:---|:---|:---| | Total current assets | $4,177 | $4,510 | | Total assets | $15,670 | $16,006 | | Total current liabilities | $3,090 | $2,815 | | Long-term debt | $11,976 | $12,093 | | Total liabilities | $16,670 | $17,060 | | Total stockholders' deficit | $(1,493) | $(1,538) | Condensed Consolidated Statements of Cash Flows This statement details cash flows from operating, investing, and financing activities for the reporting periods | Metric | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---| | Net cash provided by operating activities | $400 | $2,102 | | Net cash (used in) provided by investing activities | $(313) | $9 | | Net cash used in financing activities | $(469) | $(504) | | Net change in cash and cash equivalents | $(382) | $1,607 | | Cash and cash equivalents at end of period | $1,294 | $1,823 | | Interest payments | $(572) | $(765) | | Income tax payments, net | $(3) | $(2) | Notes to Condensed Consolidated Financial Statements This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements 1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES This section outlines the basis of financial statement presentation and significant accounting policies, including COVID-19 impacts - Corporate office costs increased from $41 million to $56 million for the three months ended September 30, 2021 and 2020, respectively, and from $136 million to $168 million for the nine months ended September 30, 2021 and 2020, respectively, primarily due to increased stock compensation and annual cash incentive compensation[22] | Payor Source | Three Months Ended Sep 30, 2021 (in millions) | Three Months Ended Sep 30, 2020 (in millions) | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---|:---|:---| | Medicare | $653 | $723 | $1,988 | $2,086 | | Medicaid | $412 | $419 | $1,223 | $1,167 | | Managed Care and other third-party payors | $2,010 | $1,967 | $5,845 | $5,425 | | Self-pay | $40 | $17 | $79 | $(8) | | Total Net Operating Revenues | $3,115 | $3,126 | $9,135 | $8,670 | - Charity care services, valued at standard charges, were estimated to be $215 million and $285 million for the three months ended September 30, 2021 and 2020, respectively, and $659 million and $751 million for the nine months ended September 30, 2021 and 2020, respectively. The estimated cost incurred to provide these services was approximately $25 million and $36 million for the three months, and $77 million and $90 million for the nine months, respectively[35] - The Company recognized approximately $19 million and $102 million in pandemic relief funds during the three and nine months ended September 30, 2021, respectively, based on expenses incurred attributable to coronavirus and lost revenues compared to the 2020 budget. No pandemic relief funds were recognized during the three months ended September 30, 2020, but $448 million was recognized for the nine months ended September 30, 2020[43] - As of September 30, 2021, approximately $249 million of Medicare accelerated payments have been recouped by CMS, and an additional $18 million was repaid or assumed by buyers related to divested hospitals. The outstanding balance of $814 million as of September 30, 2021, was repaid in full to CMS in October 2021[47][130] 2. ACCOUNTING FOR STOCK-BASED COMPENSATION This section details the accounting for stock-based compensation, including award types, vesting, and financial impact | Metric | Three Months Ended Sep 30, 2021 (in millions) | Three Months Ended Sep 30, 2020 (in millions) | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---|:---|:---| | Effect on income before income taxes | $(5) | $(3) | $(18) | $(8) | | Effect on net income | $(4) | $(2) | $(14) | $(6) | - As of September 30, 2021, $29 million of unrecognized stock-based compensation expense is expected to be recognized over a weighted-average period of 25 months[50] - Restricted stock awards subject to performance objectives granted on March 1, 2018, vested at 200% of the shares originally granted based on cumulative performance for the 2018-2020 period[59] 3. ACQUISITIONS AND DIVESTITURES This section details the Company's acquisition and divestiture activities, including hospital sales and equity interest divestments - During the nine months ended September 30, 2021, the Company paid approximately $3 million to acquire operating assets of certain physician practices, clinics, and other ancillary businesses[64] | Hospital | City, State | Licensed Beds | Effective Date | |:---|:---|:---|:---| | Lea Regional Medical Center | Hobbs, NM | 84 | January 1, 2021 | | Tennova Healthcare - Tullahoma | Tullahoma, TN | 135 | January 1, 2021 | | Tennova Healthcare - Shelbyville | Shelbyville, TN | 60 | January 1, 2021 | | Northwest Mississippi Medical Center | Clarksdale, MS | 181 | February 1, 2021 | | AllianceHealth Midwest | Midwest City, OK | 255 | April 1, 2021 | - On July 30, 2021, the Company sold its 38% unconsolidated minority equity interests in Macon Healthcare, LLC for $110 million in cash, recognizing a pre-tax gain of approximately $26 million[67] 4. INCOME TAXES This section discusses the Company's income tax provisions, effective tax rates, and ongoing IRS examinations - The Company's effective tax rates were 6.5% and 13.5% for the three months ended September 30, 2021 and 2020, respectively, and 47.5% and (669.7)% for the nine months ended September 30, 2021 and 2020, respectively[71] - The difference in effective tax rates was primarily due to an increase in the valuation allowance on IRC Section 163(j) interest carryforwards and changes in tax benefits from increased deductible interest expense allowed by the CARES Act[71] - Federal income tax returns for 2014, 2015, and 2018 are under IRS examination, with no material impact anticipated[70] 5. LONG-TERM DEBT This section details the Company's long-term debt structure, including various notes and recent refinancing activities | Debt Type | September 30, 2021 (in millions) | December 31, 2020 (in millions) | |:---|:---|:---| | 6⅝% Senior Secured Notes due 2025 | $1,462 | $1,462 | | 8% Senior Secured Notes due 2026 | $2,101 | $2,101 | | 5⅝% Senior Secured Notes due 2027 | $1,900 | $1,900 | | 4¾% Senior Secured Notes due 2031 | $1,095 | $0 | | 6⅞% Junior-Priority Secured Notes due 2029 | $1,775 | $0 | | 6⅛% Junior-Priority Secured Notes due 2030 | $1,440 | $0 | | Total debt | $12,011 | $12,216 | | Total long-term debt | $11,976 | $12,093 | - The Company redeemed $95 million of 6¼% Senior Secured Notes due 2023 in January 2021 and $126 million of 6⅞% Senior Notes due 2022 in March 2021 using cash on hand[74][84] - New issuances include $1.775 billion of 6⅞% Junior-Priority Secured Notes due 2029, $1.095 billion of 4¾% Senior Secured Notes due 2031, and $1.440 billion of 6⅛% Junior-Priority Secured Notes due 2030, used to refinance existing debt[75][80][85] - As of September 30, 2021, the ABL Facility had an available borrowing base of $836 million, with $728 million in excess availability and no outstanding borrowings[89] 6. FAIR VALUE OF FINANCIAL INSTRUMENTS This section provides fair value estimates for financial instruments, primarily using market-based measurements | Financial Instrument | September 30, 2021 Carrying Amount (in millions) | September 30, 2021 Estimated Fair Value (in millions) | December 31, 2020 Carrying Amount (in millions) | December 31, 2020 Estimated Fair Value (in millions) | |:---|:---|:---|:---|:---| | Cash and cash equivalents | $1,294 | $1,294 | $1,676 | $1,676 | | Investments in equity securities | $126 | $126 | $129 | $129 | | Available-for-sale debt securities | $169 | $169 | $110 | $110 | | Trading securities | $12 | $12 | $12 | $12 | | Total debt (net of unamortized deferred debt issuance costs) | $12,011 | $12,999 | $12,216 | $13,022 | - The estimated fair value for financial instruments with a fair value that does not equal its carrying value is considered a Level 1 valuation, utilizing market approach and publicly available subscription services for indicative pricing[93] 7. FAIR VALUE (Hierarchy) This section defines the fair value hierarchy (Levels 1, 2, and 3) for financial assets and liabilities - Fair value measurements are classified into Level 1 (quoted market prices in active markets), Level 2 (observable market-based inputs or unobservable inputs corroborated by market data), and Level 3 (unobservable inputs significant to fair value)[100][101] | Financial Asset | September 30, 2021 Total (in millions) | Level 1 (in millions) | Level 2 (in millions) | Level 3 (in millions) | |:---|:---|:---|:---|:---| | Investments in equity securities | $126 | $126 | $0 | $0 | | Available-for-sale debt securities | $169 | $0 | $169 | $0 | | Trading securities | $12 | $0 | $12 | $0 | | Total assets | $307 | $126 | $181 | $0 | - There were no transfers between levels within the fair value hierarchy during the nine-month periods ended September 30, 2021 or 2020[102] 8. LEASES This section outlines the Company's lease costs and related balance sheet and cash flow information for leases | Lease Cost Component | Three Months Ended Sep 30, 2021 (in millions) | Three Months Ended Sep 30, 2020 (in millions) | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---|:---|:---| | Total operating lease cost | $75 | $85 | $231 | $248 | | Total finance lease cost | $4 | $4 | $11 | $14 | | Balance Sheet Classification | September 30, 2021 (in millions) | December 31, 2020 (in millions) | |:---|:---|:---| | Operating Lease ROU Assets | $667 | $642 | | Finance Lease ROU Assets, net | $144 | $104 | | Current finance lease liabilities | $9 | $5 | | Long-term finance lease liabilities | $112 | $74 | | Cash Flow Information | Nine Months Ended Sep 30, 2021 (in millions) | Nine Months Ended Sep 30, 2020 (in millions) | |:---|:---|:---| | Operating cash flows from operating leases | $149 | $141 | | Operating cash flows from finance leases | $5 | $6 | | Financing cash flows from finance leases | $4 | $5 | | Right-of-use assets obtained for new finance lease liabilities | $46 | $22 | | Right-of-use assets obtained for new operating lease liabilities | $118 | $119 | 9. STOCKHOLDERS' DEFICIT This section details the Company's capital structure, including authorized shares and dividend restrictions from debt covenants - As of September 30, 2021, the Company had 132,041,102 shares of common stock issued and outstanding, with a total stockholders' deficit of $(1,493) million[14][113] - The Company's ABL Facility and outstanding notes restrict subsidiaries from paying dividends and making distributions, limiting the Company's ability to pay dividends or repurchase stock. As of September 30, 2021, approximately $200 million of capacity was available for such payments[110][317] 10. EARNINGS PER SHARE This section provides components for calculating basic and diluted earnings per share for common stockholders | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | |:---|:---|:---|:---|:---| | Weighted-average number of shares outstanding — basic | 127,077,786 | 115,015,460 | 126,638,291 | 114,764,050 | | Weighted-average number of shares outstanding — diluted | 130,885,139 | 115,640,852 | 129,885,951 | 115,012,202 | - Dilutive securities, including restricted stock awards and employee stock options, increased the weighted-average number of shares outstanding for diluted EPS calculations[121] 11. CONTINGENCIES This section addresses legal, regulatory, and governmental proceedings, and the reconciliation of probable contingencies - Management does not believe that loss contingencies from pending legal, regulatory, and governmental matters will have a material adverse effect on the Company's financial position or liquidity[122] | Probable Contingencies (in millions) | |:---| | Balance as of December 31, 2020: $11 | | Expense: $1 | | Reserve for insured claim: $(1) | | Cash payments: $(1) | | Balance as of September 30, 2021: $10 | 12. SUBSEQUENT EVENTS This section details significant events after the balance sheet date, including hospital transitions and debt repayment - Effective October 1, 2021, Tyler Memorial Hospital transitioned to an outpatient campus, resulting in the Company owning or leasing 83 hospitals[128] - The Company submitted applications for Phase 4 of the Provider Relief Fund (PRF Phase 4) and American Rescue Plan Act (ARPA) Rural funds in October 2021, with no amounts received as of the Form 10-Q date[129] - The outstanding balance of Medicare accelerated payments, $814 million as of September 30, 2021, was fully repaid to CMS in October 2021[130] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on financial condition, operations, liquidity, and critical accounting policies Executive Overview This section provides an overview of the Company's operations, hospital count, and potential future divestitures - Community Health Systems, Inc. is one of the largest publicly traded hospital companies in the U.S., operating 84 hospitals (83 effective October 1, 2021) and outpatient facilities[135] - The Company continues to receive interest from potential acquirers for certain hospitals and may consider additional divestitures[136] COVID-19 Pandemic This section discusses the significant impact of the COVID-19 pandemic on operations, expenses, and financial uncertainty - The COVID-19 pandemic significantly affected operations in 2020 and continued to impact results in the nine months ended September 30, 2021, with increased cases and hospitalizations in Q3 2021[137] - The Company incurred increased expenses for labor, supply chain, and capital due to the pandemic, and observed deterioration in collectability of patient accounts receivable from uninsured patients[140][141] - The ultimate impact of the pandemic on financial results remains uncertain, depending on factors like duration, patient volumes, treatment availability, and government actions[143] Completed Divestiture and Acquisition Activity This section details the Company's completed divestiture and acquisition activities, including hospital sales and equity interests - During the nine months ended September 30, 2021, the Company divested five hospitals, generating approximately $28 million in net proceeds[144] - In 2020, the Company divested 13 hospitals, which represented approximately $1.2 billion in annual net operating revenues in 2019, and received approximately $845 million in net proceeds[145] - On July 30, 2021, the Company sold its minority equity interests in Macon Healthcare, LLC for $110 million cash, recognizing a pre-tax gain of approximately $26 million[150] Overview of Operating Results This section provides an overview of the Company's operating results, including revenues, net income, and admissions trends - Net operating revenues remained consistent at $3.1 billion for the three months ended September 30, 2021 and 2020. On a same-store basis, net operating revenues increased by $205 million (7.1%) for the three months and $1.2 billion (14.8%) for the nine months ended September 30, 2021, compared to the prior year periods[151][154][197][208] - Net income attributable to Community Health Systems, Inc. stockholders was $111 million for the three months ended September 30, 2021, compared to $112 million in the prior year, and $52 million for the nine months ended September 30, 2021, compared to $200 million in the prior year[151][155][207][219] - Consolidated inpatient admissions decreased by 5.5% for both the three and nine months ended September 30, 2021. Same-store inpatient admissions increased by 2.8% for three months and 4.3% for nine months, while same-store adjusted admissions increased by 4.7% for three months and 7.3% for nine months[153][158] Overview of Legislative Developments This section discusses legislative developments, including the ACA, COVID-19 relief, vaccine mandates, and DSH payments - The Affordable Care Act (ACA) has positively impacted net operating revenues through expanded coverage but also increased operating costs and impacted reimbursement. Its future remains uncertain due to potential legislative and regulatory changes[164][165] - Federal and state governments provided COVID-19 relief through the CARES Act, PPPHCE Act, CAA, and ARPA, authorizing over $178 billion in funding via the PHSSEF and expanding the Medicare Accelerated and Advance Payment Program[168][169] - The Company received approximately $709 million in PHSSEF and state/local payments through September 30, 2021. Medicare accelerated payments of $1.2 billion were received in April 2020, with recoupment beginning in April 2021 and full repayment in October 2021[173][176] - New vaccine mandates from OSHA and CMS could lead to personnel loss, adversely affecting operations[180] - Uncertainty exists regarding potential Medicare DSH payments due to the Azar v. Allina Health Services ruling, which could have a material positive impact if remitted[181] Sources of Revenue This section analyzes the Company's revenue sources by payor type and discusses expected shifts in payor mix | Payor Source | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | |:---|:---|:---|:---|:---| | Medicare | 21.0% | 23.1% | 21.7% | 24.1% | | Medicaid | 13.2% | 13.4% | 13.4% | 13.5% | | Managed Care and other third-party payors | 64.5% | 63.0% | 64.0% | 62.5% | | Self-pay | 1.3% | 0.5% | 0.9% | (0.1)% | | Total | 100.0% | 100.0% | 100.0% | 100.0% | - The Company expects the portion of revenues from Medicare and Medicaid to increase long-term due to population aging and ACA impact, while managed care enrollment may adversely affect operating revenue[186] - CMS published a final rule to increase the Medicare inpatient acute care services index by 2.7% starting October 1, 2021, expected to yield an average 2.5% reimbursement increase[188] Results of Operations This section analyzes the Company's operating results, including revenue, admissions, and interest expense trends | Metric (as % of net operating revenues) | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | |:---|:---|:---|:---|:---| | Income from operations | 10.9% | 9.1% | 10.7% | 8.0% | | Interest expense, net | (6.9)% | (8.2)% | (7.3)% | (9.0)% | | Net income attributable to Community Health Systems, Inc. stockholders | 3.6% | 3.6% | 0.6% | 2.3% | | Metric (YoY % change) | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | |:---|:---|:---|:---|:---| | Net operating revenues | (0.4)% | (3.7)% | 5.4% | (12.6)% | | Admissions | (5.5)% | (13.0)% | (5.5)% | (16.6)% | | Adjusted admissions | (3.4)% | (18.0)% | (2.4)% | (20.0)% | | Net income attributable to Community Health Systems, Inc. | (0.9)% | 758.8% | (74.0)% | 166.2% | - Same-store net operating revenues increased 7.1% for the three months and 14.8% for the nine months ended September 30, 2021, primarily due to increased volumes and higher acuity[197][208] - Interest expense, net, decreased by $41 million for the three months and $113 million for the nine months ended September 30, 2021, primarily due to debt refinancing activities[200][212] Liquidity and Capital Resources This section discusses the Company's liquidity, cash flows, working capital, and ability to meet financial obligations - Net cash provided by operating activities decreased by $1.7 billion to $400 million for the nine months ended September 30, 2021, primarily due to the receipt of Medicare accelerated payments and PHSSEF funds in the prior year[220] - Net cash used in investing activities was $313 million for the nine months ended September 30, 2021, a $322 million decrease from the prior year, mainly due to lower cash proceeds from dispositions and increased purchases of property and equipment[221] - Net working capital decreased by approximately $608 million to $1.1 billion at September 30, 2021, primarily due to decreased cash from debt repayments and Medicare accelerated payment repayments[233] - The Company believes internally generated cash flows, available ABL Facility capacity ($728 million excess availability at Sep 30, 2021), and capital market access will be sufficient to finance operations and debt obligations for the next 12 months[235][247] Critical Accounting Policies This section outlines the Company's critical accounting policies, including revenue recognition, goodwill, and professional liability - Revenue recognition involves significant estimates for transaction price, contractual allowances, and implicit price concessions. A 1% difference in estimated contractual reimbursement percentage would change net income by $88 million and net accounts receivable by $113 million for the nine months ended September 30, 2021[257][262] - Patient accounts receivable are recorded at net realizable value, with self-pay accounts reserved based on historical collection experience. A 1% difference in estimated collection percentage would change net income by $42 million and net accounts receivable by $54 million[265][266] - Goodwill, totaling $4.2 billion at September 30, 2021, is evaluated annually for impairment. No impairment indicators were identified as of September 30, 2021[274] - The Company accrues for professional liability claims based on specific claim facts, historical patterns, and actuarially determined projections, discounted using risk-free interest rates (1.9% at Sep 30, 2021)[278][279] - Estimates are made for income tax provisions, deferred tax assets/liabilities, and valuation allowances. Unrecognized tax benefits were less than $1 million as of September 30, 2021[289][290] Item 3. Quantitative and Qualitative Disclosures about Market Risk This section confirms no material changes in market risk disclosures from the prior year's Form 10-K - No material changes in quantitative and qualitative disclosures about market risk during the three months ended September 30, 2021[298] Item 4. Controls and Procedures This section confirms the effectiveness of disclosure controls and no material changes in internal control over financial reporting - The CEO and CFO concluded that disclosure controls and procedures were effective as of September 30, 2021[299] - No material changes in internal control over financial reporting occurred during the three months ended September 30, 2021[300] Part II. Other Information This section covers legal proceedings, risk factors, equity sales, defaults, mine safety, and other disclosures Item 1. Legal Proceedings This section details various legal, regulatory, and governmental proceedings, including shareholder and qui tam actions - The Company is responding to civil investigative demands related to call coverage services and emergency department charges in New Mexico hospitals[302] - Shareholder litigation includes a federal securities class action (Caleb Padilla v. Community Health Systems, Inc., et al.) and four purported shareholder derivative cases, all currently pending or stayed[304][305] - A qui tam complaint (U.S. ex rel Larry Bomar v. Bayfront HMA Medical Center, LLC, et al) alleges False Claims Act violations related to the Florida Low Income Pool Program, with the U.S. declining to intervene[307] - Commercial litigation includes insurance coverage disputes (Steadfast Insurance Company, et al v. Community Health Systems, Inc., et al), an alleged wrongful retaliation case (Thomas Mason, MD, Steven Folstad, MD and Mid-Atlantic Emergency Medical Associates, PA v Health Management Associates, LLC, et al), a breach of contract action (Tower Health, f/k/a Reading Health System, et al v CHS/Community Health Systems, Inc., et al), a breach of fiduciary duty case (Lancaster County Investors Company, et al v CHS/Community Health Systems, Inc.), and a complaint related to the spin-off of Quorum Health Corporation (Daniel H. Golden, as Litigation Trustee of the QHC Litigation Trust, and Wilmington Savings Fund Society, FSB, solely in its capacity as indenture trustee v Community Health Systems, Inc., et al)[308][309][310][311][313] Item 1A. Risk Factors This section states there are no material changes to the risk factors previously disclosed in the 2020 Form 10-K - No material changes to risk factors previously disclosed in the 2020 Form 10-K[314] Item 2. Unregistered Sale of Equity Securities and Use of Proceeds This section reports no common stock purchases and details limitations on dividends and share repurchases - No shares of common stock were purchased by the Company during the three months ended September 30, 2021[316] - As of September 30, 2021, the Company had approximately $200 million of capacity to pay permitted dividends and/or repurchase shares of stock or make other restricted payments, as limited by debt covenants[317] Item 3. Defaults Upon Senior Securities This section confirms that there were no defaults upon senior securities during the reporting period - No defaults upon senior securities[319] Item 4. Mine Safety Disclosures This section states that mine safety disclosures are not applicable to the Company's operations - Mine Safety Disclosures are not applicable[319] Item 5. Other Information This section confirms that there is no other information to report for the current period - No other information to report[320] Item 6. Exhibits This section lists the exhibits filed with the Form 10-Q, including certifications and XBRL financial information - Exhibits include CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and financial information in Inline XBRL format (101, 104)[322] SIGNATURES This section contains the official signatures of the Company's key executives, certifying the report's accuracy - The report is duly signed by Tim L. Hingtgen (Director and CEO), Kevin J. Hammons (President and CFO), and Jason K. Johnson (Senior Vice President and Chief Accounting Officer) on October 28, 2021[326][327]