Item 2.02. Results of Operations and Financial Condition.
On August 5, 2020 The Ensign Group, Inc. (the Company) issued a press release
reporting the financial results of the Company for its second quarter ended
June 30, 2020. A copy of the press release is attached to this Current Report as
Exhibit 99.1.
The press release includes "non-GAAP financial measures." Specifically, the
press release refers to EBITDA, Adjusted EBITDA and Adjusted EBITDAR. EBITDA,
Adjusted EBITDA and Adjusted EBITDAR are supplemental non-GAAP financial
measures. Regulation G, Conditions for Use of Non-GAAP Financial Measures, and
other provisions of the Securities Exchange Act of 1934, as amended, define and
prescribe the conditions for use of certain non-GAAP financial information.
EBITDA consists of net income before (a) interest expense, net, (b) provisions
for income taxes and (c) depreciation and amortization. Adjusted EBITDA consists
of net income before (a) interest expense, net, (b) provisions for income taxes,
(c) depreciation and amortization, (d) share-based compensation expense; (e)
results of operations not at full capacity, excluding depreciation, interest and
income taxes and (f) acquisition related costs; Adjusted EBITDAR consists of net
income before (a) interest expense, net, (b) provisions for income taxes, (c)
depreciation and amortization, (d) rent-cost of services, (e) share-based
compensation expense; (f) results of operations not at full capacity, excluding
rent, depreciation, interest and income taxes and (g) acquisition related costs.
The company believes that the presentation of EBITDA, adjusted EBITDA, adjusted
net income and adjusted earnings per share provides important supplemental
information to management and investors to evaluate the company's operating
performance. Adjusted EBITDAR is a financial valuation measure that is not
specified in GAAP. This measure is not displayed as a performance measure as it
excludes rent expense, which is a normal and recurring operating expense. The
company believes disclosure of adjusted net income, adjusted net income per
share, EBITDA, adjusted EBITDA and adjusted EBITDAR has substance because the
excluded revenues and expenses are infrequent in nature and are variable in
nature, or do not represent current revenues or cash expenditures. A material
limitation associated with the use of these measures as compared to the GAAP
measures of net income and diluted earnings per share is that they may not be
comparable with the calculation of net income and diluted earnings per share for
other companies in the company's industry. These non-GAAP financial measures
should not be relied upon to the exclusion of GAAP financial measures. For
further information regarding why the company believes that this non-GAAP
measures provide useful information to investors, the specific manner in which
management uses these measures, and some of the limitations associated with the
use of these measures, please refer to the company's periodic filings with the
Securities and Exchange Commission, including its Annual Report on Form 10-K and
Quarterly Report on Form 10-Q. The company's periodic filings are available on
the SEC's website at www.sec.gov or under the "Financial Information" link of
the Investor Relations section on Ensign's website at
http://www.ensigngroup.net.







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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.

Exhibit No.              Description

  99.1                   Press Release of the Company dated August 5, 2020
                         Cover Page Interactive Data File - the cover page XBRL tags are embedded within the
104                      Inline XBRL document.

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