Business Context and Reporting Period
Company: U.S. Physical Therapy, Inc. (USPH)
Reporting Date: April 14, 2026
Business Description: National operator of outpatient physical therapy clinics and provider of industrial injury prevention services.
Filing Type: Form 8-K (Current Report)
Key Financial Metrics and Debt Structure
This filing details the entry into a new credit facility rather than reporting operational financial results (revenue, profit, or cash flow). Key debt metrics include:
- Total Credit Facility: $450 million aggregate principal amount.
- Revolving Facility: $275 million (5-year term) with $25 million sublimits for letters of credit and swingline loans.
- Term Facility: $175 million with quarterly amortization (0.625% in years 1-2, 1.25% in years 3-4, 1.875% in year 5).
- Maturity Date: April 14, 2031.
- Interest Rates: Term SOFR + 1.25% to 2.25% or Alternate Base Rate + 0.250% to 1.25%, based on leverage ratio.
- Unused Fee: 0.225% to 0.35% per annum on the Revolving Facility.
- Financial Covenants: Includes a consolidated fixed charge coverage ratio and a consolidated leverage ratio.
Material Changes Versus Prior Period
The Company entered into a Fourth Amended and Restated Credit Agreement to refinance indebtedness outstanding under the Third Amended and Restated Credit Agreement. This represents a restructuring of the Company's senior debt obligations.
Guidance, Outlook, and Management Commentary
- Use of Proceeds: Revolving Facility proceeds will fund working capital, general corporate purposes, future acquisitions, and growth opportunities. Term Facility proceeds will refinance existing debt, pay transaction fees, and fund working capital.
- Expansion Capacity: The Company may increase the Revolving Facility and/or add term loan tranches up to $125 million plus an unlimited additional amount, provided the pro forma Consolidated Leverage Ratio does not exceed 2.5:1.0.
- Collateral: Obligations are secured by a first priority security interest in substantially all existing and future personal property of the Company and its material domestic subsidiaries.
- Prepayment: Loans may be prepaid or repaid at any time without premium or penalty.
Investor Verification Checklist
- Verify the specific Consolidated Leverage Ratio and Fixed Charge Coverage Ratio thresholds defined in the full Credit Agreement (Exhibit 10.1).
- Confirm the exact amount of indebtedness refinanced from the Third Amended and Restated Credit Agreement.
- Review the "unlimited additional amount" expansion clause to understand the specific conditions and lender consent requirements.
- Assess the impact of the new interest rate margins on future interest expense compared to the prior facility.