Adeptus Health Inc

4/6/15 5:38 PM IRSTS R OF F R OF 2014 A A YE TT RR LL REPO REPO AA 20142014 ANNU ANNU ADEPTUS HEALTH INC. 2014 ANNUAL REPORT A YEAR OF FIRSTS We remain focused on our core mission: providing access to the highest quality medical care to the communities we serve. “In doing so, we are helping to transform the delivery of emergency care in America and, importantly, we are saving lives every day. – Thomas” S. Hall 43467cov.indd 4-6 DEAR FELLOW SHAREHOLDERS Looking back at 2014, it was truly a year of important milestones and ground breaking firsts for Adeptus Health. We became a public company and our shares began trading on the New York Stock Exchange in June. We entered new markets, opened new emergency rooms, launched a joint venture partnership and built our first hospital. Throughout these accomplishments, we remained focused on our core mission: providing access to the highest quality medical care to the communities we serve. In doing so, we are helping to transform the delivery of emergency care in America and, importantly, we are saving lives every day. In their 2014 National Report Card, The American College of Emergency Physicians (ACEP) assigned an overall grade of ‘D-’ for access to emergency care. The low grade reflectstoo few emergency departments to meet the needs of a growing and aging population. Today, there are less than 500 freestanding emergency rooms in the U.S., most of which are hospital affiliated. Both through independent facilities located within neighborhoods and partnering with healthcare systems, Adeptus Health has a significant opportunity to be part of the solution to the nation’s problem with access to emergency care. First Choice Emergency Room freestanding facilities 60 50 40 30 20 10 0 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 In 2014, we focused on expansion and growth, and I’m happy to report that we saw strong results. Net revenue was $210.7 million, up 104.8 percent from the prior year. Patient volume increased 89.6 percent to 146,058 total visits for the full year. We added 29 new emergency rooms, which more than doubled our number of freestanding facilities to 55 facilities at year end. We also built our first hospital, Dignity Health Arizona General Hospital in Phoenix, marking expansion into our third state. I’m also pleased to share that we received CMS certification for Dignity Health Arizona General Hospital on January 30, 2015. Our joint venture with Continued on next page » 43467nar.indd 1 4/6/15 5:34 PM Dignity Health shows our ability to execute on creative solutions to enter new markets. The new hospital is being well received in Phoenix and early patient volumes have exceeded our expectations. Dignity Health is an industry leader, and our partnership with them demonstrates that we can successfully expand our model into new markets and enhance the continuum of care. It’s critical to note that as we expanded significantly, we have maintained the highest quality patient care. Patients rated our care among the top one percent nationally and for the second year in a row First Choice Emergency Room received Press Ganey’s top recognition, The Guardian of Excellence Award. You can be assured that our commitment to the highest quality patient care will remain as we continue to build our presence across the U.S. Our success in 2014 would not have been possible without the strength and talent of our employees. I am very proud of all our team members and I want to thank each of them for their commitment to providing the highest quality care. We certainly value our team, and we’re glad to say that they again voted Adeptus Health among the best companies to work for, according to Texas Best Companies. In the year ahead, Adeptus Health will continue to dream big … and we’re already seeing our visionary plans come to life. This year, we expect to open 24 freestanding ERs and a second hospital, now under construction in Dallas. We continue to talk with healthcare systems in many different cities and states on how we might help bring better access to emergency care to their markets. You can expect to hear much more from us on this in the future. We have good visibility to our growth over the next couple years and are excited about our future. I am proud of the milestones we have already achieved and look forward to achieving many more. As we continue to successfully execute on our robust growth plan, I am confident in our ability to sustain our growth momentum and take advantage of the opportunities ahead. Our strategic approach is the underlying critical component to our success. This approach, which combines an innovative and scalable emergency care delivery model and synergistic partnerships with leading healthcare systems, is enabling us to provide the highest quality care and expand access to more communities while building long-term value for our shareholders. Thomas S. Hall Chairman of the Board and Chief Executive Officer 43467nar.indd 2 4/6/15 5:34 PM UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) _ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 Or TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36520 ADEPTUS HEALTH INC. (Exact name of registrant as specified in its charter) Delaware 46-5037387 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2941 Lake Vista Drive Lewisville, TX 75067 (Address of principal executive offices) (Zip Code) (972) 899-6666 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: (Title of Class) (Name of each exchange which registered) Class A Common Stock, $0.01 par value per share New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No _ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Act. Yes No _ Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes _ No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes _ No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. _ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer _ (Do not check if a smaller reporting company) Smaller reporting company Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes No _ As of June 30, 2014, the aggregate market value of Class A common stock held by non-affiliates was approximately $143.0 million based upon a total of 5,635,000 shares of Class A common stock held by non-affiliates and a closing price of $25.37 per share for the Class A as reported on the New York Stock Exchange on such date. As of February 15, 2015, 9,861,930 shares of Class A common stock, par value $0.01 per share, and 10,741,839 shares of Class B common stock, par value $0.01 per share, were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Items 10, 11, 12, 13 and 14 of Part III of this Annual Report on Form 10-K incorporate information by reference from the registrant’s definitive proxy statement relating to its 2015 annual meeting of stockholders to be filed with the Securities and Exchange Commission within 120 days after the close of the registrant’s fiscal year. ADEPTUS HEALTH INC. and SUBSIDIARIES FORM 10-K INDEX Page Part I Item 1. Business 4 Item 1A Risk Factors 26 Item 1B. Unresolved Staff Comments 51 Item 2. Pro erties 51 Item 3. Le al Proceedin s 51 Item 4. Mine Safet Disclosures 51 Part II Item 5. Market for Re , Related Stockholder Matters and Issuer Purchases 51 of E uit securities Item 6. Selected Financial Data 54 Item 7. Mana ement’s Discussion and Anal sis of Financial Condition and Results of O erations 56 Item 7A.

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