Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 05, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Entity Registrant Name | NAVIGANT CONSULTING INC | |
Entity Central Index Key | 1,019,737 | |
Current Fiscal Year End Date | --12-31 | |
Trading Symbol | nci | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 | |
Entity Common Stock, Shares Outstanding | 42,589,165 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 277,425 | $ 8,449 |
Accounts receivable, net and contract assets | 176,326 | 165,838 |
Prepaid expenses and other current assets | 30,902 | 21,006 |
Assets held for sale | 361,030 | |
Total current assets | 484,653 | 556,323 |
Non-current assets: | ||
Property and equipment, net | 67,257 | 71,432 |
Intangible assets, net | 15,605 | 20,172 |
Goodwill | 421,793 | 422,959 |
Other assets | 8,990 | 9,378 |
Total assets | 998,298 | 1,080,264 |
Current liabilities: | ||
Accounts payable | 8,958 | 8,404 |
Accrued liabilities | 19,459 | 9,734 |
Accrued compensation-related costs | 63,750 | 58,515 |
Income tax payable | 39,432 | 3,199 |
Other current liabilities | 41,113 | 30,550 |
Liabilities held for sale | 86,384 | |
Total current liabilities | 172,712 | 196,786 |
Non-current liabilities: | ||
Deferred income tax liabilities | 35,215 | 36,598 |
Other non-current liabilities | 26,063 | 26,602 |
Bank debt non-current | 0 | 132,944 |
Total non-current liabilities | 61,278 | 196,144 |
Total liabilities | 233,990 | 392,930 |
Stockholders' equity: | ||
Common stock | 59 | 58 |
Additional paid-in capital | 662,647 | 659,825 |
Treasury stock | (279,816) | (224,366) |
Retained earnings | 383,648 | 270,995 |
Accumulated other comprehensive loss | (5,900) | (19,178) |
Total Navigant Consulting, Inc. stockholders' equity | 760,638 | 687,334 |
Non-controlling interest | 3,670 | |
Total stockholders' equity | 764,308 | 687,334 |
Total liabilities and stockholders' equity | $ 998,298 | $ 1,080,264 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Income Statement [Abstract] | |||||
Revenues before reimbursements | $ 171,386 | $ 164,523 | $ 498,055 | $ 480,307 | |
Reimbursements | 16,232 | 20,989 | 52,344 | 56,726 | |
Total revenues | 187,618 | 185,512 | 550,399 | 537,033 | |
Cost of services before reimbursable expenses | 121,945 | 111,197 | 352,002 | 334,414 | |
Reimbursable expenses | 16,232 | 20,989 | 52,344 | 56,726 | |
Total cost of services | 138,177 | 132,186 | 404,346 | 391,140 | |
General and administrative expenses | 32,073 | 35,326 | 104,064 | 106,361 | |
Depreciation expense | 5,026 | 4,777 | 14,966 | 15,592 | |
Amortization expense | 1,568 | 2,102 | 4,985 | 6,418 | |
Other operating costs: | |||||
Contingent acquisition liability adjustments, net | 1,014 | 2,213 | |||
Gain on termination of swaps and other financing costs | (448) | (448) | |||
Other costs | 247 | 3,525 | 107 | ||
Operating income | 10,975 | 10,107 | 18,961 | 15,202 | |
Interest expense | 669 | 833 | 2,408 | 2,264 | |
Interest income | (697) | (100) | (893) | (211) | |
Other expense, net | 390 | 103 | 568 | 485 | |
Income from continuing operations before income tax expense | 10,613 | 9,271 | 16,878 | 12,664 | |
Income tax expense | 3,785 | 3,430 | 5,519 | 3,673 | |
Net income from continuing operations | 6,828 | 5,841 | 11,359 | 8,991 | |
Income from discontinued operations, net of tax | 67,287 | 6,098 | 103,435 | 22,841 | |
Less: Income attributable to non-controlling interest, net of tax | (70) | (70) | |||
Net income | $ 74,045 | $ 11,939 | $ 114,724 | $ 31,832 | |
Basic net income per share | |||||
Net income from continuing operations | $ 0.15 | $ 0.13 | $ 0.25 | $ 0.19 | |
Income from discontinued operations, net of tax | 1.51 | 0.13 | 2.30 | 0.49 | |
Net income | $ 1.66 | $ 0.26 | $ 2.55 | $ 0.68 | |
Shares used in computing basic per share data | 44,645 | 46,619 | 44,957 | 46,888 | |
Diluted net income per share | |||||
Net income from continuing operations | $ 0.15 | $ 0.12 | $ 0.24 | $ 0.19 | |
Income from discontinued operations, net of tax | 1.46 | 0.13 | 2.23 | 0.47 | |
Net income | [1] | $ 1.61 | $ 0.25 | $ 2.47 | $ 0.66 |
Shares used in computing diluted per share data | 45,932 | 48,017 | 46,438 | 48,561 | |
Net income | $ 74,045 | $ 11,939 | $ 114,724 | $ 31,832 | |
Other comprehensive (loss) income, net of tax | |||||
Net income attributable to non-controlling interest | 70 | 70 | |||
Unrealized net (loss) gain, foreign currency translation | (1,232) | 1,865 | (3,269) | 5,409 | |
Reclassification adjustment on interest rate derivatives included in interest expense and income tax expense | (194) | 36 | (226) | 50 | |
Other comprehensive gain, net of tax | 15,055 | 1,883 | 13,348 | 5,437 | |
Total comprehensive income, net of tax | 89,100 | 13,822 | 128,072 | 37,269 | |
Realized net loss on disposition, foreign currency translation | 16,677 | 16,677 | |||
Unrealized net loss (gain) on interest rate derivatives | 186 | $ (18) | 548 | $ (22) | |
Realized net gain on termination of derivatives | $ (452) | $ (452) | |||
[1] | Earnings per share may not foot due to rounding. See accompanying notes to the unaudited consolidated financial statements. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - 9 months ended Sep. 30, 2018 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Non-Controlling Interest [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2017 | $ 687,334 | $ 58 | $ (224,366) | $ 659,825 | $ (19,178) | $ 270,995 | |
Balance, shares at Dec. 31, 2017 | 58,047 | (12,661) | |||||
Cumulative-effect adjustment resulting from the adoption of ASU 2014-09 (Note 2) | 151 | 151 | |||||
Comprehensive income | 128,072 | 13,278 | $ 70 | 114,724 | |||
Dividends paid | (2,222) | (2,222) | |||||
Non-controlling interest initial investment | 3,600 | 3,600 | |||||
Issuances of common stock | 3,110 | 3,110 | |||||
Issuances of common stock, shares | 210 | ||||||
Vesting of restricted stock and restricted stock units, net of forfeitures and tax withholdings | (5,407) | $ 1 | (5,408) | ||||
Vesting of restricted stock and restricted stock units, net of forfeitures and tax withholdings, shares | 595 | ||||||
Share-based compensation expense | 5,120 | 5,120 | |||||
Repurchases of common stock | (55,450) | $ (55,450) | |||||
Repurchases of common stock, shares | (2,451) | ||||||
Balance at Sep. 30, 2018 | $ 764,308 | $ 59 | $ (279,816) | $ 662,647 | $ (5,900) | $ 3,670 | $ 383,648 |
Balance, shares at Sep. 30, 2018 | 58,852 | (15,112) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 114,724 | $ 31,832 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation expense | 18,741 | 22,041 |
Amortization expense | 5,197 | 6,713 |
Share-based compensation expense | 5,120 | 10,414 |
Deferred income taxes | (26,351) | 7,054 |
Allowance for doubtful accounts receivable | 7,585 | 6,344 |
Payments of contingent acquisition liabilities in excess of initial fair value | (1,186) | (1,700) |
Contingent acquisition liability adjustments, net | 2,213 | |
Gain on disposition | (87,171) | |
Other, net | 1,812 | 1,827 |
Changes in assets and liabilities (net of dispositions): | ||
Accounts receivable, net and contract assets | (29,195) | (39,933) |
Prepaid expenses and other assets | 10,095 | (1,035) |
Accounts payable | (2,920) | 906 |
Accrued liabilities | 6,500 | 1,069 |
Accrued compensation-related costs | (3,889) | (17,943) |
Income taxes payable | 35,745 | (33) |
Other liabilities | (11,418) | 2,050 |
Net cash provided by operating activities | 43,389 | 31,819 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (11,290) | (30,729) |
Proceeds from dispositions, net of selling costs and cash | 426,079 | |
Other, net | (691) | |
Net cash provided by (used in) investing activities | 414,789 | (31,420) |
Cash flows from financing activities: | ||
Issuances of common stock | 3,110 | 3,211 |
Repurchases of common stock | (55,450) | (28,012) |
Dividend payments | (2,222) | |
Payments of contingent acquisition liabilities | (1,170) | (8,630) |
Repayments to banks | (453,064) | (349,164) |
Borrowings from banks | 321,231 | 388,458 |
Payments of debt issuance costs | (1,292) | |
Contributions from non-controlling interest | 3,600 | |
Other, net | (4,694) | (4,887) |
Net cash used in financing activities | (188,659) | (316) |
Effect of exchange rate changes on cash and cash equivalents | (543) | 631 |
Net increase in cash and cash equivalents | 268,976 | 714 |
Cash and cash equivalents at beginning of the period | 8,449 | 8,291 |
Cash and cash equivalents at end of the period | 277,425 | 9,005 |
Supplemental Consolidated Cash Flow Information | ||
Interest paid | 3,777 | 2,987 |
Income taxes paid, net of refunds | $ (26,720) | $ 11,876 |
Description Of Business And Bas
Description Of Business And Basis Of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description Of Business And Basis Of Presentation | 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Navigant Consulting, Inc. (“Navigant,” “we,” “us,” or “our”) (NYSE: NCI) is a specialized, global professional services firm that helps clients take control of their future. Navigant’s professionals apply deep industry knowledge, substantive technical expertise, and an enterprising approach to help clients build, manage, and/or protect their business interests. With a focus on markets and clients facing transformational change and significant regulatory or legal pressures, Navigant primarily serves clients in the healthcare, energy, and financial services industries. Across a range of advisory, consulting, outsourcing, and technology/analytics services, we believe our practitioners bring sharp insight that pinpoints opportunities and delivers powerful results. The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). The information contained herein includes all adjustments, consisting of normal and recurring adjustments except where indicated, which are, in the opinion of management, necessary for a fair presentation of the results of operations for the interim periods presented. The results of operations for the nine months ended September 30, 2018 are not necessarily indicative of the results to be expected for the entire year ending December 31, 2018. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes as of and for the year ended December 31, 2017 included in our Annual Report on Form 10-K filed with the SEC on February 23, 2018 (“2017 Form 10-K”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited consolidated financial statements and the related notes. Actual results could differ from those estimates and may affect future results of operations and cash flows. We have evaluated events and transactions occurring after the balance sheet date and prior to the date of the filing of this report. On August 24, 2018, we completed the previously announced sale of our former Disputes, Forensics and Legal Technology segment and the transaction advisory services practice within our Financial Services Advisory and Compliance segment (collectively, “SaleCo”) to Ankura Consulting Group, LLC (“Ankura”). The sale represented a strategic shift in our services and as such the results from operations of SaleCo have been classified as “discontinued operations” for all periods presented. All other operations are considered “continuing operations” and were presented in our three remaining segments. In addition, the assets and liabilities of SaleCo prior to the sale have been classified as assets held for sale and liabilities held for sale (see Note 3 – Dispositions and Discontinued Operations). During the three months ended September 30, 2018, we commenced operation of our joint venture Health Systems Solutions (“HSS”), with Baptist Health South Florida. We have a 60% financial and controlling interest in HSS and as such we fully consolidate its operations. As a result, as of September 30, 2018 there is $3.7 million of non-controlling interest. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | 2. RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements On January 1, 2018, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers Topic 606. For updates to our revenue recognition policy see Note 4 – Revenue Recognition. Other than Topic 606, there have been no material changes to our significant accounting policies and estimates from the information provided in Part II, Item 8, “Financial Statements and Supplementary Data” in our 2017 Form 10-K. On January 1, 2018, we adopted ASU 2016-15, Statement of Cash Flow (Topic 230). This update is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The update provides new guidance regarding the classification of debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies including bank-owned life insurance policies, distributions received from equity method investments, beneficial interests in securitized transactions, and separately identifiable cash flows and application of the predominance principle. We determined that the manner in which we classify our contingent acquisition liability payments in the consolidated statement of cash flows will change. Based on our evaluation, adoption of this standard requires a reclassification of a portion of the payments previously reported as financing activities for comparative periods in the statement of cash flows within our consolidated financial statements issued for periods beginning on or after January 1, 2018. Under this guidance, portions of these payments have been reclassified from financing activities to operating activities. We applied this change retrospectively, and it did not have a material impact on our consolidated financial statements. On January 1, 2018, we adopted ASU 2017-01, Business Combinations: Clarifying the Definition of a Business (Topic 805), which provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. We applied this change prospectively, and it did not have a material impact on our consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update amends the requirements for assets and liabilities recognized for all leases longer than twelve months. Lessees will be required to recognize a lease liability measured on a discounted basis, which is the lessee’s obligation to make lease payments arising from the lease, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. This standard will be effective for financial statements issued by public companies for the annual and interim periods beginning after December 15, 2018. The standard, as amended, will require a modified retrospective approach either for leases existing at or entered into after the beginning of the earliest comparative period presented (comparative method), or for all leases existing as of the effective date of adoption (effective date method). We expect to apply the effective date method and are currently evaluating the potential impact of our adoption of this guidance on our consolidated financial statements. Due to the number of office leases we are party to, the related obligation and right-of-use asset is expected to be material to our consolidated balance sheets. |
Dispositions and Discontinued O
Dispositions and Discontinued Operations | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Dispositions and Discontinued Operations | 3. On August 24, 2018, we completed the disposition of SaleCo to Ankura for total proceeds of $462.8 million net of working capital adjustments. The operations of SaleCo have been presented in accordance with ASC Topic 205 “Discontinued Operations” for all periods presented. All other operations are considered “continuing operations” and have been presented in three segments. See Note 5 – Segment Information. During the nine months ended September 30, 2018, the assets and liabilities of SaleCo were reclassified as assets held for sale and liabilities relating to assets held for sale in the unaudited consolidated balance sheets as of December 31, 2017. The gain on sale was calculated as follows (in thousands): September 30, 2018 Proceeds from disposition, net of cash $ 462,810 Current assets 121,301 Non-current assets 236,804 Current liabilities (34,139 ) Non-current liabilities (4,573 ) Net assets and liabilities related to SaleCo 319,393 Transaction costs 38,497 Foreign currency translation 17,749 Gain on disposition $ 87,171 In addition to the purchase agreement, for SaleCo, we entered into a Transition Services Agreement pursuant to which we provide Ankura with certain services to enable Ankura to operate SaleCo (the “TSA Services”). The TSA Services include information technology, finance and accounting, human resources and other corporate support services. The TSA Services will be provided at a cost to Ankura for a period of up to 6 months after the closing date for most services, although some services such as office location related services may extend beyond that date. Income related to the TSA Services has been recorded in general and administrative expenses. The amounts attributable to each category of discontinued operations were as follows (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Revenues before reimbursements $ 45,334 $ 72,982 $ 214,936 $ 228,647 Total revenues $ 47,875 $ 76,765 $ 225,340 $ 239,927 Cost of services including reimbursable expenses $ 32,262 $ 54,184 $ 150,917 $ 172,237 General and administrative expenses $ 4,997 $ 8,854 $ 21,050 $ 21,030 Amortization and depreciation expense $ 102 $ 2,039 $ 3,986 $ 6,746 Interest expense $ 400 $ 534 $ 1,488 $ 1,453 Gain on disposition $ 87,171 $ - $ 87,171 $ - Income from discontinued operations before income tax expense $ 97,284 $ 9,558 $ 135,012 $ 36,866 Income tax expense from discontinued operations $ 29,997 $ 3,460 $ 31,577 $ 14,025 Income from discontinued operations, net of tax $ 67,287 $ 6,098 $ 103,435 $ 22,841 Current year results from operations are for the period through August 24, 2018 (the date of the sale of SaleCo) while the prior year includes results for the full period presented. During the three months ended September 30, 2018, in conjunction with the SaleCo transaction, we recognized $27.0 million of income tax expense. In addition, we recognized a benefit of $7.9 during the three months ended June 30, 2018 related to the recognition of goodwill on a tax basis on a portion of the assets that were moved to assets held for sale and subsequently sold. We have allocated interest expense to discontinued operations based on the ratio of net assets of discontinued operations to the sum of total net assets plus consolidated debt. December 31, 2017 Current assets held for sale Accounts receivable, net and contract assets $ 102,003 Prepaid expenses and other current assets 11,915 Property and equipment, net 17,737 Intangible assets, net 881 Goodwill 214,328 Other assets 14,166 Total assets held for sale $ 361,030 Current liabilities held for sale Accounts payable $ 3,994 Accrued liabilities 4,160 Accrued compensation-related costs 38,258 Income taxes payable 1,521 Other current liabilities 8,346 Other non-current liabilities 5,572 Long-term deferred tax liability 24,533 Total liabilities held for sale $ 86,384 Capital expenditures for the three and nine months ended September 30, 2018 totaled $0.2 million and $0.4 million, respectively. During the three and nine months ended September 30, 2017, capital expenditures totaled $0.8 million and $9.1 million, respectively. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 4 . REVENUE RECOGNITION Recently Adopted Accounting Pronouncements On January 1, 2018, we adopted Topic 606 and all the related amendments (“the new revenue standard”) for all contracts with customers not completed as of the adoption date using the cumulative catch-up transition (modified retrospective) method. Results as of January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting. As a result of the adoption, we recorded a net increase to opening retained earnings of $0.2 million, net of tax, with the impact primarily relating to certain contracts that include event-based variable consideration. Previously, we recognized event-based variable fees when contractual milestones or obligations were met, however, Topic 606 requires us to estimate and recognize the revenue from certain event-based variable fees over the period of performance to the extent that it is probable that a significant reversal will not occur. Effect of the Adoption of Topic 606 For the three and nine months ended September 30, 2018, we recorded $0.7 million and $3.8 million, respectively, in additional revenue related to estimated variable consideration, which would not have been recognized under the prior revenue recognition guidance and have been included in accounts receivable, net and contract assets. Prior year results are presented in accordance with historical accounting. See our 2017 Form 10-K for our historical accounting policy. Significant Accounting Policy We recognize revenues when we transfer control of promised goods or services to our customers in an amount that reflects the consideration to which we expect to be entitled to in exchange for those goods and services. The majority of our revenues are generated from providing professional services under the following types of arrangements: time and material, fixed-fee, units of production and event or performance-based. For our time and material arrangements, the amounts charged correspond directly to the value our clients receive. These arrangements qualify for the right to invoice practical expedient which allows revenue to be recognized based on the number of hours worked by our Client-Service FTE (as defined below) at the contracted bill rates. In some cases, our time and material engagements are subject to a maximum fee amount not to be exceeded, in which case we periodically evaluate the progress of work performed to ensure that the maximum amount billable to the client is not expected to be exceeded. Similarly, our units of production arrangements where the fee is unit/output priced at a per unit value qualifies for the right to invoice practical expedient. As such, revenue for units of production is recognized based on measures such as the number of items processed at agreed-upon rates. When such fees do not qualify for the right to invoice practical expedient or are not attributable to the services delivered in a specific time period, the fees are estimated and recognized over the term of the arrangement. With our fixed-fee arrangements, we are contracted to complete a pre-determined set of professional services for a pre-determined fee (transaction price). However, the fee and engagement scope can be adjusted based on a mutual agreement between us and the client. In many cases, the recording of fixed revenue amounts requires us to make an estimate of the total amount of work to be performed, and revenues are then recognized as efforts are expended based on hours worked unless another recognition method such as output or straight-line is more representative of value transferred to the client. We also have certain arrangements in which the fees are dependent on the completion of contractually defined outcomes. In many cases, this fee is earned in addition to an hourly or fixed-fee. These fees are rewarded when certain contractual milestones or outcomes are met. Contractually defined outcomes may be event-based or performance-based (for example based on obtaining a key performance indicator). For certain of these arrangements, the variable consideration is estimated at the expected value and subject to constraint based on risks specific to the contract. The estimate is evaluated in each reporting period and included in the total transaction price to the extent it is probable that a significant reversal of revenue will not occur. Transaction price is then recognized into revenue based upon efforts expended based on hours worked unless another method is more representative of revenue earned. In some cases, the estimation of the variable fees is complex and subject to many variables and may require significant judgement. The majority of our contracts have a single performance obligation. However, when certain arrangements have more than one performance obligation that are distinct from one another, the transaction price is allocated to the separate performance obligations based on a relative standalone selling price basis. We determine the standalone selling prices based on our overall pricing or margins. Generally, we consider each of consulting/advisory services, transaction advisory services or software-based fees as one distinct performance obligation. Reimbursable expenses for our engagements include travel, out-of-pocket and independent contractor costs. Such expenses are passed through to clients as contractually allowed. Reimbursable expenses are considered a variable portion of the transaction price and are recognized into revenue consistent with the measure of progress of the respective performance obligation. Contract Assets and Liabilities We define contract assets as revenues recognized for fixed-fee, event-based or performance-based arrangements for which we are not contractually able to bill. These contract assets are included in accounts receivable, net and contract assets within the consolidated balance sheets. As of September 30, 2018, and December 31, 2017, our contract assets were not material. In most cases, our standard fixed fee contracts allow for monthly billing. We define contract liabilities as advance payments from or billings to, our customers for services that have not yet been performed or earned and retainers. These liabilities are recorded within other current liabilities and are recognized as services are provided. Any taxes assessed on revenues relating to services provided to our clients are recorded on a net basis. As of September 30, 2018, and December 31, 2017, our contract liabilities were $20.2 million and $21.6 million, respectively. During the three and nine months ended September 30, 2018, $1.2 million and $18.9 million, respectively, was recognized into revenue from the opening balance. The remaining change related to amounts billed or payments received for work not yet performed. Performance Obligations For disclosure purposes, we apply the practical expedient to exclude the value of unsatisfied performance obligations for contracts with an enforceable duration of one year or less. We also apply the practical expedient to exclude those amounts for contracts in which we apply the right to invoice. The majority of our contracts include termination for convenience clauses which generally require 30 days notice with no penalty. The notice period required determines the contract duration resulting in very few agreements which are contractually enforceable beyond one year. September |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting Measurement Disclosures [Abstract] | |
Segment Information | 5 . SEGMENT INFORMATION During the three months ended September 30, 2018, we completed the sale of SaleCo (See Note 3 – Dispositions and Discontinued Operations). All period operations of SaleCo are classified as discontinued operations. As a result, we have eliminated the former Disputes, Forensics and Legal Technology segment from our segment results reporting and disposed of a portion of our Financial Services Advisory and Compliance segment. The segment information below is presented on a continuing operations basis. See Note 3 — Dispositions and Discontinued Operations for further information. Also, during the three months ended March 31, 2018, we moved our life sciences regulatory and compliance related business from the former Disputes, Forensics and Legal Technology reporting segment into the Healthcare reporting segment. The change better aligns this business with our life sciences team as part of the Healthcare segment, as they have comparable client types and address similar business issues and industry dynamics. Prior year results have been adjusted to conform to current year presentation. • The Healthcare • The Energy • The Financial Services Advisory and Compliance The following information includes segment revenues before reimbursements, segment total revenues and segment operating profit. Certain unallocated expense amounts related to specific reporting segments have been excluded from segment operating profit to be consistent with the information used by management to evaluate segment performance. Segment operating profit represents total revenues less cost of services excluding long-term compensation expense attributable to client-service employees. Long-term compensation expense attributable to client-service employees includes share-based compensation expense and compensation expense attributed to certain retention incentives (see Note 8 — Share-Based Compensation Expense and Note 9 — Supplemental Consolidated Balance Sheet Information). The information presented does not necessarily reflect the results of segment operations that would have occurred had the reporting segments been stand-alone businesses. Information on the segment operations has been summarized as follows (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Revenues before reimbursements: Healthcare $ 101,799 $ 100,348 $ 283,542 $ 292,353 Energy 34,591 29,597 104,939 93,838 Financial Services Advisory and Compliance 34,996 34,578 109,574 94,116 Total revenues before reimbursements $ 171,386 $ 164,523 $ 498,055 $ 480,307 Total revenues: Healthcare $ 109,218 $ 109,375 $ 308,180 $ 319,671 Energy 40,530 35,144 122,350 109,410 Financial Services Advisory and Compliance 37,870 40,993 119,869 107,952 Total revenues $ 187,618 $ 185,512 $ 550,399 $ 537,033 Segment operating profit: Healthcare $ 28,687 $ 31,665 $ 76,452 $ 89,067 Energy 10,857 8,077 34,270 25,472 Financial Services Advisory and Compliance 11,482 15,034 39,705 37,389 Total segment operating profit 51,026 54,776 150,427 151,928 Segment reconciliation to income before income tax expense: Reconciling items: General and administrative expenses 32,073 35,326 104,064 106,361 Depreciation expense 5,026 4,777 14,966 15,592 Amortization expense 1,568 2,102 4,985 6,418 Other operating costs, net (201 ) 1,014 3,077 2,320 Long-term compensation expense attributable to client-service employees (including share-based compensation expense) 1,585 1,450 4,374 6,035 Operating income 10,975 10,107 18,961 15,202 Interest and other expense, net 362 836 2,083 2,538 Income from continuing operations before income tax expense $ 10,613 $ 9,271 $ 16,878 $ 12,664 Total assets allocated by segment include accounts receivable, net and contract assets, certain retention-related prepaid assets, intangible assets, net and goodwill. The remaining assets are unallocated. As of December 31, 2017, unallocated assets included assets held for sale of $361.0 million, related to assets previously allocated to the former Disputes, Forensics and Legal Technology segment and the transaction advisory services practice of the Financial Services Advisory and Compliance segment (see Note 3 – Dispositions and Discontinued Operations). Allocated assets by segment were as follows (in thousands): September 30, December 31, 2018 2017 Healthcare $ 404,261 $ 419,894 Energy 125,954 115,478 Financial Services Advisory and Compliance 87,782 87,554 Unallocated assets 380,301 457,338 Total assets $ 998,298 $ 1,080,264 |
Goodwill And Intangible Assets,
Goodwill And Intangible Assets, Net | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 6. GOODWILL AND INTANGIBLE ASSETS, NET As part of our divestiture of SaleCo the entire former Disputes Forensics and Legal Technology segment was sold. The disposed book value of goodwill was $212.3 million, which includes $5.7 million related to the transaction advisory services practice, formerly in Financial Services Advisory and Compliance segment (see Note 3 – Dispositions and Discontinued Operations) that we also sold. In addition, in the first quarter of 2018, we moved our life sciences regulatory and compliance related business from the former Disputes, Forensics and Legal Technology segment into our Healthcare segment. The changes made to the goodwill balances of our reporting units for the nine months ended September 30, 2018 and the year ended December 31, 2017, were as follows (shown in thousands): Healthcare Energy Financial Services Advisory and Compliance Total Company Goodwill at December 31, 2017 $ 278,130 $ 80,109 $ 54,462 $ 412,701 Transfer from the former Disputes, Forensics and Legal Technology segment 15,934 - - 15,934 Assets Held for Sale - - (5,676 ) (5,676 ) Goodwill at December 31, 2017 adjusted $ 294,064 $ 80,109 $ 48,786 $ 422,959 Adjustments (54 ) 200 (18 ) 128 Foreign currency translation (474 ) (396 ) (424 ) (1,294 ) Net goodwill at September 30, 2018 $ 293,536 $ 79,913 $ 48,344 $ 421,793 Healthcare Energy Financial Services Advisory and Compliance Total Company Goodwill at December 31, 2016 $ 272,032 $ 77,924 $ 53,784 $ 403,740 Transfer from the former Disputes, Forensics and Legal Technology segment 15,934 - - 15,934 Assets Held for Sale - - (5,676 ) (5,676 ) Goodwill at December 31, 2016 adjusted $ 287,966 $ 77,924 $ 48,108 $ 413,998 Acquisitions 5,837 - - 5,837 Adjustments 9 1,231 (35 ) 1,205 Foreign currency translation 252 954 713 1,919 Net goodwill at December 31, 2017 $ 294,064 $ 80,109 $ 48,786 $ 422,959 We performed our annual goodwill impairment test as of May 31, 2018 on our three continuing reporting units and our former Disputes, Forensics and Legal Technology reporting unit using certain key assumptions. The key assumptions included: internal projections completed during our first quarter 2018 forecasting process; profit margin improvement generally consistent with our longer-term historical performance; assumptions regarding contingent revenue; revenue growth consistent with our longer term historical performance also considering our near term investment plans and growth objectives; discount rates based on comparable discount rates for our peer group; revenue and EBITDA multiples comparable to multiples for our peer group; Navigant-specific risk considerations; control premium; and cost of capital based on our historical experience. As of May 31, 2018, the estimated fair value of our Healthcare, Energy and Financial Services Advisory and Compliance reporting units exceeded the fair value of invested capital by 23%, 32%, and 72%, respectively. We have reviewed our most recent financial projections and considered the impact of changes to our business and market conditions on our goodwill valuation and determined that no events or conditions have occurred or are expected to occur that would trigger a need to perform an interim goodwill impairment test on our remaining three reporting units. We also reviewed the book value of goodwill and related assets and liabilities held for sale against the fair value based upon expected sale price and determined that no impairment was indicated. We will continue to monitor the factors and key assumptions used in determining the fair value of each of our continuing three reporting units. There can be no assurance that goodwill or intangible assets will not be impaired in the future. We will perform our next annual goodwill impairment test as of May 31, 2019. As part of the disposition of SaleCo, we sold $0.3 million of intangible assets; which is net of $3.2 million of accumulated amortization. Intangible assets consisted of (in thousands): September 30 , December 31, 2018 2017 Intangible assets: Customer lists and relationships $ 106,082 $ 106,035 Non-compete agreements 23,173 22,866 Other 28,701 28,825 Intangible assets, at cost 157,956 157,726 Less: accumulated amortization (142,351 ) (137,554 ) Intangible assets, net $ 15,605 $ 20,172 Our intangible assets have estimated remaining useful lives ranging up to seven years which approximate the estimated periods of consumption. We will amortize the remaining net book values of intangible assets over their remaining useful lives. At September 30, 2018, our intangible assets categories were as follows (in thousands, except year data): Category Weighted Average Remaining Years Amount Customer lists and relationships, net 4.2 $ 13,786 Non-compete agreements, net 2.6 1,279 Other intangible assets, net 3.6 540 Total intangible assets, net 4.0 $ 15,605 Total amortization expense was $5.0 million and $6.4 million for the nine months ended September 30, 2018 and 2017, respectively. The estimated annual aggregate amortization expense to be recorded related to intangible assets at September 30, 2018 is as follows (in thousands): Year Ending December 31, Amount 2018 (includes January - September) $ 6,602 2019 4,513 2020 3,525 2021 3,697 2022 680 2023 and thereafter 1,760 |
Net Income Per Share (EPS)
Net Income Per Share (EPS) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Income Per Share (EPS) | 7 . NET INCOME PER SHARE (EPS) The components of basic and diluted shares were as follows (in thousands and based on the weighted average days outstanding for the periods): For the three months ended September 30, For the nine months ended September 30, 2018 2017 2018 2017 Basic shares 44,645 46,619 44,957 46,888 Employee stock options 169 87 164 168 Restricted stock units 1,070 1,257 1,283 1,437 Contingently issuable shares 48 54 34 68 Diluted shares 45,932 48,017 46,438 48,561 Antidilutive shares (1) 28 348 32 177 ( 1 ) Stock options with exercise prices greater than the average market price of our common stock during the respective time periods were excluded from the computation of diluted shares because the impact of including the shares subject to these stock options in the diluted share calculation would have been antidilutive. |
Share-Based Compensation Expens
Share-Based Compensation Expense | 9 Months Ended |
Sep. 30, 2018 | |
Share Based Compensation [Abstract] | |
Share-Based Compensation Expense | 8 . SHARE-BASED COMPENSATION EXPENSE Share-based compensation expense is recorded for restricted stock units, stock options and the discount given on employee stock purchase plan transactions. The amounts attributable to each category of share-based compensation expense were as follows (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Amortization of restricted stock unit awards $ 1,854 $ 2,545 $ 6,291 $ 8,184 Amortization of stock option awards 24 152 82 531 Discount given on employee stock purchase transactions through our Employee Stock Purchase Plan 56 50 235 231 Total share-based compensation expense $ 1,934 $ 2,747 $ 6,608 $ 8,946 Total share-based compensation expense consisted of the following (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Cost of services before reimbursable expenses $ 844 $ 1,111 $ 2,282 $ 4,124 General and administrative expenses 1,090 1,636 4,326 4,822 Total share-based compensation expense $ 1,934 $ 2,747 $ 6,608 $ 8,946 Share-based compensation expense attributable to client-service employees was included in cost of services before reimbursable expenses. Share-based compensation expense attributable to corporate management and support personnel was included in general and administrative expenses. Amounts are presented on a continuing operations basis (see Note 3 – Dispositions and Discontinued Operations). At September 30, 2018, we had $9.3 million of total compensation costs related to unvested share-based awards that have not been recognized as share-based compensation expense. The compensation costs will be recognized as an expense over the remaining vesting periods. The weighted average remaining vesting period is approximately two years. During the nine months ended September 30, 2018, we granted an aggregate of 450,516 share-based awards, consisting of restricted stock awards and units with an aggregate fair value of $9.7 million at the time of grant. These grants include certain awards that vest based on relative achievement of pre-established performance criteria. |
Supplemental Consolidated Balan
Supplemental Consolidated Balance Sheet Information | 9 Months Ended |
Sep. 30, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplemental Consolidated Balance Sheet Information | 9 . SUPPLEMENTAL CONSOLIDATED BALANCE SHEET INFORMATION Accounts Receivable, Net and Contract Assets The components of accounts receivable, net and contract assets, were as follows (in thousands): September 30, December 31, 2018 2017 Billed amounts $ 105,770 $ 112,356 Engagements in process 80,535 64,835 Allowance for uncollectible billed amounts (7,115 ) (6,288 ) Allowance for uncollectible engagements in process (2,864 ) (5,065 ) Accounts receivable, net and contract assets $ 176,326 $ 165,838 Receivables attributable to engagements in process represent balances for services that have been performed and earned but have not been billed to the client. Engagements in process include contract assets. See Note 4 – Revenue Recognition for information on contract assets. Services are generally billed on a monthly basis for the prior month’s services. Our allowance for uncollectible accounts is based on historical experience and management judgment and may change based on market conditions or specific client circumstances. Prepaid Expenses and Other Current Assets The components of prepaid expenses and other current assets were as follows (in thousands): September 30, December 31, 2018 2017 Notes receivable - current $ 862 $ 1,352 Prepaid recruiting and retention incentives - current 4,690 4,437 Other prepaid expenses and other current assets 25,350 15,217 Prepaid expenses and other current assets $ 30,902 $ 21,006 Other Assets The components of other assets were as follows (in thousands): September 30, December 31, 2018 2017 Notes receivable - non-current $ 734 $ 1,347 Capitalized client-facing assets 774 1,821 Prepaid recruiting and retention incentives - non-current 2,889 3,164 Prepaid expenses and other non-current assets 4,593 3,046 Other assets $ 8,990 $ 9,378 Other prepaid expenses and other current assets includes a $14.0 million receivable which has an equal and off-setting other current liability relating to the disposition of SaleCo. Notes receivable, current and non-current, represent unsecured employee loans. These loans were issued to recruit or retain certain senior-level client-service employees. The principal amount and accrued interest on these loans is either paid by the employee or forgiven by us over the term of the loans so long as the employee remains continuously employed by us and complies with certain contractual requirements. The expense associated with the forgiveness of the principal amount of the loans is amortized as compensation expense over the terms of the loans. Capitalized client-facing assets include software and hardware that is used by our clients as part of their engagements. These amounts are amortized into cost of services before reimbursable expenses over their estimated remaining useful life. Prepaid recruiting and retention incentives, current and non-current, include sign-on and retention bonuses that are generally recoverable from an employee if the employee voluntarily terminates employment or if the employee’s employment is terminated for “cause” prior to fulfilling his or her obligations to us. These amounts are amortized as compensation expense over the periods in which they are recoverable from the employees, with periods averaging three years. During the nine months ended September 30, 2018 and 2017, we granted $5.2 million and $5.7 million, respectively, in sign-on and retention bonuses. Property and Equipment, Net The components of property and equipment, net were as follows (in thousands): September 30, December 31, 2018 2017 Furniture, fixtures and equipment $ 58,467 $ 56,298 Software 90,689 86,611 Leasehold improvements 49,438 46,118 Property and equipment, at cost 198,594 189,027 Less: accumulated depreciation and amortization (131,337 ) (117,595 ) Property and equipment, net $ 67,257 $ 71,432 During the nine months ended September 30, 2018, we invested $11.3 million in property and equipment. Other Current Liabilities The components of other current liabilities were as follows (in thousands): September 30, December 31, 2018 2017 Deferred acquisition liabilities - current $ 2,661 $ 3,897 Contract liabilities 20,231 21,621 Deferred rent - current 2,852 2,466 Other current liabilities 15,369 2,566 Total other current liabilities $ 41,113 $ 30,550 Other Non-Current Liabilities The components of other non-current liabilities were as follows (in thousands): September 30, December 31, 2018 2017 Deferred acquisition liabilities - non-current $ 959 $ 1,972 Deferred rent - non-current 22,423 23,499 Other non-current liabilities 2,681 1,131 Total other non-current liabilities $ 26,063 $ 26,602 Other current liabilities include a $14.0 million payable which has an equal and off-setting receivable within other current assets. These amounts were recorded in conjunction with the disposition of SaleCo. Deferred acquisition liabilities, current and non-current, at September 30, 2018 consisted of cash obligations related to contingent and definitive purchase price considerations recorded at fair value and net present value, respectively. See Note 13 – Fair Value for additional information regarding deferred contingent consideration fair value adjustments. The current and non-current portions of deferred rent relate to tenant allowances and incentives on lease arrangements for our office facilities that expire at various dates through 2028. At September 30, 2018, other non-current liabilities included $1.1 million of performance-based long-term incentive compensation liabilities. As part of our long-term incentive program for select senior-level client-service employees and leaders, we grant restricted stock units which typically vest three years from the grant date. The value of equity granted is based on the relative achievement of certain performance targets during the year prior to grant. Contract liabilities represents advance billings to our clients for services that have not yet been performed and earned. Further information regarding the amount of revenue recognized of the beginning contract liabilities balance in the nine months ended September 30, 2018 can be found in Note 4 - Revenue Recognition. As a result of our adoption of Topic 606, as of January 1, 2018 we renamed Deferred revenue to Contract liabilities. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2018 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Accumulated Other Comprehensive Loss | 10 . ACCUMULATED OTHER COMPREHENSIVE LOSS The activity in accumulated other comprehensive loss attributable to Navigant, Consulting Inc. was as follows (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Unrealized loss on foreign exchange: Balance at beginning of period $ (21,345 ) $ (21,622 ) $ (19,308 ) $ (25,166 ) Unrealized (loss) gain on foreign exchange (1,232 ) 1,865 (3,269 ) 5,409 Realized loss on foreign exchange 16,677 - 16,677 - Balance at end of period $ (5,900 ) $ (19,757 ) $ (5,900 ) $ (19,757 ) Unrealized loss on derivatives: Balance at beginning of period $ 460 $ (30 ) $ 130 $ (40 ) Unrealized gain (loss) on derivatives in period, net of reclassification 186 (18 ) 548 (22 ) Realized gain on termination of derivatives (452 ) - (452 ) - Reclassified to interest expense (35 ) 61 (79 ) 84 Income tax expense (159 ) (25 ) (147 ) (34 ) Balance at end of period $ - $ (12 ) $ - $ (12 ) 2018 2017 Accumulated other comprehensive loss at September 30, (5,900 ) (19,769 ) During the three months ended September 30, 2018, we realized $16.7 million in foreign currency translation loss related our European based entity which was included in the disposition of SaleCo (See Note 3 – Dispositions and Discontinued Operations). |
Bank Debt
Bank Debt | 9 Months Ended |
Sep. 30, 2018 | |
Line Of Credit Facility [Abstract] | |
Bank Debt | 1 1 . BANK DEBT Our credit agreement provides a $350 million revolving credit facility. The credit facility becomes due and payable in full upon maturity on March 28, 2022. At our option, subject to the terms and conditions specified in the credit agreement, we may elect to increase commitments under the credit facility up to an aggregate amount of $450 million. Borrowings and repayments under the credit facility may be made in multiple currencies including United States (U.S.) Dollars, Canadian Dollars, United Kingdom (U.K.) Pound Sterling and Euro. $400 million to $350 million, in each case effective concurrently with the closing of the reorganization and sale of SaleCo. At September 30, 2018, we had no aggregate borrowings outstanding, At our option, borrowings under the credit facility bear interest at a variable rate equal to an applicable base rate or LIBOR, in each case plus an applicable margin. For LIBOR loans, the applicable margin varies depending upon our consolidated leverage ratio (the ratio of total funded debt to adjusted EBITDA, as defined in the credit agreement). At September 30, 2018, the applicable margins on LIBOR and base rate loans were 1.00% and 0.00%, respectively. Depending upon our performance and financial condition, our LIBOR loans will have applicable margins varying between 1.00% and 2.00%, and our base rate loans have applicable margins varying between 0.00% and 1.00%. Our average borrowing rate was 3.9% and 2.7% for the three months ended September 30, 2018 and 2017, respectively and 3.2% and 2.6% for the nine months ended September 30, 2018 and 2017, respectively. Our credit agreement contains certain financial covenants, including covenants that require that we maintain a consolidated leverage ratio of not greater than 3.5:1, with certain exceptions as defined in the agreement, and a consolidated interest coverage ratio (the ratio of the sum of adjusted EBIT, as defined in the credit agreement, to cash interest expense) of not less than 2.0:1. At September 30, 2018, under the definitions in the credit agreement, our consolidated leverage ratio was 0.0:1 and our consolidated interest coverage ratio was 41.0:1. In addition, the credit agreement contains customary affirmative and negative covenants (subject to exceptions), including covenants that in certain circumstances limit our ability to incur liens or other encumbrances, make investments and acquisitions, incur indebtedness, enter into mergers, consolidations and asset dispositions, pay cash dividends after the occurrence of an event of default, change the nature of our business and engage in transactions with affiliates, as well as customary provisions with respect to events of default. We were in compliance with the covenants contained in our credit agreement at September 30, 2018; however, there can be no assurances that we will remain in compliance in the future. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 2 . INCOME TAXES On December 22, 2017, Tax Reform, the legislation, significantly changed U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. Tax Reform permanently reduced the U.S. corporate income tax rate from a maximum of 35% to a 21% rate, effective January 1, 2018. While Tax Reform provides for a territorial tax system, beginning in 2018, it includes the global intangible low-taxed income (“GILTI”) provision. We elected to account for GILTI tax in the period in which it is incurred. The GILTI provisions require us to include in our U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. As a result of the GILTI provisions, our effective tax rate from continuing operations increased by 1.3% for the nine months ended September 30, 2018, and our effective income tax rate from discontinued operations increased by 8.9% for the nine months ended September 30, 2018. In conjunction with the GILTI provisions, the new law provides a 13.125% effective tax rate on excess returns earned directly from foreign services. Specifically, the new law allows us a deduction equal to foreign derived intangible income ("FDII"). Our FDII is the amount of our "deemed intangible income" that is attributable to the performance of services for foreign persons or with respect to property outside the U.S. The FDII provisions allow us to deduct from our U.S. income tax return foreign services income in excess of a minimum return on our tangible assets. As a result of the FDII provisions, our effective tax rate from continuing operations decreased by 4.0% for the nine months ended September 30, 2018, and our effective tax rate from discontinued operations decreased by 0.9% for the nine months ended September 30, 2018. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of Tax Reform. We recognized provisional tax impacts related to the deemed repatriated earnings and the revaluation of deferred tax assets and liabilities in its consolidated financial statements for the year ended December 31, 2017. The ultimate impact may differ from those provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions we have made, additional regulatory guidance that may be issued, and actions we may take as a result of Tax Reform. Any adjustments made to the provisional amounts under SAB 118 should be recorded as discrete adjustments in the period identified (not to extend beyond the one-year measurement provided in SAB 118). During the nine months ended September 30, 2018, our effective tax rate from continuing operations increased by 0.3% due to adjustments to its provisional amounts included in our consolidated financial statements for the year ended December 31, 2017. The accounting is expected to be completed when the 2017 U.S. corporate income tax return is filed in the fourth quarter 2018. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 1 3 . FAIR VALUE Fair value is defined as the price that would be received on the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The inputs used to measure fair value are classified into the following hierarchy: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability Level 3: Unobservable inputs for the asset or liability We endeavor to utilize the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As circumstances change, we will reassess the level in which the inputs are included in the fair value hierarchy. In certain instances, our acquisitions provide for deferred contingent acquisition payments. These deferred payments are recorded at fair value at the time of acquisition and are included in other current and/or non-current liabilities on our consolidated balance sheets. We estimate the fair value of our deferred contingent acquisition liabilities using a probability-weighted discounted cash flow model. This fair value measure is based on significant inputs not observed in the market and thus represents a Level 3 measurement. Fair value measurements characterized within Level 3 of the fair value hierarchy are measured based on unobservable inputs that are supported by little or no market activity and reflect our own assumptions in measuring fair value. The significant unobservable inputs used in the fair value measurements of our deferred contingent acquisition liabilities are our measures of the future profitability and related cash flows and discount rates. The fair value of the deferred contingent acquisition liabilities is reassessed on a quarterly basis based on assumptions provided to us by segment and business area leaders together with our corporate development and finance departments. Any change in the fair value estimate is recorded in the earnings of that period. During the nine months ended September 30, 2017, we recorded $2.2 million in other operating costs for a net increase in the liability, reflecting changes in the fair value estimate of the deferred contingent acquisition liability for certain acquisitions made in 2017 (see Note 3 – Acquisitions to the consolidated financial statements in our 2017 Form 10-K). The following table summarizes the changes in deferred contingent acquisition liabilities (in thousands): For the nine months ended September 30, 2018 2017 Beginning Balance $ 3,870 $ 1,723 Accretion of acquisition-related contingent consideration 151 208 Remeasurement of acquisition-related contingent consideration - 2,213 Payments (2,356 ) (330 ) Ending Balance $ 1,665 $ 3,814 We consider the recorded value of our financial assets and liabilities, which consist primarily of cash and cash equivalents, accounts receivable, net and contract assets and accounts payable, to approximate the fair value of the respective assets and liabilities at September 30, 2018 based upon the short-term nature of the assets and liabilities. As of September 30, 2018 we had minimal financial assets and liabilities measured at fair value on a recurring basis. |
Dispositions and Discontinued_2
Dispositions and Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Amounts Attributable to Each Category of Gain on Sale | The gain on sale was calculated as follows (in thousands): September 30, 2018 Proceeds from disposition, net of cash $ 462,810 Current assets 121,301 Non-current assets 236,804 Current liabilities (34,139 ) Non-current liabilities (4,573 ) Net assets and liabilities related to SaleCo 319,393 Transaction costs 38,497 Foreign currency translation 17,749 Gain on disposition $ 87,171 |
Schedule of Amounts Attributable to Each Category of Discontinued Operations | The amounts attributable to each category of discontinued operations were as follows (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Revenues before reimbursements $ 45,334 $ 72,982 $ 214,936 $ 228,647 Total revenues $ 47,875 $ 76,765 $ 225,340 $ 239,927 Cost of services including reimbursable expenses $ 32,262 $ 54,184 $ 150,917 $ 172,237 General and administrative expenses $ 4,997 $ 8,854 $ 21,050 $ 21,030 Amortization and depreciation expense $ 102 $ 2,039 $ 3,986 $ 6,746 Interest expense $ 400 $ 534 $ 1,488 $ 1,453 Gain on disposition $ 87,171 $ - $ 87,171 $ - Income from discontinued operations before income tax expense $ 97,284 $ 9,558 $ 135,012 $ 36,866 Income tax expense from discontinued operations $ 29,997 $ 3,460 $ 31,577 $ 14,025 Income from discontinued operations, net of tax $ 67,287 $ 6,098 $ 103,435 $ 22,841 Current year results from operations are for the period through August 24, 2018 (the date of the sale of SaleCo) while the prior year includes results for the full period presented. During the three months ended September 30, 2018, in conjunction with the SaleCo transaction, we recognized $27.0 million of income tax expense. In addition, we recognized a benefit of $7.9 during the three months ended June 30, 2018 related to the recognition of goodwill on a tax basis on a portion of the assets that were moved to assets held for sale and subsequently sold. We have allocated interest expense to discontinued operations based on the ratio of net assets of discontinued operations to the sum of total net assets plus consolidated debt. December 31, 2017 Current assets held for sale Accounts receivable, net and contract assets $ 102,003 Prepaid expenses and other current assets 11,915 Property and equipment, net 17,737 Intangible assets, net 881 Goodwill 214,328 Other assets 14,166 Total assets held for sale $ 361,030 Current liabilities held for sale Accounts payable $ 3,994 Accrued liabilities 4,160 Accrued compensation-related costs 38,258 Income taxes payable 1,521 Other current liabilities 8,346 Other non-current liabilities 5,572 Long-term deferred tax liability 24,533 Total liabilities held for sale $ 86,384 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting Measurement Disclosures [Abstract] | |
Schedule of Segment Revenues before Reimbursements, Segment Total Revenues and Segment Operating Profit | For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Revenues before reimbursements: Healthcare $ 101,799 $ 100,348 $ 283,542 $ 292,353 Energy 34,591 29,597 104,939 93,838 Financial Services Advisory and Compliance 34,996 34,578 109,574 94,116 Total revenues before reimbursements $ 171,386 $ 164,523 $ 498,055 $ 480,307 Total revenues: Healthcare $ 109,218 $ 109,375 $ 308,180 $ 319,671 Energy 40,530 35,144 122,350 109,410 Financial Services Advisory and Compliance 37,870 40,993 119,869 107,952 Total revenues $ 187,618 $ 185,512 $ 550,399 $ 537,033 Segment operating profit: Healthcare $ 28,687 $ 31,665 $ 76,452 $ 89,067 Energy 10,857 8,077 34,270 25,472 Financial Services Advisory and Compliance 11,482 15,034 39,705 37,389 Total segment operating profit 51,026 54,776 150,427 151,928 Segment reconciliation to income before income tax expense: Reconciling items: General and administrative expenses 32,073 35,326 104,064 106,361 Depreciation expense 5,026 4,777 14,966 15,592 Amortization expense 1,568 2,102 4,985 6,418 Other operating costs, net (201 ) 1,014 3,077 2,320 Long-term compensation expense attributable to client-service employees (including share-based compensation expense) 1,585 1,450 4,374 6,035 Operating income 10,975 10,107 18,961 15,202 Interest and other expense, net 362 836 2,083 2,538 Income from continuing operations before income tax expense $ 10,613 $ 9,271 $ 16,878 $ 12,664 |
Total Assets by Segment | September 30, December 31, 2018 2017 Healthcare $ 404,261 $ 419,894 Energy 125,954 115,478 Financial Services Advisory and Compliance 87,782 87,554 Unallocated assets 380,301 457,338 Total assets $ 998,298 $ 1,080,264 |
Goodwill And Intangible Asset_2
Goodwill And Intangible Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Change in Carrying Values of Goodwill Assets by Segment | Healthcare Energy Financial Services Advisory and Compliance Total Company Goodwill at December 31, 2017 $ 278,130 $ 80,109 $ 54,462 $ 412,701 Transfer from the former Disputes, Forensics and Legal Technology segment 15,934 - - 15,934 Assets Held for Sale - - (5,676 ) (5,676 ) Goodwill at December 31, 2017 adjusted $ 294,064 $ 80,109 $ 48,786 $ 422,959 Adjustments (54 ) 200 (18 ) 128 Foreign currency translation (474 ) (396 ) (424 ) (1,294 ) Net goodwill at September 30, 2018 $ 293,536 $ 79,913 $ 48,344 $ 421,793 Healthcare Energy Financial Services Advisory and Compliance Total Company Goodwill at December 31, 2016 $ 272,032 $ 77,924 $ 53,784 $ 403,740 Transfer from the former Disputes, Forensics and Legal Technology segment 15,934 - - 15,934 Assets Held for Sale - - (5,676 ) (5,676 ) Goodwill at December 31, 2016 adjusted $ 287,966 $ 77,924 $ 48,108 $ 413,998 Acquisitions 5,837 - - 5,837 Adjustments 9 1,231 (35 ) 1,205 Foreign currency translation 252 954 713 1,919 Net goodwill at December 31, 2017 $ 294,064 $ 80,109 $ 48,786 $ 422,959 |
Schedule of Finite-Lived Intangible Assets by Major Category | September 30 , December 31, 2018 2017 Intangible assets: Customer lists and relationships $ 106,082 $ 106,035 Non-compete agreements 23,173 22,866 Other 28,701 28,825 Intangible assets, at cost 157,956 157,726 Less: accumulated amortization (142,351 ) (137,554 ) Intangible assets, net $ 15,605 $ 20,172 |
Schedule of Intangible Assets Categories | Category Weighted Average Remaining Years Amount Customer lists and relationships, net 4.2 $ 13,786 Non-compete agreements, net 2.6 1,279 Other intangible assets, net 3.6 540 Total intangible assets, net 4.0 $ 15,605 |
Schedule of Amortization Expense | Year Ending December 31, Amount 2018 (includes January - September) $ 6,602 2019 4,513 2020 3,525 2021 3,697 2022 680 2023 and thereafter 1,760 |
Net Income Per Share (EPS) (Tab
Net Income Per Share (EPS) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | For the three months ended September 30, For the nine months ended September 30, 2018 2017 2018 2017 Basic shares 44,645 46,619 44,957 46,888 Employee stock options 169 87 164 168 Restricted stock units 1,070 1,257 1,283 1,437 Contingently issuable shares 48 54 34 68 Diluted shares 45,932 48,017 46,438 48,561 Antidilutive shares (1) 28 348 32 177 ( 1 ) Stock options with exercise prices greater than the average market price of our common stock during the respective time periods were excluded from the computation of diluted shares because the impact of including the shares subject to these stock options in the diluted share calculation would have been antidilutive. |
Share-Based Compensation Expe_2
Share-Based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Share Based Compensation [Abstract] | |
Schedule of Share-Based Compensation Expense Showing Amount Attributable to Each Category | For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Amortization of restricted stock unit awards $ 1,854 $ 2,545 $ 6,291 $ 8,184 Amortization of stock option awards 24 152 82 531 Discount given on employee stock purchase transactions through our Employee Stock Purchase Plan 56 50 235 231 Total share-based compensation expense $ 1,934 $ 2,747 $ 6,608 $ 8,946 |
Schedule of Total Share-Based Compensation Expense | For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Cost of services before reimbursable expenses $ 844 $ 1,111 $ 2,282 $ 4,124 General and administrative expenses 1,090 1,636 4,326 4,822 Total share-based compensation expense $ 1,934 $ 2,747 $ 6,608 $ 8,946 |
Supplemental Consolidated Bal_2
Supplemental Consolidated Balance Sheet Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Components of Accounts Receivable, Net and Contract Asset | September 30, December 31, 2018 2017 Billed amounts $ 105,770 $ 112,356 Engagements in process 80,535 64,835 Allowance for uncollectible billed amounts (7,115 ) (6,288 ) Allowance for uncollectible engagements in process (2,864 ) (5,065 ) Accounts receivable, net and contract assets $ 176,326 $ 165,838 |
Components of Prepaid Expenses and Other Current Assets | September 30, December 31, 2018 2017 Notes receivable - current $ 862 $ 1,352 Prepaid recruiting and retention incentives - current 4,690 4,437 Other prepaid expenses and other current assets 25,350 15,217 Prepaid expenses and other current assets $ 30,902 $ 21,006 |
Components of Other Assets | September 30, December 31, 2018 2017 Notes receivable - non-current $ 734 $ 1,347 Capitalized client-facing assets 774 1,821 Prepaid recruiting and retention incentives - non-current 2,889 3,164 Prepaid expenses and other non-current assets 4,593 3,046 Other assets $ 8,990 $ 9,378 |
Property and Equipment, Net | September 30, December 31, 2018 2017 Furniture, fixtures and equipment $ 58,467 $ 56,298 Software 90,689 86,611 Leasehold improvements 49,438 46,118 Property and equipment, at cost 198,594 189,027 Less: accumulated depreciation and amortization (131,337 ) (117,595 ) Property and equipment, net $ 67,257 $ 71,432 |
Components of Other Current Liabilities | September 30, December 31, 2018 2017 Deferred acquisition liabilities - current $ 2,661 $ 3,897 Contract liabilities 20,231 21,621 Deferred rent - current 2,852 2,466 Other current liabilities 15,369 2,566 Total other current liabilities $ 41,113 $ 30,550 |
Components of Other Non-Current Liabilities | September 30, December 31, 2018 2017 Deferred acquisition liabilities - non-current $ 959 $ 1,972 Deferred rent - non-current 22,423 23,499 Other non-current liabilities 2,681 1,131 Total other non-current liabilities $ 26,063 $ 26,602 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Summary of Activity in Accumulated Other Comprehensive Loss attributable to Navigant, Consulting Inc. | The activity in accumulated other comprehensive loss attributable to Navigant, Consulting Inc. was as follows (in thousands): For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Unrealized loss on foreign exchange: Balance at beginning of period $ (21,345 ) $ (21,622 ) $ (19,308 ) $ (25,166 ) Unrealized (loss) gain on foreign exchange (1,232 ) 1,865 (3,269 ) 5,409 Realized loss on foreign exchange 16,677 - 16,677 - Balance at end of period $ (5,900 ) $ (19,757 ) $ (5,900 ) $ (19,757 ) Unrealized loss on derivatives: Balance at beginning of period $ 460 $ (30 ) $ 130 $ (40 ) Unrealized gain (loss) on derivatives in period, net of reclassification 186 (18 ) 548 (22 ) Realized gain on termination of derivatives (452 ) - (452 ) - Reclassified to interest expense (35 ) 61 (79 ) 84 Income tax expense (159 ) (25 ) (147 ) (34 ) Balance at end of period $ - $ (12 ) $ - $ (12 ) 2018 2017 Accumulated other comprehensive loss at September 30, (5,900 ) (19,769 ) |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Changes in Deferred Contingent Consideration Liabilities | For the nine months ended September 30, 2018 2017 Beginning Balance $ 3,870 $ 1,723 Accretion of acquisition-related contingent consideration 151 208 Remeasurement of acquisition-related contingent consideration - 2,213 Payments (2,356 ) (330 ) Ending Balance $ 1,665 $ 3,814 |
Description Of Business And B_2
Description Of Business And Basis Of Presentation (Narrative) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($)Segment | |
Segment Reporting Information [Line Items] | |
Number of operating segments | Segment | 3 |
Non-controlling interest | $ 3,670 |
Health Systems Solutions [Member] | |
Segment Reporting Information [Line Items] | |
Percentage of financial and controlling interest | 60.00% |
Non-controlling interest | $ 3,700 |
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |
Segment Reporting Information [Line Items] | |
Sale completion date | Aug. 24, 2018 |
Dispositons and Discontinued Op
Dispositons and Discontinued Operations (Narrative) (Details) $ in Thousands | Aug. 24, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)Segment | Sep. 30, 2017USD ($) |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Proceeds from disposition net of cash | $ 426,079 | ||||
Number of operating segments | Segment | 3 | ||||
Discontinued operation, income tax expense recognized | $ 29,997 | $ 3,460 | $ 31,577 | $ 14,025 | |
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Proceeds from disposition net of cash | $ 462,800 | $ 462,810 | |||
Sale completion date | Aug. 24, 2018 | ||||
Discontinued operation, income tax expense recognized | 27,000 | ||||
Capital expenditures | $ 200 | $ 800 | $ 400 | $ 9,100 |
Dispostions and Discontinued Op
Dispostions and Discontinued Operations - Schedule of Gain on Sale (Details) - USD ($) $ in Thousands | Aug. 24, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Proceeds from disposition net of cash | $ 426,079 | ||
Current assets | $ 361,030 | ||
Current liabilities | (86,384) | ||
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Proceeds from disposition net of cash | $ 462,800 | 462,810 | |
Current assets | 121,301 | 361,030 | |
Non-current assets | 236,804 | ||
Current liabilities | (34,139) | $ (86,384) | |
Non-current liabilities | (4,573) | ||
Net assets and liabilities related to SaleCo | 319,393 | ||
Transaction costs | 38,497 | ||
Foreign currency translation | 17,749 | ||
Gain on disposition | $ 87,171 |
Dispositions and Discontinued_3
Dispositions and Discontinued Operations (Schedule of Amounts Attributable to Each Category of Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 23, 2018 | Dec. 31, 2017 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Revenues before reimbursements | $ 45,334 | $ 72,982 | $ 214,936 | $ 228,647 | ||
Total revenues | 47,875 | 76,765 | 225,340 | 239,927 | ||
Cost of services including reimbursable expenses | 32,262 | 54,184 | 150,917 | 172,237 | ||
General and administrative expenses | 4,997 | 8,854 | 21,050 | 21,030 | ||
Amortization and depreciation expense | 102 | 2,039 | 3,986 | 6,746 | ||
Interest expense | 400 | 534 | 1,488 | 1,453 | ||
Gain on disposition | 87,171 | 87,171 | ||||
Income from discontinued operations before income tax expense | 97,284 | 9,558 | 135,012 | 36,866 | ||
Income tax expense from discontinued operations | 29,997 | 3,460 | 31,577 | 14,025 | ||
Income from discontinued operations, net of tax | 67,287 | $ 6,098 | 103,435 | $ 22,841 | ||
Current assets held for sale | ||||||
Total assets held for sale | $ 361,030 | |||||
Current liabilities held for sale | ||||||
Total liabilities held for sale | 86,384 | |||||
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Income tax expense from discontinued operations | 27,000 | |||||
Current assets held for sale | ||||||
Accounts receivable, net and contract assets | 102,003 | |||||
Prepaid expenses and other current assets | 11,915 | |||||
Property and equipment, net | 17,737 | |||||
Intangible assets, net | 300 | 300 | 881 | |||
Goodwill | $ 212,300 | 214,328 | ||||
Other assets | 14,166 | |||||
Total assets held for sale | 121,301 | 121,301 | 361,030 | |||
Current liabilities held for sale | ||||||
Accounts payable | 3,994 | |||||
Accrued liabilities | 4,160 | |||||
Accrued compensation-related costs | 38,258 | |||||
Income taxes payable | 1,521 | |||||
Other current liabilities | 8,346 | |||||
Other non-current liabilities | 5,572 | |||||
Long-term deferred tax liability | 24,533 | |||||
Total liabilities held for sale | $ 34,139 | $ 34,139 | $ 86,384 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Revenue Recognition [Line Items] | |||
Contract liabilities | $ 20,231 | $ 20,231 | $ 21,621 |
Remaining performance obligations expected to be satisfied beyond one year | 162,500 | $ 162,500 | |
Contract termination notice days with no penalty | 30 days | ||
Effect of Adoption of Topic 606 [Member] | |||
Revenue Recognition [Line Items] | |||
Net increase to opening retained earnings, net of tax | 200 | $ 200 | |
Contract liabilities | 20,200 | 20,200 | $ 21,600 |
Amount of contract liability, revenue recognized | 1,200 | 18,900 | |
Effect of Adoption of Topic 606 [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
Revenue Recognition [Line Items] | |||
Estimated variable consideration that have not recognized in prior revenue recognition guidance | $ 700 | $ 3,800 |
Revenue Recognition (Narrativ_2
Revenue Recognition (Narrative) (Details 1) $ in Millions | Sep. 30, 2018USD ($) |
Revenue Recognition [Line Items] | |
Remaining performance obligations expected to be satisfied beyond one year | $ 162.5 |
Health Systems Solutions [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2018-07-01 | |
Revenue Recognition [Line Items] | |
Remaining performance obligations expected to be satisfied beyond one year | $ 95.5 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) $ in Millions | 9 Months Ended | |
Sep. 30, 2018Segment | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of reportable segments | Segment | 3 | |
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Unallocated assets include assets held for sale | $ | $ 361 |
Segment Information (Schedule o
Segment Information (Schedule of Segment Revenues before Reimbursements, Segment Total Revenues and Segment Operating Profit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | ||||
Total revenues before reimbursements | $ 171,386 | $ 164,523 | $ 498,055 | $ 480,307 |
Total revenues | 187,618 | 185,512 | 550,399 | 537,033 |
Total segment operating profit | 51,026 | 54,776 | 150,427 | 151,928 |
General and administrative expenses | 32,073 | 35,326 | 104,064 | 106,361 |
Depreciation expense | 5,026 | 4,777 | 14,966 | 15,592 |
Amortization expense | 1,568 | 2,102 | 4,985 | 6,418 |
Other operating costs, net | (201) | 1,014 | 3,077 | 2,320 |
Long-term compensation expense attributable to client-service employees (including share-based compensation expense) | 1,585 | 1,450 | 4,374 | 6,035 |
Operating income | 10,975 | 10,107 | 18,961 | 15,202 |
Interest and other expense, net | 362 | 836 | 2,083 | 2,538 |
Income from continuing operations before income tax expense | 10,613 | 9,271 | 16,878 | 12,664 |
Healthcare [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues before reimbursements | 101,799 | 100,348 | 283,542 | 292,353 |
Total revenues | 109,218 | 109,375 | 308,180 | 319,671 |
Total segment operating profit | 28,687 | 31,665 | 76,452 | 89,067 |
Energy [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues before reimbursements | 34,591 | 29,597 | 104,939 | 93,838 |
Total revenues | 40,530 | 35,144 | 122,350 | 109,410 |
Total segment operating profit | 10,857 | 8,077 | 34,270 | 25,472 |
Financial Services Advisory and Compliance [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues before reimbursements | 34,996 | 34,578 | 109,574 | 94,116 |
Total revenues | 37,870 | 40,993 | 119,869 | 107,952 |
Total segment operating profit | $ 11,482 | $ 15,034 | $ 39,705 | $ 37,389 |
Segment Information (Total Asse
Segment Information (Total Assets by Segment) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 998,298 | $ 1,080,264 |
Healthcare [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 404,261 | 419,894 |
Energy [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 125,954 | 115,478 |
Financial Services Advisory and Compliance [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 87,782 | 87,554 |
Unallocated Assets [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 380,301 | $ 457,338 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net (Narrative) (Details) $ in Thousands | May 31, 2018Segment | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Jun. 23, 2018USD ($) | Dec. 31, 2017USD ($) | May 31, 2017 |
Goodwill [Line Items] | ||||||||
Number of remaining reporting units | Segment | 3 | |||||||
Amortization expense | $ 1,568 | $ 2,102 | $ 4,985 | $ 6,418 | ||||
Maximum [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Estimated remaining useful lives | 7 years | |||||||
Financial Services Advisory and Compliance [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Goodwill | $ 5,700 | |||||||
Percentage of fair value of reporting unit in excess of carrying value | 72.00% | |||||||
Healthcare [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Percentage of fair value of reporting unit in excess of carrying value | 23.00% | |||||||
Energy [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Percentage of fair value of reporting unit in excess of carrying value | 32.00% | |||||||
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Goodwill | $ 212,300 | $ 214,328 | ||||||
Sale of intangible assets | $ 300 | $ 300 | $ 881 | |||||
Accumulated amortization of intangible assets | $ 3,200 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net (Schedule of Change in Carrying Values of Goodwill Assets by Segment) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | ||
Goodwill, beginning balance | $ 422,959 | $ 413,998 |
Assets Held for Sale | (5,676) | |
Acquisitions | 5,837 | |
Adjustments | 128 | 1,205 |
Foreign currency translation | (1,294) | 1,919 |
Net goodwill | 421,793 | 422,959 |
Discontinued Operations, Held-for-sale | ||
Goodwill [Line Items] | ||
Assets Held for Sale | (5,676) | |
Scenario, Previously Reported [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 412,701 | 403,740 |
Transfer from Former Disputes, Forensics and Legal Technology Segment [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 15,934 | 15,934 |
Healthcare [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 294,064 | 287,966 |
Acquisitions | 5,837 | |
Adjustments | (54) | 9 |
Foreign currency translation | (474) | 252 |
Net goodwill | 293,536 | 294,064 |
Healthcare [Member] | Scenario, Previously Reported [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 278,130 | 272,032 |
Healthcare [Member] | Transfer from Former Disputes, Forensics and Legal Technology Segment [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 15,934 | 15,934 |
Energy [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 80,109 | 77,924 |
Adjustments | 200 | 1,231 |
Foreign currency translation | (396) | 954 |
Net goodwill | 79,913 | 80,109 |
Energy [Member] | Scenario, Previously Reported [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 80,109 | 77,924 |
Financial Services Advisory and Compliance [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 48,786 | 48,108 |
Assets Held for Sale | (5,676) | |
Adjustments | (18) | (35) |
Foreign currency translation | (424) | 713 |
Net goodwill | 48,344 | 48,786 |
Financial Services Advisory and Compliance [Member] | Discontinued Operations, Held-for-sale | ||
Goodwill [Line Items] | ||
Assets Held for Sale | (5,676) | |
Financial Services Advisory and Compliance [Member] | Scenario, Previously Reported [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | $ 54,462 | $ 53,784 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net (Schedule of Finite-Lived Intangible Assets by Major Category) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Customer lists and relationships | $ 106,082 | $ 106,035 |
Non-compete agreements | 23,173 | 22,866 |
Other | 28,701 | 28,825 |
Intangible assets, at cost | 157,956 | 157,726 |
Less: accumulated amortization | (142,351) | (137,554) |
Intangible assets, net | $ 15,605 | $ 20,172 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net (Schedule of Intangible Assets Categories) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Years | 4 years | |
Amount | $ 15,605 | $ 20,172 |
Customer Lists and Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Years | 4 years 2 months 12 days | |
Amount | $ 13,786 | |
Non-compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Years | 2 years 7 months 6 days | |
Amount | $ 1,279 | |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Years | 3 years 7 months 6 days | |
Amount | $ 540 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets, Net (Schedule of Amortization Expense) (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2018 (includes January - September) | $ 6,602 |
2,019 | 4,513 |
2,020 | 3,525 |
2,021 | 3,697 |
2,022 | 680 |
2023 and thereafter | $ 1,760 |
Net Income Per Share (EPS) (Sch
Net Income Per Share (EPS) (Schedule of Weighted Average Number of Shares) (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Basic shares | 44,645 | 46,619 | 44,957 | 46,888 |
Contingently issuable shares | 48 | 54 | 34 | 68 |
Diluted shares | 45,932 | 48,017 | 46,438 | 48,561 |
Antidilutive shares | 28 | 348 | 32 | 177 |
Employee Stock Options [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Share-based awards | 169 | 87 | 164 | 168 |
Restricted Stock Units [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Share-based awards | 1,070 | 1,257 | 1,283 | 1,437 |
Share-Based Compensation Expe_3
Share-Based Compensation Expense (Schedule of Share-Based Compensation Expense Showing Amount Attributable to Each Category) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share Based Compensation [Abstract] | ||||
Amortization of restricted stock unit awards | $ 1,854 | $ 2,545 | $ 6,291 | $ 8,184 |
Amortization of stock option awards | 24 | 152 | 82 | 531 |
Discount given on employee stock purchase transactions through our Employee Stock Purchase Plan | 56 | 50 | 235 | 231 |
Total share-based compensation expense | $ 1,934 | $ 2,747 | $ 6,608 | $ 8,946 |
Share-Based Compensation Expe_4
Share-Based Compensation Expense (Schedule of Total Share-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total share-based compensation expense | $ 1,934 | $ 2,747 | $ 6,608 | $ 8,946 |
Cost Of Services Before Reimbursable Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total share-based compensation expense | 844 | 1,111 | 2,282 | 4,124 |
General And Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total share-based compensation expense | $ 1,090 | $ 1,636 | $ 4,326 | $ 4,822 |
Share-Based Compensation Expe_5
Share-Based Compensation Expense (Narrative) (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2018USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total compensation costs related to the outstanding or unvested stock-based compensation awards | $ 9.3 |
Weighted average remaining vesting period | 2 years |
Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Aggregate share-based awards granted | shares | 450,516 |
Aggregate fair value of share-based awards granted | $ 9.7 |
Supplemental Consolidated Bal_3
Supplemental Consolidated Balance Sheet Information (Components of Accounts Receivable, Net and Contract Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Billed amounts | $ 105,770 | $ 112,356 |
Engagements in process | 80,535 | 64,835 |
Allowance for uncollectible billed amounts | (7,115) | (6,288) |
Allowance for uncollectible engagements in process | (2,864) | (5,065) |
Accounts receivable, net and contract assets | $ 176,326 | $ 165,838 |
Supplemental Consolidated Bal_4
Supplemental Consolidated Balance Sheet Information (Components of Prepaid Expenses and Other Current Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Notes receivable - current | $ 862 | $ 1,352 |
Prepaid recruiting and retention incentives - current | 4,690 | 4,437 |
Other prepaid expenses and other current assets | 25,350 | 15,217 |
Prepaid expenses and other current assets | $ 30,902 | $ 21,006 |
Supplemental Consolidated Bal_5
Supplemental Consolidated Balance Sheet Information (Components of Other Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Notes receivable - non-current | $ 734 | $ 1,347 |
Capitalized client-facing assets | 774 | 1,821 |
Prepaid recruiting and retention incentives - non-current | 2,889 | 3,164 |
Prepaid expenses and other non-current assets | 4,593 | 3,046 |
Other assets | $ 8,990 | $ 9,378 |
Supplemental Consolidated Bal_6
Supplemental Consolidated Balance Sheet Information (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Supplemental Consolidated Balance Sheet Information [Line Items] | |||
Employee retention and signing bonuses, term, years | 3 years | ||
Sign-on and retention bonuses issued | $ 5,200 | $ 5,700 | |
Purchases of property and equipment | 11,300 | ||
Performance-based long-term incentive compensation liabilities | $ 1,100 | ||
Restricted Stock Units [Member] | |||
Supplemental Consolidated Balance Sheet Information [Line Items] | |||
Vesting period | 3 years | ||
Maximum [Member] | |||
Supplemental Consolidated Balance Sheet Information [Line Items] | |||
Lease expiration | Dec. 31, 2028 | ||
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |||
Supplemental Consolidated Balance Sheet Information [Line Items] | |||
Accounts payable | $ 3,994 | ||
Other Prepaid Expenses and Other Current Assets [Member] | Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |||
Supplemental Consolidated Balance Sheet Information [Line Items] | |||
Amount of receivable equal and off-setting other current liability relating to disposition | $ 14,000 | ||
Other Current Liabilities [Member] | Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |||
Supplemental Consolidated Balance Sheet Information [Line Items] | |||
Accounts payable | $ 14,000 |
Supplemental Consolidated Bal_7
Supplemental Consolidated Balance Sheet Information (Property and Equipment, Net) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 198,594 | $ 189,027 |
Less: accumulated depreciation and amortization | (131,337) | (117,595) |
Property and equipment, net | 67,257 | 71,432 |
Furniture, Fixtures and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 58,467 | 56,298 |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 90,689 | 86,611 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 49,438 | $ 46,118 |
Supplemental Consolidated Bal_8
Supplemental Consolidated Balance Sheet Information (Components of Other Current Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred acquisition liabilities - current | $ 2,661 | $ 3,897 |
Contract liabilities | 20,231 | 21,621 |
Deferred rent - current | 2,852 | 2,466 |
Other current liabilities | 15,369 | 2,566 |
Total other current liabilities | $ 41,113 | $ 30,550 |
Supplemental Consolidated Bal_9
Supplemental Consolidated Balance Sheet Information (Components of Other Non-Current Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred acquisition liabilities - non-current | $ 959 | $ 1,972 |
Deferred rent - non-current | 22,423 | 23,499 |
Other non-current liabilities | 2,681 | 1,131 |
Total other non-current liabilities | $ 26,063 | $ 26,602 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Summary of Activity in Accumulated Other Comprehensive Loss attributable to Navigant, Consulting Inc.) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | $ 687,334 | |||
Realized loss on foreign exchange | $ (16,677) | (16,677) | ||
Balance | 760,638 | 760,638 | ||
Realized gain on termination of derivatives | 452 | 452 | ||
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | (21,345) | $ (21,622) | (19,308) | $ (25,166) |
Unrealized (loss) gain | (1,232) | 1,865 | (3,269) | 5,409 |
Realized loss on foreign exchange | 16,677 | 16,677 | ||
Balance | (5,900) | (19,757) | (5,900) | (19,757) |
Accumulated Net Loss from Cash Flow Hedges Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | 460 | (30) | 130 | (40) |
Unrealized (loss) gain | 186 | (18) | 548 | (22) |
Reclassified to interest expense | (35) | 61 | (79) | 84 |
Income tax expense | (159) | (25) | (147) | (34) |
Balance | (12) | (12) | ||
Realized gain on termination of derivatives | (452) | (452) | ||
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | $ (5,900) | $ (19,769) | $ (5,900) | $ (19,769) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss (Narrative) (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Disputes, Forensics and Legal Technology and Transaction Advisory Services [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Other comprehensive income (loss), foreign currency translation loss | $ 16.7 |
Bank Debt (Narrative) (Details)
Bank Debt (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Line of Credit Facility [Line Items] | |||||
Revolving credit facility | $ 350,000,000 | $ 350,000,000 | |||
Maturity date of bank borrowings | Mar. 28, 2022 | ||||
Maximum borrowing capacity | 450,000,000 | $ 450,000,000 | |||
Aggregate bank borrowings | 0 | 0 | $ 132,944,000 | ||
Additional bank borrowings | $ 346,100,000 | $ 346,100,000 | |||
Credit agreement, average borrowing rate | 3.90% | 2.70% | 3.20% | 2.60% | |
LIBOR [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt facility, applicable margin | 1.00% | ||||
LIBOR [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt facility, applicable margin | 1.00% | ||||
LIBOR [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt facility, applicable margin | 2.00% | ||||
Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt facility, applicable margin | 0.00% | ||||
Base Rate [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt facility, applicable margin | 0.00% | ||||
Base Rate [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt facility, applicable margin | 1.00% | ||||
Letter of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Additional bank borrowings | $ 3,900,000 | $ 3,900,000 | |||
Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Consolidated leverage ratio | 350.00% | ||||
Consolidated interest coverage ratio | 4100.00% | ||||
Consolidated leverage ratio | 0.00% | ||||
Revolving Credit Facility [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Consolidated interest coverage ratio | 200.00% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
U.S. corporate income tax rate | 21.00% | 35.00% |
Increase in effective tax rate from continuing operations as a result of global intangible low-taxed income provision | 1.30% | |
Increase in effective tax rate from discontinued operations as a result of global intangible low-taxed income provision | 8.90% | |
Effective tax rate on excess returns earned directly from foreign services | 13.125% | |
Decrease in effective tax rate from continuing operations as a result of foreign derived intangible income provision | 4.00% | |
Decrease in effective tax rate from discontinued operations as a result of foreign derived intangible income provision | 0.90% | |
Increase in effective tax rate from continuing operations due to adjustments to provisional amounts | 0.30% |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | ||
Remeasurement of acquisition-related contingent consideration | $ 1,014 | $ 2,213 |
Fair Value (Changes in Deferred
Fair Value (Changes in Deferred Contingent Consideration Liabilities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition, Contingent Consideration [Line Items] | |||
Beginning Balance | $ 3,870 | $ 1,723 | |
Accretion of acquisition-related contingent consideration | 151 | 208 | |
Remeasurement of acquisition-related contingent consideration | $ 1,014 | 2,213 | |
Payments | (1,170) | (8,630) | |
Ending Balance | $ 3,814 | 1,665 | 3,814 |
Other Acquisitions [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Payments | $ (2,356) | $ (330) |