Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 01, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'NOVATION COMPANIES, INC. | ' |
Entity Central Index Key | '0001025953 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 91,479,519 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets | ' | ' |
Cash and cash equivalents of continuing operations | $39,580 | $7,222 |
Marketable securities, current | 16,530 | 3,728 |
Service fee receivable, net of allowance of $52 and $14, respectively | 934 | 424 |
Other current assets | 1,302 | 1,648 |
Current assets held for sale | 1,245 | 2,098 |
Current assets of discontinued operations | 0 | 7,517 |
Total current assets | 59,591 | 22,637 |
Non-Current Assets | ' | ' |
Marketable securities, non-current | 4,554 | 0 |
Property and equipment, net of accumulated depreciation | 3,873 | 3,596 |
Deferred income tax asset, net | 1,041 | 1,101 |
Other assets | 1,367 | 760 |
Non-current assets held for sale | 370 | 431 |
Non-current assets of discontinued operations | 0 | 5,517 |
Total non-current assets | 11,205 | 11,405 |
Total assets | 70,796 | 34,042 |
Current Liabilities | ' | ' |
Accounts payable | 2,723 | 2,391 |
Deferred income tax liability, net | 1,041 | 1,101 |
Other current liabilities | 533 | 1,561 |
Current liabilities held for sale | 1,909 | 1,817 |
Current liabilities of discontinued operations | 0 | 6,495 |
Total current liabilities | 6,206 | 13,365 |
Non-Current Liabilities | ' | ' |
Senior notes | 84,957 | 83,867 |
Other liabilities | 1,359 | 3,666 |
Non-current liabilities held for sale | 1,504 | 1,140 |
Non-current liabilities of discontinued operations | 0 | 224 |
Total non-current liabilities | 87,820 | 88,897 |
Total liabilities | 94,026 | 102,262 |
Commitments and contingencies (Note 8) | ' | ' |
Capital stock, $0.01 par value per share, 120,000,000 shares authorized: | ' | ' |
Common stock, 91,479,519 shares issued and outstanding | 915 | 915 |
Additional paid-in capital | 743,663 | 739,468 |
Accumulated deficit | -770,735 | -811,742 |
Accumulated other comprehensive income | 2,927 | 3,103 |
Total Novation Companies, Inc. shareholders' deficit | -23,230 | -68,256 |
Noncontrolling interests | 0 | 36 |
Total shareholders' deficit | -23,230 | -68,220 |
Total liabilities and shareholders' deficit | $70,796 | $34,042 |
Balance_Sheet_Parenthetical
Balance Sheet Parenthetical (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Current Assets: | ' | ' |
Allowance for doubtful accounts, service fee receivable | $52 | $14 |
Shareholders' deficit: | ' | ' |
Capital stock, par value | $0.01 | $0.01 |
Capital stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 91,479,519 | 91,479,519 |
Common stock, shares outstanding | 91,479,519 | 91,479,519 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Income and Revenues: | ' | ' | ' | ' |
Service fee income | $2,932 | $1,653 | $10,603 | $8,370 |
Interest income - mortgage securities | 1,610 | 1,488 | 3,396 | 2,405 |
Total | 4,542 | 3,141 | 13,999 | 10,775 |
Costs and Expenses: | ' | ' | ' | ' |
Cost of services | 2,663 | 1,278 | 6,127 | 4,817 |
Selling, general and administrative expense | 6,596 | 5,576 | 12,969 | 11,484 |
Total | 9,259 | 6,854 | 19,096 | 16,301 |
Other income | 9 | 161 | 64 | 1,445 |
Interest expense | -799 | -800 | -1,595 | -1,584 |
Loss from continuing operations before income taxes | -5,507 | -4,352 | -6,628 | -5,665 |
Income tax (benefit) expense, continuing operations | -7,258 | 26,528 | -7,230 | 27,666 |
Net income (loss) from continuing operations | 1,751 | -30,880 | 602 | -33,331 |
Income from discontinued operations, net of income taxes | 38,493 | 4,311 | 40,405 | 7,417 |
Net income (loss) | 40,244 | -26,569 | 41,007 | -25,914 |
Less: Net (loss) income attributable to noncontrolling interests | -33 | 24 | 0 | -77 |
Net income (loss) attributable to Novation | $40,277 | ($26,593) | $41,007 | ($25,837) |
Earnings Per Share attributable to Novation: | ' | ' | ' | ' |
Basic, in dollars per share | $0.44 | ($0.29) | $0.45 | ($0.28) |
Diluted, in dollars per share | $0.44 | ($0.29) | $0.45 | ($0.28) |
Weighted average basic shares outstanding | 90,866,933 | 90,716,933 | 90,866,933 | 90,716,933 |
Weighted average diluted shares outstanding | 90,940,843 | 90,716,933 | 90,904,092 | 90,716,933 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Net income (loss) | $40,244 | ($26,569) | $41,007 | ($25,914) |
Other comprehensive income: | ' | ' | ' | ' |
Change in unrealized gain on mortgage securities b available-for-sale (Note 9) | 50 | 146 | -176 | -473 |
Total comprehensive income (loss) | 40,294 | -26,423 | 40,831 | -26,387 |
Less: Net (loss) income attributable to noncontrolling interests | -33 | 24 | 0 | -77 |
Total comprehensive income (loss) attributable to Novation | $40,327 | ($26,447) | $40,831 | ($26,310) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Shareholders' Equity (Deficit) (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] | Noncontrolling Interest [Member] |
In Thousands, unless otherwise specified | ||||||
Balance at Dec. 31, 2012 | ($2,024) | $915 | $740,171 | ($744,213) | $3,301 | ($2,198) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Compensation recognized under stock compensation plans | 231 | ' | 231 | ' | ' | ' |
Contributions from noncontrolling interests | 83 | ' | ' | ' | ' | 83 |
Distributions to noncontrolling interests | -384 | ' | ' | ' | ' | -384 |
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | 0 | ' | -1,863 | ' | ' | 1,863 |
Net income (loss) | -25,914 | ' | ' | -25,837 | ' | -77 |
Other comprehensive loss | -473 | ' | ' | ' | -473 | ' |
Balance at Jun. 30, 2013 | -28,481 | 915 | 738,539 | -770,050 | 2,828 | -713 |
Balance at Dec. 31, 2013 | -68,220 | 915 | 739,468 | -811,742 | 3,103 | 36 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Compensation recognized under stock compensation plans | 381 | ' | 381 | ' | ' | ' |
Distributions to noncontrolling interests | -5 | ' | ' | ' | ' | -5 |
Noncontrolling Interest, Increase from Forgiveness of Note Payable to Related Party | 3,921 | ' | 3,814 | ' | ' | 107 |
Noncontrolling Interest, Decrease from Deconsolidation | -138 | ' | ' | ' | ' | -138 |
Net income (loss) | 41,007 | ' | ' | 41,007 | ' | 0 |
Other comprehensive loss | -176 | ' | ' | ' | -176 | ' |
Balance at Jun. 30, 2014 | ($23,230) | $915 | $743,663 | ($770,735) | $2,927 | $0 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income (loss) | $41,007 | ($25,914) |
Income from discontinued operations, net of income taxes | 40,405 | 7,417 |
Net income (loss) from continuing operations | 602 | -33,331 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ' | ' |
Accretion of mortgage securities | -385 | -373 |
Provision for (recovery of) bad debt, net | 298 | -1,051 |
Amortization of deferred debt issuance costs and senior debentures discount | 1,090 | 1,051 |
Fair value adjustments | 0 | 150 |
Impairment of other assets held for sale | 689 | 0 |
Loss on disposal of fixed assets | 6 | 1 |
Compensation recognized under stock compensation plans | 381 | 231 |
Depreciation expense | 818 | 540 |
Deferred taxes | -7,230 | 27,600 |
Eliminations of intercompany activity | 1,822 | 3,142 |
Changes in: | ' | ' |
Due from discontinued operations | 730 | -366 |
Service fee receivable | -831 | -181 |
Restricted cash | 0 | 64 |
Other current assets and liabilities, net | 529 | 474 |
Other noncurrent assets and liabilities, net | 373 | 1,050 |
Deferred revenue | -82 | 6 |
Accounts payable and accrued expenses | -1,331 | 1,934 |
Net cash (used in) provided by operating activities of continuing operations | -2,521 | 641 |
Net cash (used in) provided by operating activities of discontinued operations | -2,480 | 3,779 |
Net cash (used in) provided by operating activities | -5,001 | 4,420 |
Cash flows from investing activities: | ' | ' |
Proceeds from paydowns of mortgage securities | 385 | 404 |
Restricted cash, net | -3 | 0 |
Proceeds from paydowns of notes receivable | 0 | 1,663 |
Issuance of notes receivable | 0 | -200 |
Proceeds from sale of subsidiary | 54,748 | 0 |
Purchases of available-for-sale securities | -17,536 | 0 |
Purchase of cost method investment | -600 | 0 |
Purchases of property and equipment | -913 | -1,420 |
Net cash provided by investing activities of continuing operations | 36,081 | 447 |
Net cash used in investing activities of discontinued operations | -556 | -33 |
Net cash provided by investing activities | 35,525 | 414 |
Cash flows from financing activities: | ' | ' |
Payments for contributions of capital to discontinued operations | -1,054 | -1,068 |
Proceeds from distributions of earnings of discontinued operations | 0 | 4,031 |
Principal payments under capital leases | -148 | -110 |
Paydowns of note payable to related party | 0 | -250 |
Net cash (used in) provided by financing activities of continuing operations | -1,202 | 2,603 |
Net cash provided by (used in) financing activities of discontinued operations | 991 | -3,322 |
Net cash used in financing activities | -211 | -719 |
Net increase in cash and cash equivalents of continuing operations | 32,358 | 3,691 |
Cash and cash equivalents of continuing operations, beginning of period | 7,222 | 8,851 |
Cash and cash equivalents of continuing operations, end of period | 39,580 | 12,542 |
Net (decrease) increase in cash and cash equivalents of discontinued operations | -2,045 | 424 |
Cash and cash equivalents of discontinued operations, beginning of period | 2,045 | 7,511 |
Cash and cash equivalents of discontinued operations, end of period | 0 | 7,935 |
Supplemental Disclosure of Cash Flow Information | ' | ' |
Cash paid for interest | 551 | 278 |
Cash received from income taxes, net | 37 | 21 |
Cash received on mortgage securities - available-for-sale with no cost basis | 3,011 | 2,032 |
Non-cash investing and financing activities: | ' | ' |
Assets acquired under capital lease | 140 | 294 |
Exchange of membership interests for forgiveness of note payable to related party | 3,921 | 0 |
Acquisition of noncontrolling interest for extinguishment of intercompany debt | $0 | $1,863 |
Financial_Statement_Presentati
Financial Statement Presentation | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Financial Statement Presentation | ' |
Financial Statement Presentation | |
Description of Operations – Novation Companies, Inc. (the “Company” or "Novation" or "we” or “us”) acquires and operates technology-enabled service businesses, with a focus on building and developing these businesses to create long-term value. | |
The Company owns 100% of CorvisaCloud, LLC ("CorvisaCloud"). CorvisaCloud provides cloud-based communication software under the CorvisaOne™ brand and implementation consulting services for its own clients as well as clients of a leading customer relationship management (CRM) software provider. | |
The Company owns 100% of Advent Financial Services LLC (“Advent”). Advent provides financial settlement services for professional tax preparers nationwide. On June 6, 2014 the Company announced that it was exploring alternatives for Advent with the goal of selling or exiting the business by the end of 2014. As a result, the operations of Advent will be included in continuing operations until the date on which the business is sold or, in the event the business is abandoned, the run-off operations have ceased. The assets and liabilities of Advent have been classified as held for sale as of June 30, 2014. See Note 3 to the condensed consolidated financial statements for additional information regarding these developments. | |
On April 16, 2014, the Company and the non-controlling members of StreetLinks, a national residential appraisal and mortgage real estate valuation management services company, entered into a purchase and sale agreement with Assurant Services, LLC, a subsidiary of Assurant, Inc. ("Assurant"), pursuant to which Assurant purchased 100% of the outstanding membership units of StreetLinks. This transaction closed on April 16, 2014. See Note 3 to the condensed consolidated financial statements for additional information regarding this transaction. The operations of StreetLinks have been classified as discontinued operations for all periods presented. | |
Effective February 27, 2013 the Company and non-controlling owners agreed to dissolve Mango Moving, LLC ("Mango"), a third-party logistics provider within the household goods industry, and abandon its operations. As discussed in Note 3, the operations of Mango have been classified as discontinued operations for all periods presented. | |
Financial Statement Presentation – The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the period. The Company uses estimates and judgments in establishing the fair value of its mortgage securities and accounting for income taxes, including the determination of the timing of the establishment or release of the valuation allowance related to the deferred tax asset balances and reserves for uncertain tax positions. While the condensed consolidated financial statements and footnotes reflect the best estimates and judgments of management at the time, actual results could differ significantly from those estimates. | |
Cash equivalents consist of liquid investments with an original maturity of three months or less. Cash equivalents are stated at cost, which approximates fair value. | |
The condensed consolidated financial statements of the Company include the accounts of all wholly-owned and majority-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. | |
The Company's condensed consolidated financial statements are unaudited. In the opinion of management, all necessary adjustments have been made, which were of a normal and recurring nature, for a fair presentation of the condensed consolidated financial statements. | |
The Company's condensed consolidated financial statements should be read in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations and the consolidated financial statements of the Company and the notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2013. |
New_Accounting_Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
New Accounting Pronouncements | ' |
New Accounting Pronouncements | |
In May 2014, the FASB issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606), which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The ASU applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. Compared with current U.S. GAAP, the ASU also requires significantly expanded disclosures about revenue recognition. The ASU is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early application is not permitted. The Company is evaluating the impact of ASU 2014-09 on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. | |
In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which amends the definition of a discontinued operation in ASC 205-20 and requires entities to provide additional disclosures about discontinued operations as well as disposal transactions that do not meet the discontinued-operations criteria. The FASB issued the ASU to provide more decision-useful information and to make it more difficult for a disposal transaction to qualify as a discontinued operation. The ASU is effective prospectively for all disposals (except disposals classified as held for sale before the adoption date) or components initially classified as held for sale in periods beginning on or after December 15, 2014. Early adoption is permitted. The impact of the adoption of ASU 2014-08 on the Company's financial statements will be based on future disposal activity. | |
In September 2013, the U.S. Department of the Treasury and the IRS released final regulations providing guidance on the application of IRC Section 263(a) to amounts paid to acquire, produce, or improve tangible property, as well as rules for materials and supplies (“Tangible Property Regulations”). While the Tangible Property Regulations are generally effective for taxable years beginning on or after January 1, 2014, taxpayers are permitted to early adopt provisions for years beginning on or after January 1, 2012. This guidance did not have a significant impact on the Company's financial statements. | |
In July 2013, the FASB issued ASU 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (a consensus of the FASB Emerging Issues Task Force), which provides guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss (NOL) carryforward, a similar tax loss, or a tax credit carryforward exists. The FASB's objective in issuing this ASU is to eliminate diversity in practice resulting from a lack of guidance on this topic in current U.S. GAAP. This ASU applies to all entities with unrecognized tax benefits that also have tax loss or tax credit carryforwards in the same tax jurisdiction as of the reporting date and is effective for fiscal years beginning after December 15, 2013, and interim periods within those years. This guidance did not have a significant impact on the Company's financial statements. |
Divestitures_Notes
Divestitures (Notes) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||||||||
Disposal Groups, Including Discontinued Operations, Disclosure | ' | |||||||||||||||
Divestitures | ||||||||||||||||
Held for Sale | ||||||||||||||||
Advent Financial Services, LLC (Financial Intermediary Segment) | ||||||||||||||||
On April 16, 2014 the Company announced a significant strategic shift with the sale of StreetLinks, which is discussed below, and the decision to focus our resources primarily on the business of CorvisaCloud. This decision was based largely on the Company's firm belief that CorvisaCloud represents a better opportunity for Novation to build long-term shareholder value. On June 6, 2014 the Company announced that it was exploring alternatives for Advent with the goal of selling or exiting the business by the end of 2014. As a result, the operations of Advent will be included in continuing operations until the date on which the business is sold or, in the event the business is abandoned, the run-off operations have ceased. Based on the Company's analysis of the facts and circumstances existing as of June 30, 2014, which included an assessment as to the progress of discussions with potential buyers, the Company classified Advent as held for sale in accordance with the relevant accounting guidance. | ||||||||||||||||
The major classes of assets and liabilities held for sale as of June 30, 2014 and December 31, 2013 are detailed below: | ||||||||||||||||
30-Jun-14 | December 31, | |||||||||||||||
2013 | ||||||||||||||||
Assets | ||||||||||||||||
Current Assets | ||||||||||||||||
Service fee receivable, net | 92 | 69 | ||||||||||||||
Restricted cash, current | 1,035 | 1,035 | ||||||||||||||
Other current assets | 118 | 994 | ||||||||||||||
Total current assets | 1,245 | 2,098 | ||||||||||||||
Non-Current Assets | ||||||||||||||||
Property and equipment, net of accumulated depreciation | 359 | 420 | ||||||||||||||
Other assets | 11 | 11 | ||||||||||||||
Total non-current assets | 370 | 431 | ||||||||||||||
Total assets | $ | 1,615 | $ | 2,529 | ||||||||||||
Liabilities | ||||||||||||||||
Current Liabilities | ||||||||||||||||
Accounts payable | $ | 39 | $ | 103 | ||||||||||||
Accrued expenses | 1,839 | 1,669 | ||||||||||||||
Due to Novation (A) | 1,430 | 5,650 | ||||||||||||||
Other current liabilities | 31 | 45 | ||||||||||||||
Total current liabilities | 3,339 | 7,467 | ||||||||||||||
Non-Current Liabilities | ||||||||||||||||
Other liabilities | 1,504 | 1,140 | ||||||||||||||
Total non-current liabilities | 1,504 | 1,140 | ||||||||||||||
Total liabilities | $ | 4,843 | $ | 8,607 | ||||||||||||
(A) | Amounts due to Novation are eliminated upon consolidation. As such, these amounts are not included in the consolidated balance sheets for any periods presented. | |||||||||||||||
Discontinued Operations | ||||||||||||||||
StreetLinks, LLC (Appraisal Management Segment) | ||||||||||||||||
On April 16, 2014, the Company and non-controlling members of StreetLinks (the "Sellers") entered into a purchase and sale agreement with Assurant, pursuant to which Assurant purchased 100% of the outstanding membership units of StreetLinks in exchange for $60.0 million paid in cash at closing and up to $12.0 million in post-closing consideration contingent upon the total revenue of StreetLinks in fiscal years 2015 and 2016. The sale closed on April 16, 2014. The Company received approximately $53.9 million in cash proceeds at closing, of which $1.0 million was used to make certain earned bonus payments to three StreetLinks executives. Subsequent to closing, the Company received an additional $0.8 million relating to adjustments for working capital. | ||||||||||||||||
The post-closing consideration provides for payment if (a) the total revenue of StreetLinks is $184 million or more for calendar year 2015, Assurant shall pay to the Sellers an aggregate of $12.0 million; but if not, then (b) if the total revenue of StreetLinks is greater than $167.5 million for the calendar year 2016, Assurant shall pay to Sellers up to an aggregate of $12.0 million, based on a linear scale where full payment of the $12.0 million would occur at total revenue of $184 million. The post-closing consideration will be reduced for certain earned bonus payments to three StreetLinks executives of $2.0 million if the maximum post-closing consideration is earned and otherwise prorated based on the same linear scale. | ||||||||||||||||
The transaction resulted in a gain of approximately $48.2 million, which is included in the net income from discontinued operations line on the condensed consolidated statement of operations. Also included in net income from discontinued operations are approximately $1.8 million of transaction-related expenses, such as legal and consulting fees. | ||||||||||||||||
In connection with the sale, the Company and Assurant also entered into a transition services agreement, pursuant to which the Company will provide ongoing information technology, human resources management and accounting services to StreetLinks for a period of up to eighteen months. The cash flows related to these services are not significant to StreetLinks. The Company will have no significant continuing involvement with StreetLinks beyond the transition services. Professional service fees earned by the ongoing entity under the transition services agreement are included in service fee income on the condensed consolidated statement of operations. | ||||||||||||||||
The Company has also executed a Non-Competition, Non-Solicitation and Non-Disclosure Agreement with StreetLinks providing that Novation will be prohibited from competing in the real estate appraisal management or valuation services business for a period of four years. | ||||||||||||||||
Mango Moving LLC (Logistics Segment) | ||||||||||||||||
Because of continued capital demands and difficulties generating positive cash flows or earnings, effective February 27, 2013, the Company committed to a plan to abandon the operations of Mango, which comprised the Company's entire Logistics segment. The run-off operations of Mango ceased during the first quarter of 2013, and the Company will not have any significant continuing involvement in Mango. | ||||||||||||||||
Results of Discontinued Operations | ||||||||||||||||
For the six and three months ended June 30, 2014, net income from discontinued operations consists of the net operating income and losses of the disposed entities and any necessary eliminations through the date of sale or disposal, the gain on the sale of StreetLinks, income tax expense, and transaction-related expenses. For the six and three month periods ended June 30, 2013, net income (loss) from discontinued operations consists solely of the net operating income and losses of the disposed entities and any necessary eliminations. | ||||||||||||||||
The results of the Company's discontinued operations are summarized below: | ||||||||||||||||
For the Six Months Ended | For the Three Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Service fee income | $ | 29,131 | $ | 84,310 | $ | 5,247 | $ | 43,165 | ||||||||
Income from discontinued operations before income taxes | $ | 48,232 | $ | 7,417 | $ | 46,320 | $ | 4,311 | ||||||||
Income tax expense | 7,827 | — | 7,827 | — | ||||||||||||
Income from discontinued operations, net of income taxes | $ | 40,405 | $ | 7,417 | $ | 38,493 | $ | 4,311 | ||||||||
The major classes of assets and liabilities of discontinued operations as of December 31, 2013 are detailed below. There were no remaining assets or liabilities of discontinued operations as of June 30, 2014 | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | ||||||||||||||||
Assets | ||||||||||||||||
Current Assets | ||||||||||||||||
Cash and cash equivalents | $ | 2,045 | ||||||||||||||
Service fee receivable, net | 4,781 | |||||||||||||||
Other current assets | 691 | |||||||||||||||
Total current assets | 7,517 | |||||||||||||||
Non-Current Assets | ||||||||||||||||
Property and equipment, net of accumulated depreciation | 909 | |||||||||||||||
Goodwill | 3,170 | |||||||||||||||
Other assets | 1,438 | |||||||||||||||
Total non-current assets | 5,517 | |||||||||||||||
Total assets | $ | 13,034 | ||||||||||||||
Liabilities | ||||||||||||||||
Current Liabilities | ||||||||||||||||
Accounts payable | $ | 3,122 | ||||||||||||||
Accrued expenses | 2,574 | |||||||||||||||
Deferred revenue | 621 | |||||||||||||||
Due to Novation (A) | 717 | |||||||||||||||
Other current liabilities | 178 | |||||||||||||||
Total current liabilities | 7,212 | |||||||||||||||
Non-Current Liabilities | ||||||||||||||||
Other liabilities | 224 | |||||||||||||||
Total non-current liabilities | 224 | |||||||||||||||
Total liabilities | $ | 7,436 | ||||||||||||||
(A) | Amounts due to Novation are eliminated upon consolidation. As such, these amounts are not included in the consolidated balance sheets for any periods presented. |
Marketable_Securities
Marketable Securities | 6 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||||||||||
Mortgage Securities | ' | |||||||||||||||||||||||
Marketable Securities | ||||||||||||||||||||||||
The following table presents certain information on the Company's portfolio of available-for-sale securities as of June 30, 2014 and December 31, 2013 (dollars in thousands): | ||||||||||||||||||||||||
As of June 30, 2014 | ||||||||||||||||||||||||
Description of Securities | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||||||||||
Marketable securities, current | ||||||||||||||||||||||||
Corporate notes and bonds | $ | 6,850 | $ | — | $ | (2 | ) | $ | 6,848 | |||||||||||||||
Agency securities | 6,130 | — | — | 6,130 | ||||||||||||||||||||
Mortgage securities | 625 | 2,927 | — | 3,552 | ||||||||||||||||||||
Total | $ | 13,605 | $ | 2,927 | $ | (2 | ) | $ | 16,530 | |||||||||||||||
Marketable securities, non-current | ||||||||||||||||||||||||
Corporate notes and bonds | $ | 4,556 | $ | — | $ | (2 | ) | $ | 4,554 | |||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
Description of Securities | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||||||||||
Marketable securities, current | ||||||||||||||||||||||||
Mortgage securities | $ | 625 | $ | 3,103 | $ | — | $ | 3,728 | ||||||||||||||||
Prior to 2008, the Company originated, purchased, securitized, sold, invested in and serviced residential nonconforming mortgage loans and mortgage securities. As a result of those activities, we acquired mortgage securities that continue to be a source of our earnings and cash flow. As of June 30, 2014 and December 31, 2013, these mortgage securities consisted entirely of the Company's investment in the residual securities issued by securitization trusts sponsored by the Company. Residual securities consist of interest-only, prepayment penalty and overcollateralization bonds. | ||||||||||||||||||||||||
There were no other-than-temporary impairments relating to available-for-sale securities for the six and three months ended June 30, 2014 and 2013. The average remaining maturities of the Company’s short-term and long-term available-for-sale investments at June 30, 2014 were approximately six months and fifteen months, respectively. Maturities of mortgage securities owned by the Company depend on repayment characteristics and experience of the underlying financial instruments. See Note 9 to the condensed consolidated financial statements for details on the Company's fair value methodology. | ||||||||||||||||||||||||
Variable Interest Entities | ||||||||||||||||||||||||
The following table relates to the securitizations where the Company retained an interest in the assets issued by the securitization trust, a variable interest entity or VIE (dollars in thousands): | ||||||||||||||||||||||||
Size/Principal Outstanding (A) | Assets on Balance Sheet (B) | Liabilities on Balance Sheet | Maximum Exposure to Loss(C) | Year to Date Loss on Sale | Year to Date Cash Flows (D) | |||||||||||||||||||
June 30, 2014 | $ | 4,295,594 | $ | 3,552 | $ | — | $ | 3,552 | $ | — | $ | 3,395 | ||||||||||||
December 31, 2013 | 4,811,987 | 3,728 | — | 3,728 | — | 2,436 | ||||||||||||||||||
(A) | Size/principal outstanding reflects the estimated principal of the underlying assets held by the VIE. | |||||||||||||||||||||||
(B) | Assets on balance sheet are securities issued by the entity and are recorded in the mortgage securities line item on the condensed consolidated balance sheets. | |||||||||||||||||||||||
(C) | The maximum exposure to loss includes the assets held by the Company and assumes a total loss on the referenced assets held by the VIE. | |||||||||||||||||||||||
(D) | Year to date cash flows are for the six months ended June 30, 2014 and 2013, respectively. |
Business_Combinations_and_Cons
Business Combinations and Consolidation | 6 Months Ended |
Jun. 30, 2014 | |
Business Combinations [Abstract] | ' |
Business Combinations and Consolidation | ' |
Business Combinations and Consolidation | |
Prior to 2013, the Company entered into a Membership Interest Purchase Agreement (the "Unit Purchase Agreement") with its Chief Operating Officer, Mr. Steve Haslam, pursuant to which Mr. Haslam sold 1,927 units in StreetLinks to the Company in exchange for a total purchase price of $6.1 million, payable in quarterly installments. At the time of the original transaction, Mr. Haslam's units represented approximately 5% of the outstanding StreetLinks membership units. On April 16, 2014, the Company and Mr. Haslam agreed to terminate the Unit Purchase Agreement. In full satisfaction of the Company's outstanding obligations under the Unit Purchase Agreement, which are discussed further in Note 7 to the condensed consolidated financial statements, the Company transferred back to Mr. Haslam 1,218 StreetLinks membership units (approximately 3% of StreetLinks), which represents the portion of the membership units attributable to the $3.9 million in unpaid installment payments and $0.2 million in interest remaining under the Unit Purchase Agreement. The termination of the Unit Purchase Agreement and simultaneous transfer of 1,218 StreetLinks membership units to Mr. Haslam reduced the Company's ownership interest to approximately 88% as of April 16, 2014. | |
During the fourth quarter of 2013, the Company, through a series of transactions with the minority owners of CorvisaCloud, acquired an additional 15% ownership stake in CorvisaCloud for a total purchase price of approximately $0.6 million. These transactions increased the Company's ownership interest in CorvisaCloud to 100% as of December 31, 2013. | |
Prior to 2013, Advent entered into a revolving note and revolving credit agreement with the Company whereby the noncontrolling members of Advent pledged their membership interests as security for Advent's obligations under the agreements. As a result of Advent's default under the agreements, during the second quarter of 2013 the Company foreclosed on the membership interests of the noncontrolling members in full satisfaction of Advent's outstanding intercompany debt obligations. At the time of foreclosure, Advent's noncontrolling members held approximately 22% of the outstanding membership interests. Therefore, the foreclosure raised the Company's ownership interest in Advent to 100% as of December 31, 2013. In accordance with the relevant accounting guidance, this debt extinguishment was treated as an equity transaction, reducing both additional paid in capital and Advent's noncontrolling interest deficit by approximately $1.9 million on a consolidated basis with no corresponding gain or loss recognized in the condensed consolidated statement of operations. |
Property_and_Equipment_Net
Property and Equipment, Net | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property and Equipment, Net | ' | |||||||
Property and Equipment, Net | ||||||||
All of the Company's property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related assets. The estimated useful lives of the Company's property and equipment are the lesser of 5 years or remaining lease term for leasehold improvements, 5 years for furniture and fixtures, 3 to 5 years for office and computer equipment, and 3 years for software. | ||||||||
Maintenance and repairs are charged to expense. Major renewals and improvements are capitalized. Gains and losses on dispositions are credited or charged to earnings as incurred. Depreciation and amortization expense relating to property and equipment was $0.8 million and $0.4 million for the six and three months ended June 30, 2014, respectively and $0.5 million and $0.3 million for the six and three months ended June 30, 2013, respectively. | ||||||||
The following table shows the Company's property and equipment, net as of June 30, 2014 and December 31, 2013 (dollars in thousands): | ||||||||
June 30, | December 31, | |||||||
2014 | 2013 | |||||||
Furniture, fixtures and office equipment | $ | 592 | $ | 509 | ||||
Hardware and computer equipment | 2,681 | 2,382 | ||||||
Software | 2,714 | 2,309 | ||||||
Leasehold improvements | 757 | 727 | ||||||
Total Cost | 6,744 | 5,927 | ||||||
Less: Accumulated depreciation and amortization | (2,871 | ) | (2,331 | ) | ||||
Property and equipment, net | $ | 3,873 | $ | 3,596 | ||||
The hardware and computer equipment amount above includes gross assets under capital leases of $0.7 million as of both June 30, 2014 and December 31, 2013. Accumulated depreciation and amortization relating to these assets totaled approximately $0.4 million and $0.3 million as of June 30, 2014 and December 31, 2013, respectively. |
Borrowings
Borrowings | 6 Months Ended |
Jun. 30, 2014 | |
Borrowings [Abstract] | ' |
Borrowings | ' |
Borrowings | |
Senior Notes – The Company has outstanding unsecured senior notes pursuant to three indentures (collectively, the “Senior Notes”) with an aggregate principal balance of $85.9 million. The Senior Notes were created through an exchange of the Company's previously outstanding junior subordinated notes that occurred prior to 2012. This exchange was considered a modification of a debt instrument for accounting purposes, therefore the Company uses the effective interest method to accrete from the existing balances of $85.0 million and $83.9 million as of June 30, 2014 and December 31, 2013, respectively to the aggregate principal balance of $85.9 million. | |
The Senior Notes accrue interest at a rate of 1.0% until the earlier of (a) the completion of an equity offering by the Company or its subsidiaries that results in proceeds of $40 million or more or (b) January 1, 2016. Thereafter, the Senior Notes will accrue interest at a rate of three-month LIBOR plus 3.5% (the “Full Rate”). Interest on the Senior Notes is paid on a quarterly basis and no principal payments are due until maturity on March 30, 2033. | |
The indentures governing the Senior Notes (the “Indentures”) contain certain restrictive covenants (the “Negative Covenants”) subject to certain exceptions in the Indentures, including written consent of the holders of the Senior Notes. The Negative Covenants prohibit the Company and its subsidiaries, from among other things, incurring debt, permitting any lien upon any of its property or assets, making any cash dividend or distribution or liquidation payment, acquiring shares of the Company or its subsidiaries, making payment on debt securities of the Company that rank pari passu or junior to the Senior Notes, or disposing of any equity interest in its subsidiaries or all or substantially all of the assets of its subsidiaries. The Negative Covenants remain in effect until both of the following conditions are met: 1) the Senior Notes begin accruing interest at the Full Rate, and 2) the Company satisfies certain financial covenants (the “Financial Covenants”). Satisfaction of the Financial Covenants requires the Company to demonstrate on a consolidated basis that (1) its Tangible Net Worth is equal to or greater than $40 million, and (2) either (a) the Interest Coverage Ratio is equal to or greater than 1.35x, or (b) the Leverage Ratio is not greater than 95%. As the Senior Notes were not accruing interest at the Full Rate, the Negative Covenants, as defined above, were still in effect as of June 30, 2014 and December 31, 2013. Compliance with the Financial Covenants is required only when the Company seeks to take action prohibited by the Negative Covenants that has not been approved by the holders of the Senior Notes. | |
As discussed in Note 3, the Company and the non-controlling members of StreetLinks entered into a purchase and sale agreement with Assurant, pursuant to which Assurant purchased 100% of the outstanding membership units of StreetLinks. The sale of a subsidiary is not prohibited by the Negative Covenants provided that the sale is at fair market value and the proceeds are reinvested in the Company. As such, the Company was in compliance with all Negative Covenants as of June 30, 2014 and December 31, 2013, and therefore the Company was under no obligation to comply with the Financial Covenants during these periods. | |
Note Payable to Related Party – As detailed in Note 3, on April 16, 2014, the Company and Mr. Haslam agreed to terminate the Unit Purchase Agreement. In full satisfaction of the Company's outstanding obligation under the Unit Purchase Agreement, the Company transferred back to Mr. Haslam 1,218 StreetLinks membership units, which represents the portion of the membership units attributable to the $3.9 million in unpaid installment payments and $0.2 million in interest remaining under the Unit Purchase Agreement. | |
As of December 31, 2013, current maturities of the note payable to Mr. Haslam under the Unit Purchase Agreement of approximately $1.3 million and noncurrent maturities of $2.6 million are included in the other current liabilities and other liabilities line items, respectively, in the Company's condensed consolidated balance sheets. | |
Capital Leases – The Company leases hardware and computer equipment under capital leases. These capital leases are payable in 36 monthly installments and mature between August 2014 and June 2017. Current maturities of obligations under capital leases were approximately $0.2 million as of both June 30, 2014 and December 31, 2013. Noncurrent maturities of obligations under capital leases were approximately $0.2 million as of both June 30, 2014 and December 31, 2013, respectively. Due to the immaterial nature of these obligations with regard to the Company's financial statements as a whole, current maturities and noncurrent maturities of capital leases are included in the other current liabilities and other liabilities line items, respectively, in the Company's condensed consolidated balance sheets. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Contingencies – Prior to 2008, the Company originated, purchased, securitized, sold, invested in and serviced residential nonconforming mortgage loans and mortgage securities. The Company has received indemnification and loan repurchase demands with respect to alleged violations of representations and warranties (“defects”) made in loan sale and securitization documents. These demands have been received substantially beginning in 2006 and have continued into 2014. Prior to the Company ceasing the origination of loans in its mortgage lending business, it sold loans to securitization trusts and other third parties and agreed to repurchase a loan due to missing documentation or breaches of representations or warranties made in sale documents that materially adversely affected the value of the loan. Beginning in 1997 and ending in 2007, affiliates of the Company sold loans to securitization trusts and third parties with the potential of such repurchase obligations. The aggregate original principal balance of these loans was $43.1 billion at the time of sale or securitization. The remaining principal balance of these loans is not available as these loans are serviced by third parties and may have been refinanced, sold or liquidated. Claims to repurchase loans or to indemnify under securitization documents have not been acknowledged as valid by the Company. In some cases, claims were made against affiliates of the Company that have ceased operations and have no or limited assets. The Company has not repurchased any loans or made any such indemnification payments since 2010. | |
Historically, repurchases of loans or indemnification of losses where a loan defect has been alleged have been insignificant and any future losses for alleged loan defects have not been deemed to be probable or reasonably estimable; therefore, the Company has recorded no reserves related to these claims. The Company does not use internal groupings for purposes of determining the status of these loans. The Company is unable to develop an estimate of the maximum potential amount of future payments related to repurchase demands because the Company does not have access to information relating to loans sold and securitized and the number or amount of claims deemed probable of assertion is not known nor is it reasonably estimated. Further, the validity of claims received remains questionable. Also, considering that the Company completed its last sale or securitization of loans during 2007, the Company believes that it will be difficult for a claimant to successfully validate any additional repurchase demands. Management does not expect that the potential impact of claims will be material to the Company's financial statements. | |
Pending Litigation – The Company is a party to various legal proceedings. Except as set forth below, these proceedings are of an ordinary and routine nature. | |
Although it is not possible to predict the outcome of any legal proceeding, in the opinion of management, other than the active proceedings described in detail below, proceedings and actions against the Company should not, individually, or in the aggregate, have a material effect on the Company's financial condition, operations and liquidity. Furthermore, due to the uncertainty of any potential loss as a result of pending litigation and due to the Company's belief that an adverse ruling is not probable, the Company has not accrued a loss contingency related to the following matters in its consolidated financial statements. However, a material outcome in one or more of the active proceedings described below could have a material impact on the results of operations in a particular quarter or fiscal year. | |
On May 21, 2008, a purported class action case was filed in the Supreme Court of the State of New York, New York County, by the New Jersey Carpenters' Health Fund, on behalf of itself and all others similarly situated. Defendants in the case included NovaStar Mortgage Funding Corporation (“NMFC”), a wholly-owned subsidiary of the Company, and its individual directors, several securitization trusts sponsored by the Company ("affiliated defendants") and several unaffiliated investment banks and credit rating agencies. The case was removed to the United States District Court for the Southern District of New York. On June 16, 2009, the plaintiff filed an amended complaint. The plaintiff seeks monetary damages, alleging that the defendants violated sections 11, 12 and 15 of the Securities Act of 1933, as amended, by making allegedly false statements regarding mortgage loans that served as collateral for securities purchased by the plaintiff and the purported class members. On August 31, 2009, the Company filed a motion to dismiss the plaintiff's claims, which the court granted on March 31, 2011, with leave to amend. The plaintiff filed a second amended complaint on May 16, 2011, and the Company again filed a motion to dismiss. On March 29, 2012, the court dismissed the plaintiff's second amended complaint with prejudice and without leave to replead. The plaintiff filed an appeal. On March 1, 2013, the appellate court reversed the judgment of the lower court, which had dismissed the case. Also, the appellate court vacated the judgment of the lower court which had held that the plaintiff lacked standing, even as a class representative, to sue on behalf of investors in securities in which plaintiff had not invested, and the appellate court remanded the case back to the lower court for further proceedings. On April 23, 2013 the plaintiff filed its memorandum with the lower court seeking a reconsideration of the earlier dismissal of plaintiff's claims as to five offerings in which plaintiff was not invested. Given the early stage of the litigation, the Company cannot provide an estimate of the range of any loss. The Company believes that the affiliated defendants have meritorious defenses to the case and expects them to defend the case vigorously. | |
On June 20, 2011, the National Credit Union Administration Board, as liquidating agent of U.S. Central Federal Credit Union, filed an action against NMFC and numerous other defendants in the United States District Court for the District of Kansas, claiming that the defendants issued or underwrote residential mortgage-backed securities pursuant to allegedly false or misleading registration statements, prospectuses, and/or prospectus supplements. On October 12, 2011, the complaint was served on NMFC. On December 20, 2011, NMFC filed a motion to dismiss the plaintiff's complaint and to strike certain paragraphs of the complaint. On July 25, 2012, the court granted the motion in part and denied the motion in part. The plaintiff was granted leave to amend the complaint. On August 24, 2012, the plaintiff filed an amended complaint making essentially the same claims against NMFC. On October 29, 2012, NMFC filed a motion to dismiss the amended complaint. The defendants had claimed that the case should be dismissed based upon a statute of limitations and sought an appeal of the court's denial of this defense. An interlocutory appeal of this issue was allowed, and oral argument on the appeal occurred May 8, 2013. On August 27, 2013, the Tenth Circuit affirmed the lower court’s denial of defendants’ motion to dismiss the plaintiff’s claims as being time barred; the appellate court held that the Extender Statute, 12 U.S.C. §1787(b)(14) applied to plaintiff’s claims. On September 12, 2013, the lower court denied NMFC’s motion to dismiss the amended complaint against NMFC. On June 16, 2014, the United States Supreme Court granted a motion of NMFC and its co-defendants for certiorari and vacated the earlier ruling of Tenth Circuit remanding the case back to the Tenth Circuit for further consideration in light of the Supreme Court’s decision in CTS Corp. v. Waldburger, 573 U.S. ___ 2014. Additional briefs were filed with the 10th Circuit on July 11, 2014. This litigation is in an early stage, and the Company cannot provide an estimate of the range of any loss. The Company believes that NMFC has meritorious defenses to the case and expects it to defend the case vigorously. | |
On February 28, 2013 the Federal Housing Finance Agency, as conservator for the Federal Home Loan Mortgage Corporation (Freddie Mac) and on behalf of the Trustee of the NovaStar Mortgage Funding Trust, Series 2007-1 (the "Trust"), a securitization trust in which the Company retains a residual interest, filed a summons with notice in the Supreme Court of the State of New York, County of New York against Novation Companies, Inc. and NovaStar Mortgage, Inc. ("NMI"), a wholly-owned subsidiary of the Company. The notice provides that this is a breach of contract action with respect to certain, unspecified mortgage loans and defendant's failure to repurchase such loans under the applicable agreements. Plaintiff alleges that defendants, from the closing date of the transaction that created the Trust that mortgage loans that were sold to the Trust, were aware of the breach of the representations and warranties made and failed to notice and cure such breaches, and due to the failure of defendants to cure any breach, notice to defendants would have been futile. The summons with notice was not served until June 28, 2013. By letter dated June 24, 2013, the Trustee of the Trust forwarded a notice from Freddie Mac alleging breaches of representations and warranties with respect to 43 loans, as more fully set forth in included documentation. The 43 loans had an aggregate, original principal balance of about $6.5 million. On August 19, 2013, Deutsche Bank National Trust Company, as Trustee, filed a complaint identifying alleged breaches of representations and warranties with respect to seven loans that were included in the earlier list of 43 loans. Plaintiff also generally alleged a trust-wide breach of representations and warranties by defendants with respect to loans sold and transferred to the trust. Plaintiff seeks specific performance of repurchase obligations; compensatory, consequential, recessionary and equitable damages for breach of contract; specific performance and damages for anticipatory breach of contract; and indemnification (indemnification against NMI only). On October 9, 2013, the Company and NMI filed a motion to dismiss plaintiff’s complaint. This motion to dismiss was withdrawn after plaintiff filed an amended complaint on January 28, 2014, and on March 4, 2014 the Company and NMI filed a motion to dismiss the amended complaint. This litigation is in an early stage, and the Company cannot provide an estimate of the range of any loss. The Company believes that it has meritorious defenses to the case and expects to defend the case vigorously. |
Fair_Value_Accounting
Fair Value Accounting | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Accounting | ' | ||||||||||||||||
Fair Value Accounting | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
The Company's valuation techniques are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs create the following fair value hierarchy: | |||||||||||||||||
•Level 1 – Valuations based on quoted prices in active markets for identical assets and liabilities. | |||||||||||||||||
•Level 2 – Valuations based on observable inputs in active markets for similar assets and liabilities, other than Level 1 prices, such as quoted interest or currency exchange rates. | |||||||||||||||||
•Level 3 – Valuations based on significant unobservable inputs that are supported by little or no market activity, such as discounted cash flow methodologies based on internal cash flow forecasts. | |||||||||||||||||
The following tables present for each of the fair value hierarchy levels, the Company's assets which are measured at fair value on a recurring basis as of June 30, 2014 and December 31, 2013 (dollars in thousands): | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
Description | Fair Value at | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | |||||||||||||
30-Jun-14 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Assets: | |||||||||||||||||
Cash and cash equivalents: | |||||||||||||||||
Cash | $ | 7,616 | $ | 7,616 | $ | — | $ | — | |||||||||
Money market funds | 28,143 | 28,143 | — | — | |||||||||||||
Commercial paper | 2,899 | — | 2,899 | — | |||||||||||||
Agency securities | 922 | — | 922 | — | |||||||||||||
Marketable securities, current: | |||||||||||||||||
Corporate notes and bonds | 6,848 | — | 6,848 | — | |||||||||||||
Agency securities | 6,130 | — | 6,130 | — | |||||||||||||
Mortgage securities – available-for-sale | 3,552 | — | — | 3,552 | |||||||||||||
Marketable securities, non-current: | |||||||||||||||||
Corporate notes and bonds | 4,554 | — | 4,554 | — | |||||||||||||
Total | $ | 60,664 | $ | 35,759 | $ | 21,353 | $ | 3,552 | |||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
Description | Fair Value at December 31, 2013 | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs (Level 3) | |||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets: | |||||||||||||||||
Mortgage securities – available-for-sale | $ | 3,728 | $ | — | $ | — | $ | 3,728 | |||||||||
Valuation Methods and Processes | |||||||||||||||||
The Company determines the fair value of its cash equivalents and marketable securities based on pricing from our service provider and market prices from industry-standard independent data providers. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs), such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. | |||||||||||||||||
To the extent observable inputs are not available, as is the case with the Company's mortgage securities, the Company estimates fair value using present value techniques and generally does not have the option to choose other valuation methods for these securities. The methods and processes used to estimate the fair value of the Company's mortgage securities are discussed further below. There have been no significant changes to the Company's financial statements as a result from changes to the Company's valuation techniques during the six months ended June 30, 2014. | |||||||||||||||||
The Company's marketable securities are classified as available-for-sale and are reported at their estimated fair value with unrealized gains and losses reported in accumulated other comprehensive income. To the extent that the cost basis of the Company's marketable securities exceeds the fair value and the unrealized loss is considered to be other than temporary, an impairment charge is recognized and the amount recorded in accumulated other comprehensive income or loss is reclassified to earnings as a realized loss. The specific identification method is used in computing realized gains or losses. | |||||||||||||||||
Mortgage securities - available for sale. As discussed above and in Note 4 to the condensed consolidated financial statements, the Company's mortgage securities – available-for-sale, are measured at fair value. These securities are valued at each reporting date using significant unobservable inputs (Level 3) by discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment. | |||||||||||||||||
The Company uses the discount rate methodology for determining the fair value of its residual securities. The fair value of the residual securities is estimated based on the present value of future expected cash flows to be received. Management's best estimate of key assumptions, including credit losses, prepayment speeds, forward yield curves and discount rates commensurate with the risks involved, are used in estimating future cash flows. | |||||||||||||||||
An independent entity has been engaged to prepare projected future cash flows of the Company's mortgage securities for each reporting period (quarterly) used by management to estimate fair value. The Company's internal finance and accounting staff reviews and monitors the work of the independent entity, including analysis of the assumptions used, retrospective review and preparing an overall conclusion of the value and process. All other fair value analysis, consisting of simple cash flow estimates and discounting techniques, is conducted internally by the Company's internal financial staff. The Company's fair value process is conducted under the supervision of the Chief Financial Officer. | |||||||||||||||||
The following table presents certain quantitative information about the significant unobservable inputs used in the fair value measurement for items measured at fair value on a recurring basis using significant unobservable inputs (Level 3): | |||||||||||||||||
Description | Valuation Techniques | Significant Unobservable Inputs | Range | ||||||||||||||
Assets: | |||||||||||||||||
Mortgage securities – available-for-sale | Present value analysis | Prepayment rates | 3.8% – 12.5% | ||||||||||||||
Weighted average life (years) | 2.0 – 2.0 | ||||||||||||||||
The significant unobservable inputs used in the fair value measurement of mortgage securities – available-for-sale are prepayment rates and the weighted average life for the underlying mortgage loan collateral. Using a faster (higher) estimated prepayment rate would decrease the value of the securities. The Company uses a weighted average life of 2 years from the reporting date for the expected future estimated cash flows. The future cash flows are highly-dependent upon the performance of the underlying collateral of mortgage loans. The nonperformance risk associated with the collateral is the key reason the Company utilizes such a short weighted average life in its calculation. Assuming a shorter weighted average life would decrease the estimated value of the mortgage securities. Alternatively, assuming a longer weighted average life would increase the estimated value of the mortgage securities. | |||||||||||||||||
The following table provides a reconciliation of the beginning and ending balances for the Company's mortgage securities – available-for-sale, which are measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six and three months ended June 30, 2014 and 2013 (dollars in thousands): | |||||||||||||||||
For the Six Months Ended | For the Three Months Ended | ||||||||||||||||
June 30, | June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Balance, beginning of period | $ | 3,728 | $ | 3,906 | $ | 3,466 | $ | 3,295 | |||||||||
Increases (decreases) to mortgage securities – available-for-sale: | |||||||||||||||||
Accretion of income (A) | 385 | 373 | 192 | 93 | |||||||||||||
Proceeds from paydowns of securities (A) | (385 | ) | (404 | ) | (156 | ) | (132 | ) | |||||||||
Mark-to-market value adjustment | (176 | ) | (473 | ) | 50 | 146 | |||||||||||
Net (decrease) increase to mortgage securities – available-for-sale | (176 | ) | (504 | ) | 86 | 107 | |||||||||||
Balance, end of period | $ | 3,552 | $ | 3,402 | $ | 3,552 | $ | 3,402 | |||||||||
(A) | Cash received on mortgage securities with no cost basis was $3.0 million and $1.4 million for the six and three months ended June 30, 2014, respectively and $2.0 million and $1.4 million for the six and three months ended June 30, 2013, respectively. | ||||||||||||||||
Adjustments to assets and liabilities measured at fair value on a recurring and nonrecurring basis did not have a material impact on the earnings of continuing operations for any period presented. | |||||||||||||||||
The following disclosure of the estimated fair value of financial instruments presents amounts that have been determined using available market information and appropriate valuation methodologies. However, considerable judgment is required to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions or estimation methodologies could have a material impact on the estimated fair value amounts. The fair value of short-term financial assets and liabilities, such as service fees receivable, notes receivable, and accounts payable and accrued expenses are not included in the following table as their fair value approximates their carrying value. | |||||||||||||||||
The estimated fair values of the Company's financial instruments are as follows as of June 30, 2014 and December 31, 2013 (dollars in thousands): | |||||||||||||||||
As of June 30, 2014 | As of December 31, 2013 | ||||||||||||||||
Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||||
Financial assets: | |||||||||||||||||
Restricted cash | $ | 600 | $ | 453 | $ | 597 | $ | 369 | |||||||||
Marketable securities | 21,084 | 21,084 | 3,728 | 3,728 | |||||||||||||
Financial liabilities: | |||||||||||||||||
Senior notes | $ | 84,957 | $ | 13,053 | $ | 83,867 | $ | 13,119 | |||||||||
Note payable to related party | — | — | 3,863 | 2,880 | |||||||||||||
For the items in the table above not measured at fair value in the statement of financial position but for which the fair value is disclosed, the fair value has been estimated using Level 3 methodologies, based on significant unobservable inputs that are supported by little or no market activity, such as discounted cash flow calculations based on internal cash flow forecasts. No assets or liabilities have been transferred between levels during any period presented. | |||||||||||||||||
Restricted cash – The fair value of restricted cash was estimated by discounting estimated future release of the cash from restriction. | |||||||||||||||||
Senior notes – The fair value is estimated by discounting future projected cash flows using a discount rate commensurate with the risks involved. The value of the Senior Notes was calculated assuming that the Company would be required to pay interest at a rate of 1.0% per annum until January 2016, at which time the Company would be required to start paying the Full Rate of three-month LIBOR plus 3.5% until maturity in March 2033. The three-month LIBOR used in the analysis was projected using a forward interest rate curve. | |||||||||||||||||
Note payable to related party – As of December 31, 2013, the fair value of the note payable to related party was estimated by discounting future projected principal and interest payment cash flows using a discount rate commensurate with the risks involved. The future projected interest payments were calculated assuming the stated rate of 4.0% per annum until maturity in March 2016. As detailed in Note 7, this obligation was terminated on April 16, 2014. As of December 31, 2013, current maturities of the note payable to related party of approximately $1.3 million and noncurrent maturities of $2.6 million are included in the other current liabilities and other liabilities line items, respectively, in the Company's condensed consolidated balance sheets. |
Income_Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
For the six and three months ended June 30, 2014 the Company recorded an income tax benefit from continuing operations of approximately $7.2 million. The second quarter income tax benefit relates to current year operating losses from continuing operations and the utilization of a portion of the Company's deferred tax assets to offset the income tax expense from discontinued operations of approximately $7.8 million arising primarily from the gain on the sale of StreetLinks. The net income tax expense of $0.6 million represents state income tax expense on the income from discontinued operations arising due to variations in state tax law around both the ability and the period over which to carryforward net operating losses. During the six months ended June 30, 2013 the Company recorded an income tax expense of approximately $27.7 million, which represented a discrete event attributable to adjustment of the valuation allowance against the Company's deferred tax assets during the second quarter of 2013. | |
During 2013, the Company determined that it was no longer more likely than not that it will recognize a portion of its deferred tax assets. Therefore, as of both June 30, 2014 and December 31, 2013, the Company maintained a full valuation allowance against its deferred tax assets of $266.3 million and $283.0 million, respectively. The Company's determination of the extent to which its deferred tax assets will be realized requires the exercise of significant judgment, based in part on business plans and expectations about future outcomes. In the event the actual results differ from these estimates in future periods, the Company may need to adjust the valuation allowance, which could materially impact our financial position and results of operations. The Company will continue to assess the need for a valuation allowance in future periods. | |
As of June 30, 2014 and December 31, 2013, the total gross amount of unrecognized tax benefits was $1.0 million and $0.7 million, respectively. These amounts also represent the total amount of unrecognized tax benefits that would impact the effective tax rate in the respective periods. The Company anticipates an additional reduction of the unrecognized tax benefits in the amount of $0.6 million due to the lapse of statute of limitations in the next twelve months. |
Segment_Reporting
Segment Reporting | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||
Segment Reporting | ' | |||||||||||||||||||
Segment Reporting | ||||||||||||||||||||
As a result of the divestiture activity during the six months ended June 30, 2014, the Company now reviews, manages and operates its business in only three segments: Corporate, Financial Intermediary, and Cloud SaaS. Corporate operating results include mortgage securities retained from securitizations, corporate general and administrative expenses, and, for 2013 only, the operating results of CorvisaCloud, as these results were not significant during the six and three months ended June 30, 2013. The Financial Intermediary segment consists of the financial settlement service fee income and related expenses from a wholly-owned subsidiary of the Company, Advent. The Cloud SaaS segment represents service fee income and related expenses from the Company's wholly-owned subsidiary, CorvisaCloud. Management evaluates segment performance based on income before income taxes, which is prior to the allocation of losses attributable to the noncontrolling interests. | ||||||||||||||||||||
The following is a summary of the operating results of the Company's segments for the six months ended June 30, 2014 and 2013 and a summary of their financial positions as of June 30, 2014 and December 31, 2013 (dollars in thousands): | ||||||||||||||||||||
Corporate | Financial Intermediary | Cloud SaaS | Eliminations | Total | ||||||||||||||||
For the Six Months Ended June 30, 2014 | ||||||||||||||||||||
Service fee income | $ | 5,189 | 8,216 | $ | 1,526 | $ | (4,328 | ) | $ | 10,603 | ||||||||||
Interest income | 3,407 | — | — | (11 | ) | 3,396 | ||||||||||||||
Interest expense | 1,594 | 1 | 9 | (9 | ) | 1,595 | ||||||||||||||
Depreciation and amortization expense (A) | 518 | $ | 93 | 207 | — | 818 | ||||||||||||||
Loss from continuing operations before income taxes | (2,259 | ) | $ | 1,097 | (3,644 | ) | (1,822 | ) | (6,628 | ) | ||||||||||
Additions to long-lived assets (B) | 302 | $ | 38 | 713 | — | 1,053 | ||||||||||||||
As of June 30, 2014 | ||||||||||||||||||||
Total assets (C) | $ | 65,056 | $ | 2,626 | $ | 11,096 | $ | (7,982 | ) | $ | 70,796 | |||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Amount includes assets acquired under capital leases. | |||||||||||||||||||
(C) | Amount includes $1.0 million in cash and cash equivalents not classified as held for sale. See Note 3 for additional information regarding the classification of Advent as held for sale. | |||||||||||||||||||
Corporate | Financial Intermediary | Eliminations | Discontinued Operations (C) | Total | ||||||||||||||||
For the Six Months Ended June 30, 2013 | ||||||||||||||||||||
Service fee income | $ | 4,452 | 8,091 | $ | (4,173 | ) | $ | — | $ | 8,370 | ||||||||||
Interest income | 2,725 | — | (320 | ) | — | 2,405 | ||||||||||||||
Interest expense | 1,583 | 308 | (307 | ) | — | 1,584 | ||||||||||||||
Depreciation and amortization expense (A) | 413 | $ | 127 | — | — | 540 | ||||||||||||||
Loss from continuing operations before income taxes | (3,156 | ) | $ | 633 | (3,142 | ) | — | (5,665 | ) | |||||||||||
Additions to long-lived assets | 1,577 | $ | 162 | — | — | 1,739 | ||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Total assets (B)(D)(E) | $ | 25,535 | $ | 3,983 | $ | (8,510 | ) | $ | 13,034 | $ | 34,042 | |||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Total assets of discontinued operations includes goodwill of $3.2 million resulting from the acquisition of StreetLinks. | |||||||||||||||||||
(C) | See Note 3 for additional information regarding the financial position and operating results of discontinued operations. | |||||||||||||||||||
(D) | Corporate segment includes Cloud SaaS assets of $1.9 million as of December 31, 2013. | |||||||||||||||||||
(E) | Amount includes $1.5 million in cash and cash equivalents not classified as held for sale. See Note 3 for additional information regarding the classification of Advent as held for sale. | |||||||||||||||||||
The intersegment service fee income for the six and three months ended June 30, 2014 includes fees charged by the Corporate segment to the Appraisal Management, Financial Intermediary, and Cloud SaaS segments for operational support provided by the Corporate segment's employees. The intersegment interest income and interest expense consists of interest charged by the Corporate segment to the Appraisal Management, Financial Intermediary, and Cloud SaaS segments for borrowings. For the six months ended June 30, 2013, the intersegment service fee income and interest amounts also include fees charged to the Logistics segment. | ||||||||||||||||||||
The following is a summary of the operating results of the Company's segments for the three months ended June 30, 2014 and 2013 (dollars in thousands): | ||||||||||||||||||||
Corporate | Financial Intermediary | Cloud SaaS | Eliminations | Total | ||||||||||||||||
For the Three Months Ended June 30, 2014 | ||||||||||||||||||||
Service fee income | $ | 2,499 | $ | 1,335 | $ | 674 | $ | (1,576 | ) | $ | 2,932 | |||||||||
Interest income | 1,610 | — | — | — | 1,610 | |||||||||||||||
Interest expense | 799 | 1 | — | (1 | ) | 799 | ||||||||||||||
Depreciation and amortization expense (A) | 265 | 49 | 108 | — | 422 | |||||||||||||||
Loss income from continuing operations before income taxes | (1,446 | ) | (1,507 | ) | (2,265 | ) | (289 | ) | (5,507 | ) | ||||||||||
Additions to long-lived assets (B) | 170 | — | 467 | — | 637 | |||||||||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Amount includes assets acquired under capital leases. | |||||||||||||||||||
Corporate | Financial Intermediary | Eliminations | Total | |||||||||||||||||
For the Three Months Ended June 30, 2013 | ||||||||||||||||||||
Service fee income | $ | 2,250 | 1,471 | $ | (2,068 | ) | $ | 1,653 | ||||||||||||
Interest income | 1,546 | — | (58 | ) | 1,488 | |||||||||||||||
Interest expense | 799 | 52 | (51 | ) | 800 | |||||||||||||||
Depreciation and amortization expense (A) | 230 | $ | 68 | — | 298 | |||||||||||||||
Loss from continuing operations before income taxes | (2,055 | ) | $ | (652 | ) | (1,645 | ) | (4,352 | ) | |||||||||||
Additions to long-lived assets (B) | 326 | $ | 79 | — | 405 | |||||||||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Amount includes assets acquired under capital leases. |
Earnings_per_Share
Earnings per Share | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings per Share | ' | |||||||||||||||
Earnings per Share | ||||||||||||||||
Basic earnings per share is computed by dividing net earnings available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share include the effect of conversions of stock options and nonvested shares. The computations of basic and diluted earnings per share for the six and three months ended June 30, 2014 and 2013 (dollars in thousands, except share and per share amounts) are as follows: | ||||||||||||||||
For the Six Months Ended | For the Three Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Numerator: | ||||||||||||||||
Net income (loss) from continuing operations | $ | 602 | $ | (33,331 | ) | $ | 1,751 | $ | (30,880 | ) | ||||||
Net income from discontinued operations | 40,405 | 7,417 | 38,493 | 4,311 | ||||||||||||
Net income (loss) | 41,007 | (25,914 | ) | 40,244 | (26,569 | ) | ||||||||||
Less net (loss) income attributable to noncontrolling interests | — | (77 | ) | (33 | ) | 24 | ||||||||||
Net income (loss) available to common shareholders | $ | 41,007 | $ | (25,837 | ) | $ | 40,277 | $ | (26,593 | ) | ||||||
Denominator: | ||||||||||||||||
Weighted average common shares outstanding – basic | 90,866,933 | 90,716,933 | 90,866,933 | 90,716,933 | ||||||||||||
Weighted average common shares outstanding – dilutive: | ||||||||||||||||
Weighted average common shares outstanding – basic | 90,866,933 | 90,716,933 | 90,866,933 | 90,716,933 | ||||||||||||
Stock options | — | — | — | — | ||||||||||||
Nonvested shares | 37,159 | — | 73,910 | — | ||||||||||||
Weighted average common shares outstanding – dilutive | 90,904,092 | 90,716,933 | 90,940,843 | 90,716,933 | ||||||||||||
Basic earnings per share: | ||||||||||||||||
Net income (loss) from continuing operations | $ | 0.01 | $ | (0.37 | ) | $ | 0.02 | $ | (0.34 | ) | ||||||
Net income from discontinued operations | 0.44 | 0.08 | 0.42 | 0.05 | ||||||||||||
Net income (loss) | 0.45 | (0.29 | ) | 0.44 | (0.29 | ) | ||||||||||
Less net (loss) income attributable to noncontrolling interests | — | (0.01 | ) | — | — | |||||||||||
Net income (loss) available to common shareholders | $ | 0.45 | $ | (0.28 | ) | $ | 0.44 | $ | (0.29 | ) | ||||||
Diluted earnings per share: | ||||||||||||||||
Net income (loss) from continuing operations | $ | 0.01 | $ | (0.37 | ) | $ | 0.02 | $ | (0.34 | ) | ||||||
Net income from discontinued operations | 0.44 | 0.08 | 0.42 | 0.05 | ||||||||||||
Net income (loss) | 0.45 | (0.29 | ) | 0.44 | (0.29 | ) | ||||||||||
Less net (loss) income attributable to noncontrolling interests | — | (0.01 | ) | — | — | |||||||||||
Net income (loss) available to common shareholders | $ | 0.45 | $ | (0.28 | ) | $ | 0.44 | $ | (0.29 | ) | ||||||
The following weighted-average options to purchase shares of Common Stock were outstanding during each period presented, but were not included in the computation of diluted earnings per share because the calculated number of shares assumed to be repurchased was greater than the number of shares to be obtained upon exercise, therefore, the effect would be antidilutive (in thousands, except exercise prices): | ||||||||||||||||
For the Six Months Ended | For the Three Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Number of stock options | 8,675 | 8,362 | 8,856 | 8,578 | ||||||||||||
Weighted average exercise price of stock options | $ | 0.68 | $ | 0.69 | $ | 0.68 | $ | 0.68 | ||||||||
During the second quarter of 2014, the Company granted 3.0 million options to purchase shares of Common Stock at a weighted average exercise price of $0.51. The weighted average impact of 0.2 million and 0.4 million options are included in the table above for the six and three months ended June 30, 2014, respectively. During the six months ended June 30, 2013, the Company granted 0.6 million options to purchase shares of Common Stock at a weighted average exercise price of $0.53. The weighted average impact of 0.3 million and 0.6 million are included in the table above for the six and three months ended June 30, 2013, respectively. There were no options granted during the second quarter of 2013. | ||||||||||||||||
The Company had approximately 0.6 million and 0.8 million nonvested shares outstanding as of June 30, 2014 and June 30, 2013, respectively, which have original cliff vesting schedules ranging between five and ten years. Of these, the weighted average impact of approximately 0.6 million and 0.5 million nonvested shares for the six and three months ended June 30, 2014, respectively and 0.8 million nonvested shares for the six and three months ended June 30, 2013 were not included in the calculation of earnings per share because they were anti-dilutive. |
Financial_Statement_Presentati1
Financial Statement Presentation (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Accounting | ' |
The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). | |
Consolidation, Policy | ' |
The condensed consolidated financial statements of the Company include the accounts of all wholly-owned and majority-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. | |
The Company's condensed consolidated financial statements are unaudited. In the opinion of management, all necessary adjustments have been made, which were of a normal and recurring nature, for a fair presentation of the condensed consolidated financial statements. | |
The Company's condensed consolidated financial statements should be read in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations and the consolidated financial statements of the Company and the notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | |
Cash and Cash Equivalents, Policy | ' |
Cash equivalents consist of liquid investments with an original maturity of three months or less. Cash equivalents are stated at cost, which approximates fair value. | |
Property and Equipment, Net | ' |
All of the Company's property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related assets. The estimated useful lives of the Company's property and equipment are the lesser of 5 years or remaining lease term for leasehold improvements, 5 years for furniture and fixtures, 3 to 5 years for office and computer equipment, and 3 years for software. | |
Maintenance and repairs are charged to expense. Major renewals and improvements are capitalized. Gains and losses on dispositions are credited or charged to earnings as incurred. | |
Valuation Methods and Processes | ' |
The Company determines the fair value of its cash equivalents and marketable securities based on pricing from our service provider and market prices from industry-standard independent data providers. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs), such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. | |
To the extent observable inputs are not available, as is the case with the Company's mortgage securities, the Company estimates fair value using present value techniques and generally does not have the option to choose other valuation methods for these securities. The methods and processes used to estimate the fair value of the Company's mortgage securities are discussed further below. There have been no significant changes to the Company's financial statements as a result from changes to the Company's valuation techniques during the six months ended June 30, 2014. | |
The Company's marketable securities are classified as available-for-sale and are reported at their estimated fair value with unrealized gains and losses reported in accumulated other comprehensive income. To the extent that the cost basis of the Company's marketable securities exceeds the fair value and the unrealized loss is considered to be other than temporary, an impairment charge is recognized and the amount recorded in accumulated other comprehensive income or loss is reclassified to earnings as a realized loss. The specific identification method is used in computing realized gains or losses. | |
Mortgage securities - available for sale. As discussed above and in Note 4 to the condensed consolidated financial statements, the Company's mortgage securities – available-for-sale, are measured at fair value. These securities are valued at each reporting date using significant unobservable inputs (Level 3) by discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment. | |
The Company uses the discount rate methodology for determining the fair value of its residual securities. The fair value of the residual securities is estimated based on the present value of future expected cash flows to be received. Management's best estimate of key assumptions, including credit losses, prepayment speeds, forward yield curves and discount rates commensurate with the risks involved, are used in estimating future cash flows. | |
An independent entity has been engaged to prepare projected future cash flows of the Company's mortgage securities for each reporting period (quarterly) used by management to estimate fair value. The Company's internal finance and accounting staff reviews and monitors the work of the independent entity, including analysis of the assumptions used, retrospective review and preparing an overall conclusion of the value and process. All other fair value analysis, consisting of simple cash flow estimates and discounting techniques, is conducted internally by the Company's internal financial staff. The Company's fair value process is conducted under the supervision of the Chief Financial Officer. | |
Earnings per Share | ' |
Basic earnings per share is computed by dividing net earnings available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share include the effect of conversions of stock options and nonvested shares. |
Divestitures_Tables
Divestitures (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||||||||
Major Classes of Assets and Liabilities Held for Sale [Table Text Block] | ' | |||||||||||||||
The major classes of assets and liabilities held for sale as of June 30, 2014 and December 31, 2013 are detailed below: | ||||||||||||||||
30-Jun-14 | December 31, | |||||||||||||||
2013 | ||||||||||||||||
Assets | ||||||||||||||||
Current Assets | ||||||||||||||||
Service fee receivable, net | 92 | 69 | ||||||||||||||
Restricted cash, current | 1,035 | 1,035 | ||||||||||||||
Other current assets | 118 | 994 | ||||||||||||||
Total current assets | 1,245 | 2,098 | ||||||||||||||
Non-Current Assets | ||||||||||||||||
Property and equipment, net of accumulated depreciation | 359 | 420 | ||||||||||||||
Other assets | 11 | 11 | ||||||||||||||
Total non-current assets | 370 | 431 | ||||||||||||||
Total assets | $ | 1,615 | $ | 2,529 | ||||||||||||
Liabilities | ||||||||||||||||
Current Liabilities | ||||||||||||||||
Accounts payable | $ | 39 | $ | 103 | ||||||||||||
Accrued expenses | 1,839 | 1,669 | ||||||||||||||
Due to Novation (A) | 1,430 | 5,650 | ||||||||||||||
Other current liabilities | 31 | 45 | ||||||||||||||
Total current liabilities | 3,339 | 7,467 | ||||||||||||||
Non-Current Liabilities | ||||||||||||||||
Other liabilities | 1,504 | 1,140 | ||||||||||||||
Total non-current liabilities | 1,504 | 1,140 | ||||||||||||||
Total liabilities | $ | 4,843 | $ | 8,607 | ||||||||||||
(A) | Amounts due to Novation are eliminated upon consolidation. As such, these amounts are not included in the consolidated balance sheets for any periods presented. | |||||||||||||||
Income Statement by Disposal Groups, Including Discontinued Operations [Table Text Block] | ' | |||||||||||||||
The results of the Company's discontinued operations are summarized below: | ||||||||||||||||
For the Six Months Ended | For the Three Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Service fee income | $ | 29,131 | $ | 84,310 | $ | 5,247 | $ | 43,165 | ||||||||
Income from discontinued operations before income taxes | $ | 48,232 | $ | 7,417 | $ | 46,320 | $ | 4,311 | ||||||||
Income tax expense | 7,827 | — | 7,827 | — | ||||||||||||
Income from discontinued operations, net of income taxes | $ | 40,405 | $ | 7,417 | $ | 38,493 | $ | 4,311 | ||||||||
Balance Sheet by Disposal Groups, Including Discontinued Operations [Table Text Block] | ' | |||||||||||||||
The major classes of assets and liabilities of discontinued operations as of December 31, 2013 are detailed below. There were no remaining assets or liabilities of discontinued operations as of June 30, 2014 | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | ||||||||||||||||
Assets | ||||||||||||||||
Current Assets | ||||||||||||||||
Cash and cash equivalents | $ | 2,045 | ||||||||||||||
Service fee receivable, net | 4,781 | |||||||||||||||
Other current assets | 691 | |||||||||||||||
Total current assets | 7,517 | |||||||||||||||
Non-Current Assets | ||||||||||||||||
Property and equipment, net of accumulated depreciation | 909 | |||||||||||||||
Goodwill | 3,170 | |||||||||||||||
Other assets | 1,438 | |||||||||||||||
Total non-current assets | 5,517 | |||||||||||||||
Total assets | $ | 13,034 | ||||||||||||||
Liabilities | ||||||||||||||||
Current Liabilities | ||||||||||||||||
Accounts payable | $ | 3,122 | ||||||||||||||
Accrued expenses | 2,574 | |||||||||||||||
Deferred revenue | 621 | |||||||||||||||
Due to Novation (A) | 717 | |||||||||||||||
Other current liabilities | 178 | |||||||||||||||
Total current liabilities | 7,212 | |||||||||||||||
Non-Current Liabilities | ||||||||||||||||
Other liabilities | 224 | |||||||||||||||
Total non-current liabilities | 224 | |||||||||||||||
Total liabilities | $ | 7,436 | ||||||||||||||
(A) | Amounts due to Novation are eliminated upon consolidation. As such, these amounts are not included in the consolidated balance sheets for any periods presented. |
Marketable_Securities_Tables
Marketable Securities (Tables) | 6 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||||||||||
Available-for-sale Securities | ' | |||||||||||||||||||||||
The following table presents certain information on the Company's portfolio of available-for-sale securities as of June 30, 2014 and December 31, 2013 (dollars in thousands): | ||||||||||||||||||||||||
As of June 30, 2014 | ||||||||||||||||||||||||
Description of Securities | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||||||||||
Marketable securities, current | ||||||||||||||||||||||||
Corporate notes and bonds | $ | 6,850 | $ | — | $ | (2 | ) | $ | 6,848 | |||||||||||||||
Agency securities | 6,130 | — | — | 6,130 | ||||||||||||||||||||
Mortgage securities | 625 | 2,927 | — | 3,552 | ||||||||||||||||||||
Total | $ | 13,605 | $ | 2,927 | $ | (2 | ) | $ | 16,530 | |||||||||||||||
Marketable securities, non-current | ||||||||||||||||||||||||
Corporate notes and bonds | $ | 4,556 | $ | — | $ | (2 | ) | $ | 4,554 | |||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
Description of Securities | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||||||||||
Marketable securities, current | ||||||||||||||||||||||||
Mortgage securities | $ | 625 | $ | 3,103 | $ | — | $ | 3,728 | ||||||||||||||||
Schedule of Variable Interest Entities | ' | |||||||||||||||||||||||
The following table relates to the securitizations where the Company retained an interest in the assets issued by the securitization trust, a variable interest entity or VIE (dollars in thousands): | ||||||||||||||||||||||||
Size/Principal Outstanding (A) | Assets on Balance Sheet (B) | Liabilities on Balance Sheet | Maximum Exposure to Loss(C) | Year to Date Loss on Sale | Year to Date Cash Flows (D) | |||||||||||||||||||
June 30, 2014 | $ | 4,295,594 | $ | 3,552 | $ | — | $ | 3,552 | $ | — | $ | 3,395 | ||||||||||||
December 31, 2013 | 4,811,987 | 3,728 | — | 3,728 | — | 2,436 | ||||||||||||||||||
(A) | Size/principal outstanding reflects the estimated principal of the underlying assets held by the VIE. | |||||||||||||||||||||||
(B) | Assets on balance sheet are securities issued by the entity and are recorded in the mortgage securities line item on the condensed consolidated balance sheets. | |||||||||||||||||||||||
(C) | The maximum exposure to loss includes the assets held by the Company and assumes a total loss on the referenced assets held by the VIE. | |||||||||||||||||||||||
(D) | Year to date cash flows are for the six months ended June 30, 2014 and 2013, respectively. |
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property and Equipment, Net | ' | |||||||
The following table shows the Company's property and equipment, net as of June 30, 2014 and December 31, 2013 (dollars in thousands): | ||||||||
June 30, | December 31, | |||||||
2014 | 2013 | |||||||
Furniture, fixtures and office equipment | $ | 592 | $ | 509 | ||||
Hardware and computer equipment | 2,681 | 2,382 | ||||||
Software | 2,714 | 2,309 | ||||||
Leasehold improvements | 757 | 727 | ||||||
Total Cost | 6,744 | 5,927 | ||||||
Less: Accumulated depreciation and amortization | (2,871 | ) | (2,331 | ) | ||||
Property and equipment, net | $ | 3,873 | $ | 3,596 | ||||
Fair_Value_Accounting_Tables
Fair Value Accounting (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements, Recurring and Nonrecurring | ' | ||||||||||||||||
The following tables present for each of the fair value hierarchy levels, the Company's assets which are measured at fair value on a recurring basis as of June 30, 2014 and December 31, 2013 (dollars in thousands): | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
Description | Fair Value at | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | |||||||||||||
30-Jun-14 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Assets: | |||||||||||||||||
Cash and cash equivalents: | |||||||||||||||||
Cash | $ | 7,616 | $ | 7,616 | $ | — | $ | — | |||||||||
Money market funds | 28,143 | 28,143 | — | — | |||||||||||||
Commercial paper | 2,899 | — | 2,899 | — | |||||||||||||
Agency securities | 922 | — | 922 | — | |||||||||||||
Marketable securities, current: | |||||||||||||||||
Corporate notes and bonds | 6,848 | — | 6,848 | — | |||||||||||||
Agency securities | 6,130 | — | 6,130 | — | |||||||||||||
Mortgage securities – available-for-sale | 3,552 | — | — | 3,552 | |||||||||||||
Marketable securities, non-current: | |||||||||||||||||
Corporate notes and bonds | 4,554 | — | 4,554 | — | |||||||||||||
Total | $ | 60,664 | $ | 35,759 | $ | 21,353 | $ | 3,552 | |||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
Description | Fair Value at December 31, 2013 | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs (Level 3) | |||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets: | |||||||||||||||||
Mortgage securities – available-for-sale | $ | 3,728 | $ | — | $ | — | $ | 3,728 | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information | ' | ||||||||||||||||
The following table presents certain quantitative information about the significant unobservable inputs used in the fair value measurement for items measured at fair value on a recurring basis using significant unobservable inputs (Level 3): | |||||||||||||||||
Description | Valuation Techniques | Significant Unobservable Inputs | Range | ||||||||||||||
Assets: | |||||||||||||||||
Mortgage securities – available-for-sale | Present value analysis | Prepayment rates | 3.8% – 12.5% | ||||||||||||||
Weighted average life (years) | 2.0 – 2.0 | ||||||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | ' | ||||||||||||||||
The following table provides a reconciliation of the beginning and ending balances for the Company's mortgage securities – available-for-sale, which are measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six and three months ended June 30, 2014 and 2013 (dollars in thousands): | |||||||||||||||||
For the Six Months Ended | For the Three Months Ended | ||||||||||||||||
June 30, | June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Balance, beginning of period | $ | 3,728 | $ | 3,906 | $ | 3,466 | $ | 3,295 | |||||||||
Increases (decreases) to mortgage securities – available-for-sale: | |||||||||||||||||
Accretion of income (A) | 385 | 373 | 192 | 93 | |||||||||||||
Proceeds from paydowns of securities (A) | (385 | ) | (404 | ) | (156 | ) | (132 | ) | |||||||||
Mark-to-market value adjustment | (176 | ) | (473 | ) | 50 | 146 | |||||||||||
Net (decrease) increase to mortgage securities – available-for-sale | (176 | ) | (504 | ) | 86 | 107 | |||||||||||
Balance, end of period | $ | 3,552 | $ | 3,402 | $ | 3,552 | $ | 3,402 | |||||||||
(A) | Cash received on mortgage securities with no cost basis was $3.0 million and $1.4 million for the six and three months ended June 30, 2014, respectively and $2.0 million and $1.4 million for the six and three months ended June 30, 2013, respectively. | ||||||||||||||||
Fair Value, Measured on Recurring and Nonrecurring Basis, Gain (Loss) Included in Earnings | ' | ||||||||||||||||
Adjustments to assets and liabilities measured at fair value on a recurring and nonrecurring basis did not have a material impact on the earnings of continuing operations for any period presented. | |||||||||||||||||
Fair Value, by Balance Sheet Grouping | ' | ||||||||||||||||
The estimated fair values of the Company's financial instruments are as follows as of June 30, 2014 and December 31, 2013 (dollars in thousands): | |||||||||||||||||
As of June 30, 2014 | As of December 31, 2013 | ||||||||||||||||
Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||||
Financial assets: | |||||||||||||||||
Restricted cash | $ | 600 | $ | 453 | $ | 597 | $ | 369 | |||||||||
Marketable securities | 21,084 | 21,084 | 3,728 | 3,728 | |||||||||||||
Financial liabilities: | |||||||||||||||||
Senior notes | $ | 84,957 | $ | 13,053 | $ | 83,867 | $ | 13,119 | |||||||||
Note payable to related party | — | — | 3,863 | 2,880 | |||||||||||||
Segment_Reporting_Tables
Segment Reporting (Tables) | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||
Schedule of Segment Reporting Information, by Segment | ' | |||||||||||||||||||
The following is a summary of the operating results of the Company's segments for the three months ended June 30, 2014 and 2013 (dollars in thousands): | ||||||||||||||||||||
Corporate | Financial Intermediary | Cloud SaaS | Eliminations | Total | ||||||||||||||||
For the Three Months Ended June 30, 2014 | ||||||||||||||||||||
Service fee income | $ | 2,499 | $ | 1,335 | $ | 674 | $ | (1,576 | ) | $ | 2,932 | |||||||||
Interest income | 1,610 | — | — | — | 1,610 | |||||||||||||||
Interest expense | 799 | 1 | — | (1 | ) | 799 | ||||||||||||||
Depreciation and amortization expense (A) | 265 | 49 | 108 | — | 422 | |||||||||||||||
Loss income from continuing operations before income taxes | (1,446 | ) | (1,507 | ) | (2,265 | ) | (289 | ) | (5,507 | ) | ||||||||||
Additions to long-lived assets (B) | 170 | — | 467 | — | 637 | |||||||||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Amount includes assets acquired under capital leases. | |||||||||||||||||||
Corporate | Financial Intermediary | Eliminations | Total | |||||||||||||||||
For the Three Months Ended June 30, 2013 | ||||||||||||||||||||
Service fee income | $ | 2,250 | 1,471 | $ | (2,068 | ) | $ | 1,653 | ||||||||||||
Interest income | 1,546 | — | (58 | ) | 1,488 | |||||||||||||||
Interest expense | 799 | 52 | (51 | ) | 800 | |||||||||||||||
Depreciation and amortization expense (A) | 230 | $ | 68 | — | 298 | |||||||||||||||
Loss from continuing operations before income taxes | (2,055 | ) | $ | (652 | ) | (1,645 | ) | (4,352 | ) | |||||||||||
Additions to long-lived assets (B) | 326 | $ | 79 | — | 405 | |||||||||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Amount includes assets acquired under capital leases. | |||||||||||||||||||
The following is a summary of the operating results of the Company's segments for the six months ended June 30, 2014 and 2013 and a summary of their financial positions as of June 30, 2014 and December 31, 2013 (dollars in thousands): | ||||||||||||||||||||
Corporate | Financial Intermediary | Cloud SaaS | Eliminations | Total | ||||||||||||||||
For the Six Months Ended June 30, 2014 | ||||||||||||||||||||
Service fee income | $ | 5,189 | 8,216 | $ | 1,526 | $ | (4,328 | ) | $ | 10,603 | ||||||||||
Interest income | 3,407 | — | — | (11 | ) | 3,396 | ||||||||||||||
Interest expense | 1,594 | 1 | 9 | (9 | ) | 1,595 | ||||||||||||||
Depreciation and amortization expense (A) | 518 | $ | 93 | 207 | — | 818 | ||||||||||||||
Loss from continuing operations before income taxes | (2,259 | ) | $ | 1,097 | (3,644 | ) | (1,822 | ) | (6,628 | ) | ||||||||||
Additions to long-lived assets (B) | 302 | $ | 38 | 713 | — | 1,053 | ||||||||||||||
As of June 30, 2014 | ||||||||||||||||||||
Total assets (C) | $ | 65,056 | $ | 2,626 | $ | 11,096 | $ | (7,982 | ) | $ | 70,796 | |||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Amount includes assets acquired under capital leases. | |||||||||||||||||||
(C) | Amount includes $1.0 million in cash and cash equivalents not classified as held for sale. See Note 3 for additional information regarding the classification of Advent as held for sale. | |||||||||||||||||||
Corporate | Financial Intermediary | Eliminations | Discontinued Operations (C) | Total | ||||||||||||||||
For the Six Months Ended June 30, 2013 | ||||||||||||||||||||
Service fee income | $ | 4,452 | 8,091 | $ | (4,173 | ) | $ | — | $ | 8,370 | ||||||||||
Interest income | 2,725 | — | (320 | ) | — | 2,405 | ||||||||||||||
Interest expense | 1,583 | 308 | (307 | ) | — | 1,584 | ||||||||||||||
Depreciation and amortization expense (A) | 413 | $ | 127 | — | — | 540 | ||||||||||||||
Loss from continuing operations before income taxes | (3,156 | ) | $ | 633 | (3,142 | ) | — | (5,665 | ) | |||||||||||
Additions to long-lived assets | 1,577 | $ | 162 | — | — | 1,739 | ||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Total assets (B)(D)(E) | $ | 25,535 | $ | 3,983 | $ | (8,510 | ) | $ | 13,034 | $ | 34,042 | |||||||||
(A) | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||||||||||||
(B) | Total assets of discontinued operations includes goodwill of $3.2 million resulting from the acquisition of StreetLinks. | |||||||||||||||||||
(C) | See Note 3 for additional information regarding the financial position and operating results of discontinued operations. | |||||||||||||||||||
(D) | Corporate segment includes Cloud SaaS assets of $1.9 million as of December 31, 2013. | |||||||||||||||||||
(E) | Amount includes $1.5 million in cash and cash equivalents not classified as held for sale. See Note 3 for additional information regarding the classification of Advent as held for sale. |
Earnings_per_Share_Tables
Earnings per Share (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | |||||||||||||||
The computations of basic and diluted earnings per share for the six and three months ended June 30, 2014 and 2013 (dollars in thousands, except share and per share amounts) are as follows: | ||||||||||||||||
For the Six Months Ended | For the Three Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Numerator: | ||||||||||||||||
Net income (loss) from continuing operations | $ | 602 | $ | (33,331 | ) | $ | 1,751 | $ | (30,880 | ) | ||||||
Net income from discontinued operations | 40,405 | 7,417 | 38,493 | 4,311 | ||||||||||||
Net income (loss) | 41,007 | (25,914 | ) | 40,244 | (26,569 | ) | ||||||||||
Less net (loss) income attributable to noncontrolling interests | — | (77 | ) | (33 | ) | 24 | ||||||||||
Net income (loss) available to common shareholders | $ | 41,007 | $ | (25,837 | ) | $ | 40,277 | $ | (26,593 | ) | ||||||
Denominator: | ||||||||||||||||
Weighted average common shares outstanding – basic | 90,866,933 | 90,716,933 | 90,866,933 | 90,716,933 | ||||||||||||
Weighted average common shares outstanding – dilutive: | ||||||||||||||||
Weighted average common shares outstanding – basic | 90,866,933 | 90,716,933 | 90,866,933 | 90,716,933 | ||||||||||||
Stock options | — | — | — | — | ||||||||||||
Nonvested shares | 37,159 | — | 73,910 | — | ||||||||||||
Weighted average common shares outstanding – dilutive | 90,904,092 | 90,716,933 | 90,940,843 | 90,716,933 | ||||||||||||
Basic earnings per share: | ||||||||||||||||
Net income (loss) from continuing operations | $ | 0.01 | $ | (0.37 | ) | $ | 0.02 | $ | (0.34 | ) | ||||||
Net income from discontinued operations | 0.44 | 0.08 | 0.42 | 0.05 | ||||||||||||
Net income (loss) | 0.45 | (0.29 | ) | 0.44 | (0.29 | ) | ||||||||||
Less net (loss) income attributable to noncontrolling interests | — | (0.01 | ) | — | — | |||||||||||
Net income (loss) available to common shareholders | $ | 0.45 | $ | (0.28 | ) | $ | 0.44 | $ | (0.29 | ) | ||||||
Diluted earnings per share: | ||||||||||||||||
Net income (loss) from continuing operations | $ | 0.01 | $ | (0.37 | ) | $ | 0.02 | $ | (0.34 | ) | ||||||
Net income from discontinued operations | 0.44 | 0.08 | 0.42 | 0.05 | ||||||||||||
Net income (loss) | 0.45 | (0.29 | ) | 0.44 | (0.29 | ) | ||||||||||
Less net (loss) income attributable to noncontrolling interests | — | (0.01 | ) | — | — | |||||||||||
Net income (loss) available to common shareholders | $ | 0.45 | $ | (0.28 | ) | $ | 0.44 | $ | (0.29 | ) | ||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | |||||||||||||||
The following weighted-average options to purchase shares of Common Stock were outstanding during each period presented, but were not included in the computation of diluted earnings per share because the calculated number of shares assumed to be repurchased was greater than the number of shares to be obtained upon exercise, therefore, the effect would be antidilutive (in thousands, except exercise prices): | ||||||||||||||||
For the Six Months Ended | For the Three Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Number of stock options | 8,675 | 8,362 | 8,856 | 8,578 | ||||||||||||
Weighted average exercise price of stock options | $ | 0.68 | $ | 0.69 | $ | 0.68 | $ | 0.68 | ||||||||
Financial_Statement_Presentati2
Financial Statement Presentation (Details) | Apr. 16, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 |
StreetLinks LLC [Member] | Advent Financial Services LLC [Member] | Advent Financial Services LLC [Member] | CorvisaCloud LLC [Member] | CorvisaCloud LLC [Member] | |
Operations [Line Items] | ' | ' | ' | ' | ' |
Ownership percentage | 88.00% | 100.00% | 100.00% | 100.00% | 100.00% |
Divestitures_Major_Classes_of_
Divestitures - Major Classes of Assets and Liabilities Held for Sale (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Major Classes of Assets and Liabilities Held for Sale [Line Items] | ' | ' | |
Total current assets | $1,245 | $2,098 | |
Total non-current assets | 370 | 431 | |
Total current liabilities | 1,909 | 1,817 | |
Total non-current liabilities | 1,504 | 1,140 | |
Financial Intermediary [Member] | ' | ' | |
Major Classes of Assets and Liabilities Held for Sale [Line Items] | ' | ' | |
Service fee receivable, net | 92 | 69 | |
Restricted cash, current | 1,035 | 1,035 | |
Other current assets | 118 | 994 | |
Total current assets | 1,245 | 2,098 | |
Property and equipment, net of accumulated depreciation | 359 | 420 | |
Other assets | 11 | 11 | |
Total non-current assets | 370 | 431 | |
Total assets | 1,615 | 2,529 | |
Accounts payable | 39 | 103 | |
Accrued expenses | 1,839 | 1,669 | |
Due to Novation | 1,430 | [1] | 5,650 |
Other current liabilities | 31 | 45 | |
Total current liabilities | 3,339 | 7,467 | |
Other liabilities | 1,504 | 1,140 | |
Total non-current liabilities | 1,504 | 1,140 | |
Total liabilities | $4,843 | $8,607 | |
[1] | Amounts due to Novation are eliminated upon consolidation. As such, these amounts are not included in the consolidated balance sheets for any periods presented. |
Divestitures_Income_Statement_
Divestitures - Income Statement of Discontinued Operations (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' |
Service fee income | $5,247,000 | $43,165,000 | $29,131,000 | $84,310,000 |
Income from discontinued operations before income taxes | 46,320,000 | 4,311,000 | 48,232,000 | 7,417,000 |
Income tax expense of discontinued operations | 7,827,000 | 0 | 7,827,000 | 0 |
Income from discontinued operations, net of income taxes | $38,493,000 | $4,311,000 | $40,405,000 | $7,417,000 |
Divestitures_Balance_Sheet_by_
Divestitures - Balance Sheet by Disposal Groups, Including Discontinued Operations (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | |
In Thousands, unless otherwise specified | |||||
Balance Sheet by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | |
Cash and cash equivalents | $0 | $2,045 | $7,935 | $7,511 | |
Total current assets | 0 | 7,517 | ' | ' | |
Total non-current assets | 0 | 5,517 | ' | ' | |
Total current liabilities | 0 | 6,495 | ' | ' | |
Total non-current liabilities | 0 | 224 | ' | ' | |
Appraisal Management [Member] | ' | ' | ' | ' | |
Balance Sheet by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | |
Cash and cash equivalents | ' | 2,045 | ' | ' | |
Service fee receivable, net | ' | 4,781 | ' | ' | |
Other current assets | ' | 691 | ' | ' | |
Total current assets | ' | 7,517 | ' | ' | |
Property and equipment, net of accumulated amortization | ' | 909 | ' | ' | |
Goodwill | ' | 3,170 | ' | ' | |
Other assets | ' | 1,438 | ' | ' | |
Total non-current assets | ' | 5,517 | ' | ' | |
Total assets | ' | 13,034 | ' | ' | |
Accounts payable | ' | 3,122 | ' | ' | |
Accrued expenses | ' | 2,574 | ' | ' | |
Deferred revenue | ' | 621 | ' | ' | |
Due to Novation | ' | 717 | [1] | ' | ' |
Other current liabilities | ' | 178 | ' | ' | |
Total current liabilities | ' | 7,212 | ' | ' | |
Non-current liabilities | ' | 224 | ' | ' | |
Total non-current liabilities | ' | 224 | ' | ' | |
Total liabilities | ' | $7,436 | ' | ' | |
[1] | Amounts due to Novation are eliminated upon consolidation. As such, these amounts are not included in the consolidated balance sheets for any periods presented. |
Divestitures_Narrative_Details
Divestitures - Narrative (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | ||
Apr. 16, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Proceeds from sale of subsidiary | ' | ' | ' | $54,748,000 | $0 |
Bonus payments to StreetLinks employees | 1,000,000 | ' | ' | ' | ' |
Gain on sale of subsidiary before taxes | ' | ' | ' | 48,200,000 | ' |
Transaction-related costs | ' | ' | ' | 1,800,000 | ' |
Income from discontinued operations, net of income taxes | ' | 38,493,000 | 4,311,000 | 40,405,000 | 7,417,000 |
Assurant Services, LLC [Member] | Purchase and Sale Agreement [Member] | StreetLinks LLC [Member] | ' | ' | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Cash received at closing, including portion attributable to noncontrolling interests | 60,000,000 | ' | ' | ' | ' |
Proceeds from sale of subsidiary | 53,900,000 | ' | ' | ' | ' |
Proceeds from sale of subsidiary, adjustments for working capital | ' | 800,000 | ' | ' | ' |
Contingent Consideration Receivable [Member] | Assurant Services, LLC [Member] | Purchase and Sale Agreement [Member] | StreetLinks LLC [Member] | ' | ' | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Post-closing consideration, maximum | 12,000,000 | ' | ' | ' | ' |
Minimum [Member] | 2015 [Member] | Contingent Consideration Receivable [Member] | Purchase and Sale Agreement [Member] | ' | ' | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Post-closing consideration, total revenue requirement | 184,000,000 | ' | ' | ' | ' |
Minimum [Member] | 2016 [Member] | Contingent Consideration Receivable [Member] | Purchase and Sale Agreement [Member] | ' | ' | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Post-closing consideration, total revenue requirement | 167,500,000 | ' | ' | ' | ' |
Potential Bonus Payments to StreetLinks Employees [Member] | Maximum [Member] | ' | ' | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Potential reduction of proceeds, maximum | $2,000,000 | ' | ' | ' | ' |
Marketable_Securities_Availabl
Marketable Securities - Available-for-Sale (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized cost basis, current | $13,605,000 | ' |
Accumulated gross unrealized gains, current | 2,927,000 | ' |
Accumulated gross unrealized losses, current | -2,000 | ' |
Fair value, current | 16,530,000 | ' |
Fair value, non-current | 4,554,000 | ' |
Corporate Debt Securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized cost basis, current | 6,850,000 | ' |
Accumulated gross unrealized gains, current | 0 | ' |
Accumulated gross unrealized losses, current | -2,000 | ' |
Fair value, current | 6,848,000 | ' |
Amortized cost basis, non-current | 4,556,000 | ' |
Accumulated gross unrealized gains, non-current | 0 | ' |
Accumulated gross unrealized losses, non-current | -2,000 | ' |
US Government Agencies Debt Securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized cost basis, current | 6,130,000 | ' |
Accumulated gross unrealized gains, current | 0 | ' |
Accumulated gross unrealized losses, current | 0 | ' |
Fair value, current | 6,130,000 | ' |
Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized cost basis, current | 625,000 | 625,000 |
Accumulated gross unrealized gains, current | 2,927,000 | 3,103,000 |
Accumulated gross unrealized losses, current | 0 | 0 |
Fair value, current | $3,552,000 | $3,728,000 |
Marketable_Securities_VIEs_and
Marketable Securities - VIE's and CDO's (Details) (Variable Interest Entity, Primary Beneficiary [Member], USD $) | 6 Months Ended | |||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |||
Variable Interest Entity, Primary Beneficiary [Member] | ' | ' | ' | |||
Variable Interest Entity [Line Items] | ' | ' | ' | |||
Size/Principal outstanding | $4,295,594 | [1] | ' | $4,811,987 | [1] | |
Assets on Balance Sheet | 3,552 | [2] | ' | 3,728 | [2] | |
Liabilities on Balance Sheet | 0 | ' | 0 | |||
Maximum exposure to loss | 3,552 | [3] | ' | 3,728 | [3] | |
Year to date loss on sale | 0 | ' | 0 | |||
Year to date cash flows | $3,395 | [4] | $2,436 | [4] | ' | |
[1] | Size/principal outstanding reflects the estimated principal of the underlying assets held by the VIE. | |||||
[2] | Assets on balance sheet are securities issued by the entity and are recorded in the mortgage securities line item on the condensed consolidated balance sheets. | |||||
[3] | The maximum exposure to loss includes the assets held by the Company and assumes a total loss on the referenced assets held by the VIE. | |||||
[4] | Year to date cash flows are for the six months ended June 30, 2014 and 2013, respectively. |
Business_Combinations_and_Cons1
Business Combinations and Consolidation (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 12 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Apr. 16, 2014 | Mar. 08, 2012 | 20-May-13 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Apr. 16, 2014 | Mar. 08, 2012 | Dec. 31, 2013 |
StreetLinks LLC [Member] | StreetLinks LLC [Member] | Advent Financial Services LLC [Member] | Advent Financial Services LLC [Member] | Advent Financial Services LLC [Member] | CorvisaCloud LLC [Member] | CorvisaCloud LLC [Member] | Unit Purchase Agreement [Member] | Unit Purchase Agreement [Member] | Unit Purchase Agreement [Member] | |
StreetLinks LLC [Member] | StreetLinks LLC [Member] | StreetLinks LLC [Member] | ||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price | ' | ' | $1.90 | ' | ' | $0.60 | ' | ' | ' | $6.10 |
Membership units purchased | ' | ' | ' | ' | ' | ' | ' | ' | 1,927 | ' |
Remaining obligation | ' | ' | ' | ' | ' | ' | ' | 3.9 | ' | ' |
Future interest owed | ' | ' | ' | ' | ' | ' | ' | $0.20 | ' | ' |
Membership units transferred | ' | ' | ' | ' | ' | ' | ' | 1,218 | ' | ' |
Ownership percentage decrease | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage, by parent | 88.00% | ' | ' | 100.00% | 100.00% | 100.00% | 100.00% | ' | ' | ' |
Ownership percentage increase | ' | 5.00% | 22.00% | ' | ' | 15.00% | ' | ' | ' | ' |
Property_and_Equipment_Net_Nar
Property and Equipment, Net - Narrative (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ||||
Depreciation and amortization expense | $422 | [1] | $298 | [1] | $818 | [1] | $540 | [1] |
Leasehold Improvements [Member] | Maximum [Member] | ' | ' | ' | ' | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ||||
Estimated useful life of property and equipment | ' | ' | '5 years | ' | ||||
Furniture and Fixtures [Member] | ' | ' | ' | ' | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ||||
Estimated useful life of property and equipment | ' | ' | '5 years | ' | ||||
Office and Computer Equipment [Member] | Minimum [Member] | ' | ' | ' | ' | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ||||
Estimated useful life of property and equipment | ' | ' | '3 years | ' | ||||
Office and Computer Equipment [Member] | Maximum [Member] | ' | ' | ' | ' | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ||||
Estimated useful life of property and equipment | ' | ' | '5 years | ' | ||||
Software [Member] | ' | ' | ' | ' | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ||||
Estimated useful life of property and equipment | ' | ' | '3 years | ' | ||||
[1] | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. |
Property_and_Equipment_Net_Sch
Property and Equipment, Net - Schedule of Property and Equipment (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $6,744 | $5,927 |
Less: Accumulated depreciation and amortization | -2,871 | -2,331 |
Property and equipment, net | 3,873 | 3,596 |
Furniture, Fixtures and Office Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 592 | 509 |
Hardware and Computer Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 2,681 | 2,382 |
Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 2,714 | 2,309 |
Leasehold Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $757 | $727 |
Property_and_Equipment_Net_Cap
Property and Equipment, Net - Capital Leases (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Capital Leased Assets [Line Items] | ' | ' |
Capital Leased Assets, Gross | $0.70 | ' |
Capital Leased Assets, Accumulated Depreciation | $0.40 | $0.30 |
Borrowings_Senior_Notes_Detail
Borrowings - Senior Notes (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Mar. 22, 2011 | Mar. 22, 2011 | Mar. 22, 2011 | Mar. 22, 2011 | Mar. 22, 2011 | Mar. 22, 2011 |
Post-Modification Notes [Member] | Post-Modification Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Restriction Release Trigger, One [Member] | Restriction Release Trigger, Two [Member] | |||
Post-Modification Notes [Member] | Post-Modification Notes [Member] | Post-Modification Notes [Member] | Post-Modification Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | |||||
Interest Rate, Pre-Trigger [Member] | Modification Trigger, One [Member] | Interest Rate, Post-Trigger [Member] | Post-Modification Notes [Member] | Post-Modification Notes [Member] | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face amount of debt | ' | ' | ' | ' | $85,900,000 | ' | ' | ' | ' | ' |
Senior notes | 84,957,000 | 83,867,000 | 85,000,000 | 83,900,000 | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' |
Variable rate, description | ' | ' | ' | ' | ' | ' | ' | 'three-monthB LIBOR | ' | ' |
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | 3.50% | ' | ' |
Proceeds from equity offering, minimum | ' | ' | ' | ' | ' | ' | 40,000,000 | ' | ' | ' |
Tangible net worth, minimum | ' | ' | ' | ' | ' | ' | ' | ' | $40,000,000 | ' |
Interest coverage ratio, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.35 |
Leverage ratio, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | 95.00% |
Borrowings_Note_Payable_to_Rel
Borrowings - Note Payable to Related Party (Details) (USD $) | Dec. 31, 2013 | Apr. 16, 2014 |
In Millions, except Share data, unless otherwise specified | Unit Purchase Agreement [Member] | |
StreetLinks LLC [Member] | ||
Debt Instrument [Line Items] | ' | ' |
Membership units transferred | ' | 1,218 |
Remaining obligation | ' | $3.90 |
Future interest owed | ' | 0.2 |
Note payable to related party, current | 1.3 | ' |
Note payable to related party, noncurrent | $2.60 | ' |
Borrowings_Capital_Leases_Deta
Borrowings - Capital Leases (Details) (USD $) | 6 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ' | ' |
Capital Leases, Maturity Date Range, Start | 20-Aug-14 | ' |
Capital Leases, Maturity Date Range, End | 20-Jun-17 | ' |
Capital Lease Obligations, Current | $0.20 | $0.20 |
Capital Lease Obligations, Noncurrent | $0.20 | $0.20 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (Claims to Repurchase Securitized Loans [Member], USD $) | Dec. 31, 2007 |
In Billions, unless otherwise specified | |
Claims to Repurchase Securitized Loans [Member] | ' |
Loss Contingencies [Line Items] | ' |
Principal Amount Outstanding on Loans Securitized or Asset-backed Financing Arrangement | $43.10 |
Fair_Value_Accounting_Recurrin
Fair Value Accounting - Recurring Basis (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | $16,530,000 | ' |
Fair value, non-current | 4,554,000 | ' |
Corporate Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 6,848,000 | ' |
US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 6,130,000 | ' |
Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 3,552,000 | 3,728,000 |
Fair Value, Measurements, Recurring [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, Fair Value Disclosure | 60,664,000 | ' |
Fair Value, Measurements, Recurring [Member] | Corporate Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 6,848,000 | ' |
Fair value, non-current | 4,554,000 | ' |
Fair Value, Measurements, Recurring [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 6,130,000 | ' |
Fair Value, Measurements, Recurring [Member] | Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 3,552,000 | 3,728,000 |
Fair Value, Measurements, Recurring [Member] | Cash [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 7,616,000 | ' |
Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 28,143,000 | ' |
Fair Value, Measurements, Recurring [Member] | Commercial Paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 2,899,000 | ' |
Fair Value, Measurements, Recurring [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 922,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, Fair Value Disclosure | 35,759,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Corporate Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 0 | ' |
Fair value, non-current | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Cash [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 7,616,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 28,143,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Commercial Paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, Fair Value Disclosure | 21,353,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 6,848,000 | ' |
Fair value, non-current | 4,554,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 6,130,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Cash [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 2,899,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 922,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, Fair Value Disclosure | 3,552,000 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Corporate Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 0 | ' |
Fair value, non-current | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair value, current | 3,552,000 | 3,728,000 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Cash [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Commercial Paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | US Government Agencies Debt Securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | $0 | ' |
Fair_Value_Accounting_Signific
Fair Value Accounting - Significant Unobservable Inputs (Details) (Mortgage-backed Securities, Issued by Private Enterprises [Member], Present Value Analysis [Member], Fair Value, Inputs, Level 3 [Member]) | 6 Months Ended |
Jun. 30, 2014 | |
Fair Value Inputs, Quantitative Information [Line Items] | ' |
Fair value inputs, weighted average life, in years | '2 years |
Minimum [Member] | ' |
Fair Value Inputs, Quantitative Information [Line Items] | ' |
Fair value inputs, prepayment rates | 3.80% |
Maximum [Member] | ' |
Fair Value Inputs, Quantitative Information [Line Items] | ' |
Fair value inputs, prepayment rates | 12.50% |
Available-for-sale Securities [Member] | ' |
Fair Value Inputs, Quantitative Information [Line Items] | ' |
Fair value inputs, weighted average life, in years | '2 years |
Fair_Value_Accounting_Reconcil
Fair Value Accounting - Reconciliation of Changes in Level 3 Balances (Details) (Available-for-sale Securities [Member], Mortgage-backed Securities, Issued by Private Enterprises [Member], USD $) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |||||
Available-for-sale Securities [Member] | Mortgage-backed Securities, Issued by Private Enterprises [Member] | ' | ' | ' | ' | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' | ' | ' | ' | ||||
Balance, beginning of period | $3,466,000 | $3,295,000 | $3,728,000 | $3,906,000 | ||||
Accretion of income | 192,000 | [1] | 93,000 | [1] | 385,000 | [1] | 373,000 | [1] |
Proceeds from paydowns of securities | -156,000 | [1] | -132,000 | [1] | -385,000 | [1] | -404,000 | [1] |
Mark-to-market value adjustment | 50,000 | 146,000 | -176,000 | -473,000 | ||||
Net increases (decreases) to mortgage securities - available-for-sale | 86,000 | 107,000 | -176,000 | -504,000 | ||||
Balance, end of period | 3,552,000 | 3,402,000 | 3,552,000 | 3,402,000 | ||||
Cash received on mortgage securities with no cost basis | $1,400,000 | $1,400,000 | $3,000,000 | $2,000,000 | ||||
[1] | Cash received on mortgage securities with no cost basis was $3.0 million and $1.4 million for the six and three months ended June 30, 2014, respectively and $2.0 million and $1.4 million for the six and three months ended June 30, 2013, respectively. |
Fair_Value_Accounting_Impact_t
Fair Value Accounting - Impact to Earnings from Assets and Liabilities Measured at Fair Value (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Fair Value, Measured on Recurring and Nonrecurring Basis, Gain (Loss) Included in Earnings [Line Items] | ' | ' |
Fair value adjustments | $0 | $150 |
Fair_Value_Accounting_Carrying
Fair Value Accounting - Carrying Values and Fair Values of Financial Instruments (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Carrying Value [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Restricted cash | $600 | $597 |
Available-for-sale Securities | 21,084 | 3,728 |
Senior Notes | 84,957 | 83,867 |
Notes payable to related party | 0 | 3,863 |
Fair Value [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Restricted cash | 453 | 369 |
Available-for-sale Securities | 21,084 | 3,728 |
Senior Notes | 13,053 | 13,119 |
Notes payable to related party | $0 | $2,880 |
Fair_Value_Accounting_Narrativ
Fair Value Accounting - Narrative (Details) (USD $) | Dec. 31, 2013 | Mar. 22, 2011 | Mar. 22, 2011 | Dec. 31, 2013 |
In Millions, unless otherwise specified | Post-Modification Notes [Member] | Post-Modification Notes [Member] | Unit Purchase Agreement [Member] | |
Interest Rate, Pre-Trigger [Member] | Interest Rate, Post-Trigger [Member] | StreetLinks LLC [Member] | ||
Senior Notes [Member] | Senior Notes [Member] | |||
Debt Instrument [Line Items] | ' | ' | ' | ' |
Interest rate | ' | 1.00% | ' | ' |
Variable rate, description | ' | ' | 'three-monthB LIBOR | ' |
Basis spread on variable rate | ' | ' | 3.50% | ' |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Purchase of Interest by Parent, Interest Rate | ' | ' | ' | 4.00% |
Note payable to related party, current | $1.30 | ' | ' | ' |
Note payable to related party, noncurrent | $2.60 | ' | ' | ' |
Income_Taxes_Income_Tax_Expens
Income Taxes - Income Tax Expense (Benefit) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' |
Income tax (benefit) expense, continuing operations | ($7,258,000) | $26,528,000 | ($7,230,000) | $27,666,000 |
Income tax expense of discontinued operations | 7,827,000 | 0 | 7,827,000 | 0 |
State and local income tax expense of discontinued operations | ' | ' | $600,000 | ' |
Income_Taxes_Deferred_Tax_Asse
Income Taxes - Deferred Tax Assets and Liabilities (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Operating Loss Carryforwards [Line Items] | ' | ' |
Deferred Tax Assets, Valuation Allowance | $266.30 | $283 |
Income_Taxes_Unrecognized_Tax_
Income Taxes - Unrecognized Tax Benefits (Details) (USD $) | 6 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2013 |
Income Tax Contingency [Line Items] | ' | ' |
Unrecognized Tax Benefits | $1 | $0.70 |
Unrecognized Tax Benefits Reductions Resulting From Lapse Of Applicable Statute Of Limitations, Due In Next Twelve Months | $0.60 | ' |
Segment_Reporting_Details
Segment Reporting (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | ||||||
segments | ||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Service fee income | $2,932,000 | $1,653,000 | $10,603,000 | $8,370,000 | ' | |||||
Interest income | 1,610,000 | 1,488,000 | 3,396,000 | 2,405,000 | ' | |||||
Interest expense | 799,000 | 800,000 | 1,595,000 | 1,584,000 | ' | |||||
Depreciation and amortization expense | 422,000 | [1] | 298,000 | [1] | 818,000 | [1] | 540,000 | [1] | ' | |
Income (loss) before income tax benefit | -5,507,000 | -4,352,000 | -6,628,000 | -5,665,000 | ' | |||||
Property, Plant and Equipment, Additions | 637,000 | [2] | 405,000 | [2] | 1,053,000 | [2] | 1,739,000 | [2] | ' | |
Total assets | 70,796,000 | ' | 70,796,000 | ' | 34,042,000 | |||||
Number of company reporting segments | ' | ' | 3 | ' | ' | |||||
Corporate [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Service fee income | 2,499,000 | 2,250,000 | 5,189,000 | 4,452,000 | ' | |||||
Interest income | 1,610,000 | 1,546,000 | 3,407,000 | 2,725,000 | ' | |||||
Interest expense | 799,000 | 799,000 | 1,594,000 | 1,583,000 | ' | |||||
Depreciation and amortization expense | 265,000 | [1] | 230,000 | [1] | 518,000 | [1] | 413,000 | [1] | ' | |
Income (loss) before income tax benefit | -1,446,000 | -2,055,000 | -2,259,000 | -3,156,000 | ' | |||||
Property, Plant and Equipment, Additions | 170,000 | [2] | 326,000 | [2] | 302,000 | [2] | 1,577,000 | ' | ||
Total assets | 65,056,000 | ' | 65,056,000 | ' | 25,535,000 | [3] | ||||
Appraisal Management [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Total assets | ' | ' | ' | ' | 13,034,000 | [4],[5] | ||||
Appraisal Management [Member] | StreetLinks LLC [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Goodwill | ' | ' | ' | ' | 3,200,000 | |||||
Financial Intermediary [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Service fee income | 1,335,000 | 1,471,000 | 8,216,000 | 8,091,000 | ' | |||||
Interest income | 0 | 0 | 0 | 0 | ' | |||||
Interest expense | 1,000 | 52,000 | 1,000 | 308,000 | ' | |||||
Depreciation and amortization expense | 49,000 | [1] | 68,000 | [1] | 93,000 | [1] | 127,000 | [1] | ' | |
Income (loss) before income tax benefit | -1,507,000 | -652,000 | 1,097,000 | 633,000 | ' | |||||
Property, Plant and Equipment, Additions | 0 | [2] | 79,000 | [2] | 38,000 | [2] | 162,000 | ' | ||
Total assets | 2,626,000 | [6] | ' | 2,626,000 | [6] | ' | 3,983,000 | [7] | ||
Cloud SaaS [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Service fee income | 674,000 | ' | 1,526,000 | ' | ' | |||||
Interest income | 0 | ' | 0 | ' | ' | |||||
Interest expense | 0 | ' | 9,000 | ' | ' | |||||
Depreciation and amortization expense | 108,000 | [1] | ' | 207,000 | [1] | ' | ' | |||
Income (loss) before income tax benefit | -2,265,000 | ' | -3,644,000 | ' | ' | |||||
Property, Plant and Equipment, Additions | 467,000 | [2] | ' | 713,000 | [2] | ' | ' | |||
Total assets | 11,096,000 | ' | 11,096,000 | ' | ' | |||||
Eliminations [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Service fee income | -1,576,000 | -2,068,000 | -4,328,000 | -4,173,000 | ' | |||||
Interest income | 0 | -58,000 | -11,000 | -320,000 | ' | |||||
Interest expense | -1,000 | -51,000 | -9,000 | -307,000 | ' | |||||
Depreciation and amortization expense | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ' | |
Income (loss) before income tax benefit | -289,000 | -1,645,000 | -1,822,000 | -3,142,000 | ' | |||||
Property, Plant and Equipment, Additions | 0 | [2] | 0 | [2] | 0 | [2] | 0 | ' | ||
Total assets | ($7,982,000) | ' | ($7,982,000) | ' | ($8,510,000) | |||||
[1] | Amounts related to continuing operations are included in the cost of services and selling, general and administrative expense line items on the condensed consolidated statements of operations, while amounts related to discontinued operations are included in the (loss) income from discontinued operations, net of income taxes. | |||||||||
[2] | Amount includes assets acquired under capital leases. | |||||||||
[3] | Corporate segment includes Cloud SaaS assets of $1.9 million as of December 31, 2013. | |||||||||
[4] | See Note 3 for additional information regarding the financial position and operating results of discontinued operations. | |||||||||
[5] | Total assets of discontinued operations includes goodwill of $3.2 million resulting from the acquisition of StreetLinks. | |||||||||
[6] | Amount includes $1.0 million in cash and cash equivalents not classified as held for sale. See Note 3 for additional information regarding the classification of Advent as held for sale. | |||||||||
[7] | Amount includes $1.5 million in cash and cash equivalents not classified as held for sale. See Note 3 for additional information regarding the classification of Advent as held for sale. |
Earnings_per_Share_Computation
Earnings per Share - Computation of Earnings per Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Numerator: | ' | ' | ' | ' |
Net income (loss) from continuing operations | $1,751 | ($30,880) | $602 | ($33,331) |
Income from discontinued operations, net of income taxes | 38,493 | 4,311 | 40,405 | 7,417 |
Net income (loss) | 40,244 | -26,569 | 41,007 | -25,914 |
Less: Net (loss) income attributable to noncontrolling interests | -33 | 24 | 0 | -77 |
Income (loss) available to common shareholders, in dollars | $40,277 | ($26,593) | $41,007 | ($25,837) |
Denominator: | ' | ' | ' | ' |
Weighted average common shares outstanding - basic | 90,866,933 | 90,716,933 | 90,866,933 | 90,716,933 |
Weighted average common shares outstanding - diluted | 90,940,843 | 90,716,933 | 90,904,092 | 90,716,933 |
Basic earnings per share: | ' | ' | ' | ' |
Net income from continuing operations | $0.02 | ($0.34) | $0.01 | ($0.37) |
Loss from discontinued operations | $0.42 | $0.05 | $0.44 | $0.08 |
Net income | $0.44 | ($0.29) | $0.45 | ($0.29) |
Less net income (loss) attributable to noncontrolling interests | $0 | $0 | $0 | ($0.01) |
Net income available to common shareholders | $0.44 | ($0.29) | $0.45 | ($0.28) |
Diluted earnings per share: | ' | ' | ' | ' |
Net income from continuing operations | $0.02 | ($0.34) | $0.01 | ($0.37) |
Loss from discontinued operations | $0.42 | $0.05 | $0.44 | $0.08 |
Net income | $0.44 | ($0.29) | $0.45 | ($0.29) |
Less net income (loss) attributable to noncontrolling interests | $0 | $0 | $0 | ($0.01) |
Net income available to common shareholders | $0.44 | ($0.29) | $0.45 | ($0.28) |
Stock Options [Member] | ' | ' | ' | ' |
Denominator: | ' | ' | ' | ' |
Incremental shares related to share-based compensation | 0 | 0 | 0 | 0 |
Nonvested Shares [Member] | ' | ' | ' | ' |
Denominator: | ' | ' | ' | ' |
Incremental shares related to share-based compensation | 73,910 | 0 | 37,159 | 0 |
Earnings_per_Share_Antidilutiv
Earnings per Share - Antidilutive Securities (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Stock Options [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 8,856,000 | 8,578,000 | 8,675,000 | 8,362,000 |
Weighted average exercise price of stock otions | $0.68 | $0.68 | $0.68 | $0.69 |
Number of shares issued during the period excluded from computation of earnings per share | 400,000 | 600,000 | 200,000 | 300,000 |
Restricted Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 500,000 | 800,000 | 600,000 | 800,000 |
Earnings_per_Share_Narrative_D
Earnings per Share - Narrative (Details) (USD $) | 6 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
In Millions, except Per Share data, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2014 | Mar. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Stock Options [Member] | Stock Options [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | ||||
Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | ||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted | ' | ' | ' | 3 | 0.6 | ' | ' | ' | ' |
Weighted average exercise price of options granted | $0.53 | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested shares oustanding | ' | 0.6 | 0.8 | ' | ' | ' | ' | ' | ' |
Cliff vesting schedule | ' | ' | ' | ' | ' | '5 years | '5 years | '10 years | '10 years |