Four years after netting $26 million, the S&B Surgery Center in Beverly Hills, Calif., declared bankruptcy. The stunning fall can be blamed on issues that have grounded other high-flying centers: excessive spending, deadweight docs and questionable investment decisions. Today, S&B Surgery Center has a new name, a new equity distribution, a growing revenue stream and renewed hope for a return to past successes. But to truly appreciate and maintain their current turnaround, the center's physician-investors must always remember and learn from what went so very wrong.
Down and out in Beverly Hills
After opening its doors in 1998, S&B Surgery Center was run by the Salus Surgical Group, a now-defunct management firm headed by Randy Rosen, MD, the anesthesiologist that founded S&B. The 5-room multi-specialty center was largely successful, building its caseload to more than 15,000 annual procedures. Physician-investors flocked to the facility, swelling its roster to 42 of the top docs in Beverly Hills, who cared for movie stars and all-star athletes.
According to bankruptcy court documents, annual net revenues soared to more than $26 million in 2004. "Why were we so successful? It was a combination of good docs performing revenue-producing cases," recalls John Sherman, MD, a gastroenterologist who invested in the center in 2000. "Like anything else, a quality product attracts people to it."
On the surface and on the ledger sheet, things were going well. So well, in fact, that the Salus Surgical Group decided to buy Century City Doctors Hospital in Los Angeles when Tenet Healthcare Corporation put the facility up for sale in 2004.
It was a bold move — too bold, in hindsight, says Dr. Sherman — that marked the beginning of the end for S&B's first life. Century City cannibalized patients and revenue away from S&B; the approximately 15,000 procedures performed at the surgery center in 2003 dropped to nearly half a year later. By 2008, S&B hosted only 5,306 procedures, a 65% drop from the 2003 high-water mark. Revenue fell, too, dropping to just under $15 million in 2008, a 65% dip from 2003, according to court records.
S&B's business model also started to crack under the burden of deadweight docs. Thirty-five percent of the center's equity was tied up in physician-investors who didn't bring cases to the center; Dr. Rosen, an anesthesiologist, held another 25%. That 60% equity block spurred an exodus of volume-producing surgeons and discouraged new investors from signing on, court documents show.
Century City, a hospital that boasted private rooms with hardwood floors and flat-screen televisions, state-of-the-art equipment and a Wolfgang Puck-inspired menu, couldn't support its lavish ways. In 2008, it filed for protection under Chapter 7 bankruptcy, shut its doors and took S&B down with it — the center's net worth was leveraged for around $30 million in loan agreements for the hospital, according to court records. When Century City folded, the creditors came calling, demanding that the profitable center pony up for the hospital's financial obligations.
Debt wiped clean
The first, albeit small, step toward a turnaround actually began when Century City folded and S&B's board of directors ousted the Salus Surgical Group, replacing the management company with the Sparta, N.J.-based Ambulatory Surgical Group, a turnaround specialist that helped lead the long journey back.
"We're doctors, not businessmen, and spend most of our time doing what we do best," explains Dr. Sherman, in reference to the benefit of working with a corporate partner that focuses on saving troubled facilities. "We were told we had a good product that needed to be updated, organized and better run. No one here had the time or the inclination to do that."
After months of negotiating with creditors (who refused to strike a pre-bankruptcy deal), countless closed-door meetings with their new management firm and a stark dose of reality from the center's accountant, the physician-owners realized the financial burden thrust upon the center by Century City's closure was too much to dig out from. In April 2009, they filed for bankruptcy protection under Chapter 11.
"No one wants to file for bankruptcy, but it wasn't that hard of a decision when we dug into the finances of S&B and understood the full extent of our obligations," says Dr. Sherman. He and his partners had 2 options: file for bankruptcy protection under Chapter 7 and close the center's doors forever, or file for Chapter 11 and work to revive a center that still had a pulse and a prayer. Dr. Sherman remembers thinking at the time, "If we could eradicate some of the significant debt we owed, we felt we could continue to function as an excellent surgery center."
The U.S. Bankruptcy Court for the Central District of California confirmed S&B's reorganization plan on Dec. 1, 2009, according to S&B's attorney Sam Maizel, a bankruptcy lawyer in the Los Angeles office of the Pachulski Stang Ziehl & Jones law firm. Under the terms of the reorganization, the surgery center's physician-investors paid S&B's creditors $1.5 million. The selling of S&B stock raised another $1.5 million toward its debt reconciliation; $500,000 more was generated from S&B's pre-bankruptcy accounts receivables, according to the law firm. The bankruptcy protection cleared $36 million in debt obligations from the center's ledger — the creditors received 6 cents on the dollar for the money they were owed — and wiped away the surgery center's former equity distribution, which let it resyndicate without having to buy out the old guard.
Hollywood ending
Now known as Spalding Surgical Center, the facility is today back on sound financial footing, hosting 500 cases a month and securing net collections 20% higher than they were a year ago, before filing for bankruptcy protection. Of the 26 current physician-investors, about half are newly active. "We've gone through some peaks and valleys, felt elated and disappointed," says Dr. Sherman. "At this point we're upbeat from having emerged from the reorganization and have a positive feeling moving forward."
5 Key Tips from CEO?Who Battled Back from Brink of Financial Ruin |
Whether your center is already in need of financial rescue or you want to recognize warning signs long before disaster strikes, learn from the experiences of gastroenterologist John Sherman, MD, who stayed the course as his facility, the Spalding Surgical Center in Beverly Hills, Calif., was brought back from the brink of financial ruin. Here's what the center's CEO has to say about avoiding the same mistakes that almost sunk his facility. 1. Shed deadweight docs. Physician-owners who don't pull their weight can frustrate contributing physician-investors and lock up valuable equity that could otherwise be sold to eager, revenue-generating partners. Deal with deadweight docs by reserving the right to terminate their partnerships without cause. Include such a mechanism in your operating agreement; the clause should stipulate that any physician-investor's membership can be terminated without cause by a majority vote of your center's governing board, for a price. Typically, that buyout is equal to the value of a physician's first-year capital investment. Also consider bringing in a potential investor for a 3- or 4-month trial run before selling him an equity share in your center. That way you'll see if his case volume claims are accurate and he'll be able to get a feel for how your facility operates before committing to an investment. 2. Attract new blood. In addition to trimming away deadweight docs, stay afloat by constantly searching for volume-producing surgeons who are eager to invest in your facility. After the Spalding (nee S&B) Surgical Center declared bankruptcy, some of the old physician-investors started to return, swayed by the promise of a new, sustainable business model. To be sure, the opportunity to work with some of Beverly Hills' big-name physicians didn't hurt Spalding's recruitment efforts. Hollywood's top surgeons may not operate at your facility, but talented docs can be found in every market. Ask around. A community's inner circle of healthcare professionals knows who they'd want to perform surgery on their family members. Target those docs if they're available; wooing even one big-name surgeon during your rebuilding efforts will help attract other physicians. To help your recruitment cause, consider adding a procedure, specialty or piece of equipment that differentiates your facility from others in the community. When you're rehabbing a fallen center, push the positives. Emphasize that past mistakes have made your business model stronger — you've shed the people or practices that contributed to the downturn and you're moving forward with talented, focused business and clinical teams that are hungry for success. 3. Track cash outlays. Cash reports are free of accrued figures, providing a stripped-down, no-nonsense comparison of monthly revenues and expenditures. Working off of cash statements ensures you won't be fooled by how much or how little you have at your disposal. Analyzing monthly cash outlays is especially valuable for underperforming or recovering facilities. If you're hemorrhaging money and need to increase revenues and reduce expenses, there's no better way to improve your financial performance than by gauging how well you're operating at 1-month intervals. String together several months of operating in the black and you're on the road to financial success. Cash reports let you see what percentages of revenues are spent on your 3 biggest expenses: full-time staff salaries, occupancy costs (rent or mortgage) and supplies. Tracking those percentages over a series of months alerts you to increasing or decreasing trends that you may need to address to stave off financial troubles. For example, the expenditures on full-time equivalents in a large multi-specialty center should be about 22% of monthly revenues. Smaller, lesser volume centers typically spend 28% of their revenues on FTEs. 4. Go in-network. Constantly review your third-party payor contacts, letting insurers know you'll negotiate in-network deals with anyone willing to give you a fair price. The days of securing higher fees by going out-of-network might be coming to an end. In California, for example, 3 payors have capped patients' out-of-network benefits at $380 per episode; others have set their limits at $2,000 per year. You should be able to negotiate better rates in-network, which is also a more convenient payment method for your patients and staff. 5. Be transparent. Whether you work with a corporate partner or run things on your own, make sure the lines of communication between your governing board and physician-investors remain wide open. Calculate how many cases your docs need to bring to the center each month for it to remain financially viable and send your surgeons weekly updates of their progress. Keeping your physicians up to speed will keep them focused on pulling their weight and maintaining the required surgical volume. At the end of each month, recap the month's happenings in e-mail reports sent to each physician-investor. Keep the updates short and to the point. Note the good — you negotiated a new contract with the Blues — and, just as importantly, the bad — your recent accreditation survey didn't go as well as planned. Be sure to include each investor's address in the mass e-mail so the physicians can respond to the report and discuss concerns as a group with a simple mouse click. From complaints to compliments, your investors should see it all. — Daniel Cook |