Document_and_Entity_Informatio
Document and Entity Information Document (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 28, 2014 | Jun. 30, 2013 | |
Entity Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'PDI INC | ' | ' |
Entity Central Index Key | '0001054102 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 15,366,061 | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $25,738,854 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $45,639 | $52,783 |
Short-term Investments | 103 | 92 |
Accounts receivable, net | 2,422 | 10,687 |
Unbilled costs and accrued profits on contracts in progress | 7,982 | 1,955 |
Other current assets | 6,563 | 6,066 |
Total current assets | 62,709 | 71,583 |
Property and equipment, net | 2,789 | 2,396 |
Goodwill | 2,523 | 2,523 |
Other long-term assets | 1,043 | 1,945 |
Total assets | 69,064 | 78,447 |
Current liabilities: | ' | ' |
Accounts payable | 2,350 | 3,388 |
Unearned contract revenue | 9,379 | 14,501 |
Accrued salary and bonus | 9,643 | 6,674 |
Other accrued expenses | 10,028 | 11,827 |
Total current liabilities | 31,400 | 36,390 |
Long-term liabilities | 5,185 | 6,427 |
Total liabilities | 36,585 | 42,817 |
Commitments and contingencies (Note 10) | ' | ' |
Stockholders’ equity: | ' | ' |
Preferred stock, $.01 par value; 5,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Common Stock, $.01 par value; 40,000,000 shares authorized; 16,316,169 and 16,063,514 shares issued, respectively; 15,169,898 and 14,965,875 shares outstanding, respectively | 163 | 161 |
Additional paid-in capital | 130,229 | 128,508 |
Accumulated deficit | -83,823 | -79,258 |
Accumulated other comprehensive income | 16 | 11 |
Treasury stock, at cost (1,146,271 and1,097,639 shares, respectively) | -14,106 | -13,792 |
Total stockholders' equity | 32,479 | 35,630 |
Total liabilities and stockholders' equity | $69,064 | $78,447 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Common Stock, Par or Stated Value Per Share | $0.01 | $0.01 |
Common Stock, Shares Authorized | 40,000,000 | 40,000,000 |
Common Stock, Shares, Issued | 16,316,169 | 16,063,514 |
Common Stock, Shares, Outstanding | 15,169,898 | 14,965,875 |
Preferred Stock, Par or Stated Value Per Share | $0.01 | $0.01 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Treasury Stock, Shares | 1,146,271 | 1,097,639 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue, net | $150,842 | $126,899 |
Cost of services | 126,432 | 100,039 |
Gross profit | 24,410 | 26,860 |
Operating expenses: | ' | ' |
Compensation expense | 17,405 | 16,414 |
Other selling, general and administrative expenses | 11,282 | 11,455 |
Asset impairments | 0 | 23,517 |
Facilities realignment | 0 | 706 |
Total operating expenses | 28,687 | 52,092 |
Operating loss | -4,277 | -25,232 |
Other expense, net | -59 | -28 |
Loss from continuing operations before tax | -4,336 | -25,260 |
Provision for income tax | 180 | 208 |
Loss from continuing operations | -4,516 | -25,468 |
Loss from discontinued operations, net of tax | -49 | -59 |
Net loss | -4,565 | -25,527 |
Unrealized holding (loss) gain on available-for-sale securities, net | 5 | -1 |
Comprehensive loss | ($4,560) | ($25,528) |
Basic and diluted loss per share of common stock: | ' | ' |
From continuing operations | ($0.31) | ($1.75) |
From discontinued operations | $0 | $0 |
Net loss per basic and diluted share of common stock | ($0.31) | ($1.75) |
Weighted average number of common shares and common share equivalents outstanding: | ' | ' |
Basic | 14,718 | 14,585 |
Diluted | 14,718 | 14,585 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
In Thousands, except Share data, unless otherwise specified | ||||||
Beginning Balance at Dec. 31, 2011 | ' | $158 | ($13,636) | $126,720 | ($53,731) | $12 |
Beginning Balance, shares at Dec. 31, 2011 | ' | 15,820,000 | 1,075,000 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Common stock issued, shares | ' | 144,000 | ' | ' | ' | ' |
Common stock issued | ' | 1 | ' | -1 | ' | ' |
SARs exercised, shares | ' | 4,000 | ' | ' | ' | ' |
SARs exercised | ' | 0 | ' | ' | ' | ' |
Restricted stock issued, shares | ' | 151,000 | ' | ' | ' | ' |
Restricted stock issued | ' | 2 | ' | -2 | ' | ' |
Restricted stock forfeited, shares | ' | -55,000 | ' | ' | ' | ' |
Restricted stock forfeited | ' | 0 | ' | ' | ' | ' |
Treasury stock purchased, shares | ' | ' | 22,000 | ' | ' | ' |
Treasury stock purchased | ' | ' | -156 | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' | 1,791 | ' | ' |
Net loss | -25,527 | ' | ' | ' | -25,527 | ' |
Unrealized holding gain (loss) on available-for-sale securities, net of tax | -1 | ' | ' | ' | ' | -1 |
Ending Balance at Dec. 31, 2012 | 35,630 | 161 | -13,792 | 128,508 | -79,258 | 11 |
Ending Balance, shares at Dec. 31, 2012 | ' | 16,064,000 | 1,097,000 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Common stock issued, shares | ' | 146,000 | ' | ' | ' | ' |
Common stock issued | ' | 1 | ' | 0 | ' | ' |
SARs exercised, shares | -13,183 | 1,000 | ' | ' | ' | ' |
SARs exercised | ' | 0 | ' | ' | ' | ' |
Restricted stock issued, shares | 248,473 | 143,000 | ' | ' | ' | ' |
Restricted stock issued | 1,195 | 1 | ' | -2 | ' | ' |
Restricted stock forfeited, shares | -425,635 | -38,000 | ' | ' | ' | ' |
Restricted stock forfeited | ' | 0 | ' | ' | ' | ' |
Treasury stock purchased, shares | ' | ' | 49,000 | ' | ' | ' |
Treasury stock purchased | ' | ' | -314 | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' | 1,723 | ' | ' |
Net loss | -4,565 | ' | ' | ' | -4,565 | ' |
Unrealized holding gain (loss) on available-for-sale securities, net of tax | 5 | ' | ' | ' | ' | 5 |
Ending Balance at Dec. 31, 2013 | $32,479 | $163 | ($14,106) | $130,229 | ($83,823) | $16 |
Ending Balance, shares at Dec. 31, 2013 | ' | 16,316,000 | 1,146,000 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Cash Flows From Operating Activities | ' | ' |
Net loss | ($4,565) | ($25,527) |
Adjustments to reconcile net income to net cash | ' | ' |
Depreciation and amortization | 1,425 | 2,034 |
Realignment accrual accretion | 142 | 142 |
Provision for bad debt, net | 9 | 16 |
Stock-based compensation | 1,723 | 1,791 |
Asset impairments | 0 | 23,517 |
Non-cash facilities realignment | 0 | 69 |
Other changes in assets and liabilities: | ' | ' |
Decrease (increase) in accounts receivable | 8,256 | -1,054 |
(Increase) decrease in unbilled costs | -6,027 | 638 |
Decrease (increase) in other current assets | 1,740 | -758 |
Decrease (increase) in other long-term assets | 165 | -7 |
Decrease in accounts payable | -1,038 | -751 |
Decrease in unearned contract revenue | -5,122 | -1,381 |
Increase (decrease) in accrued salaries and bonus | 2,969 | -1,609 |
Decrease in accrued liabilities | -1,805 | -5,913 |
Decrease in long-term liabilities | -1,384 | -1,493 |
Net cash used in operating activities | -3,512 | -10,286 |
Cash Flows From Investing Activities | ' | ' |
Purchase of property and equipment | -1,818 | -1,112 |
Payments to Acquire Investments | -1,500 | ' |
Net cash used in investing activities | -3,318 | -1,112 |
Cash Flows From Financing Activities | ' | ' |
Cash paid for repurchase of restricted shares | -314 | -156 |
Net cash used in financing activities | -314 | -156 |
Net decrease in cash and cash equivalents | -7,144 | -11,554 |
Cash and cash equivalents – beginning | 52,783 | 64,337 |
Cash and cash equivalents – ending | 45,639 | 52,783 |
Cash paid for taxes | $235 | $175 |
Nature_of_Business_and_Signifi
Nature of Business and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation and Significant Accounting Policies [Text Block] | ' |
Nature of Business and Significant Accounting Policies | |
Nature of Business | |
PDI, Inc., together with its wholly-owned subsidiaries (PDI or the Company), is a leading provider of outsourced commercial services to established and emerging pharmaceutical, biotechnology and healthcare companies in the United States. PDI is a leading provider of outsourced sales teams that target healthcare providers, offering a range of complementary sales support services designed to achieve our customers' strategic and financial product objectives. In addition to outsourced sales teams in the United States, PDI also provides other promotional services, including clinical educator services, digital communications, teledetailing and full product commercialization services. Combined, PDI's services offer customers a range of both personal and non-personal promotional options for the commercialization of their products throughout their lifecycles, from development through maturity. These services include product distribution, personal and non-personal product detailing, full supply chain management, operations, sales, marketing, compliance, and regulatory/medical management. PDI provides innovative and flexible service offerings designed to drive customers' businesses forward and successfully respond to a continually changing market. The Company's services provide a vital link between its customers and the medical community through the communication of product information to physicians and other healthcare professionals for use in the care of their patients. The Company provides these services through three reporting segments: Sales Services; Marketing Services; and Product Commercialization Services (PC Services). | |
The Company has taken action on its stated strategy of searching for product in-licensing, acquisition and partnering opportunities that could add more predictable, higher growth, higher margin business that can reduce the natural volatility of its current core businesses, and at the same time leverage the breadth of its installed infrastructure and strength of its core commercialization capabilities. Through its Interpace Diagnostics entity, the Company has recently announced a strategy focused on becoming a leading commercialization company for the molecular diagnostics industry via in-licensing, acquiring or partnering. Leveraging PDI's core sales and marketing and full commercialization capabilities, the Company believes this is a natural extension for itself and the strength of its core capabilities, and PDI's installed infrastructure and the ability to gain synergies significantly mitigates the risks associated with this strategy. During 2013, the Company entered into two arrangements as part of this new strategy. See Note 18, Investment in Non-Controlled Entity and Other Arrangements for further information. | |
Principles of Consolidation | |
The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP). The consolidated financial statements include the accounts of PDI, Inc. and its wholly-owned subsidiaries: Group DCA, LLC (Group DCA); PDI Investment Company, Inc., Interpace BioPharma, LLC; and presented as discontinued operations, InServe Support Solutions (Pharmakon) and TVG, Inc. (TVG). All significant intercompany balances and transactions have been eliminated in consolidation. | |
Accounting Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities reported and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management's estimates are based on historical experience, facts and circumstances available at the time, and various other assumptions that are believed to be reasonable under the circumstances. Significant estimates include best estimate of selling price in multiple element arrangements, valuation allowances related to deferred income taxes, self-insurance loss accruals, allowances for doubtful accounts and notes, income tax accruals, acquisition accounting, asset impairments and facilities realignment accruals. The Company periodically reviews these matters and reflects changes in estimates as appropriate. Actual results could materially differ from those estimates. | |
Cash and Cash Equivalents | |
Cash and cash equivalents include unrestricted cash accounts, money market investments and highly liquid investment instruments with original maturity of three months or less at the date of purchase. | |
Receivables and Allowance for Doubtful Accounts | |
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Management reviews a customer’s credit history before extending credit. The Company records a provision for estimated losses based upon the inability of its customers to make required payments using historical experience and periodically adjusts these provisions to reflect actual experience. Additionally, the Company will establish a specific allowance for doubtful accounts when it becomes aware of a specific customer’s inability or unwillingness to meet its financial obligations (e.g., bankruptcy filing). There was a $9,000 allowance for doubtful accounts for trade accounts receivables as of December 31, 2013 and no allowance for doubtful accounts as of December 31, 2012. | |
Unbilled Costs and Accrued Profits | |
In general, contractual provisions, including predetermined payment schedules or submission of appropriate billing detail, establish the prerequisites for billings. Unbilled costs and accrued profits arise when services have been rendered and payment is assured but customers have not been billed. These amounts are classified as a current asset. | |
Unearned Contract Revenue | |
Normally, in the case of detailing and e-detailing contracts, the customers agree to pay the Company a portion of the fee due under a contract in advance of performance of services because of large recruiting and employee development costs associated with the initial phase of a contract performance and effort required in the development of interactive digital communications. The excess of amounts billed over revenue recognized represents unearned contract revenue, which is classified as a current liability. | |
Loans and Investments in Privately Held Entities | |
From time-to-time, the Company makes investments in and/or loans to privately-held companies. The Company determines whether the fair values of any investments in privately held entities have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If the Company considers any such decline to be other than temporary (based on various factors, including historical financial results, and the overall health of the investee’s industry), a write-down to estimated fair value is recorded. As of December 31, 2013, the Company had an investment in a privately held, non-controlled entity of $1.5 million within Other current assets in the Consolidated Balance Sheets in accordance with ASC 325-20 Investments Other - Cost Method Investments. See Note 18, Investment in Non-Controlled Entity and Other Arrangements for further information. | |
On a quarterly basis, the Company reviews outstanding loans receivable to determine if a provision for doubtful notes is necessary. These reviews include discussions with senior management of the investee, and evaluations of, among other things, the investee’s progress against its business plan, its product development activities and customer base, industry market conditions, historical and projected financial performance, expected cash needs and recent funding events. Subsequent cash receipts on the outstanding interest are applied against the outstanding interest receivable balance and the corresponding allowance. The Company’s assessments of value are subjective given that the investees may be at an early stage of development and rely regularly on their investors for cash infusions. As of December 31, 2013 and 2012, the Company had loan receivable balances of $750,000, which has been fully reserved. | |
Property and Equipment | |
Property and equipment are stated at cost less accumulated depreciation. Depreciation and amortization is recognized on a straight-line basis, using the estimated useful lives of: seven to ten years for furniture and fixtures; two to five years for office and computer equipment; and leasehold improvements are amortized over the shorter of the estimated service lives or the terms of the related leases which are currently four to five years. Repairs and maintenance are charged to expense as incurred. Upon disposition, the asset and related accumulated depreciation are removed from the related accounts and any gains or losses are reflected in operations. | |
Software Costs | |
Internal-Use Software - It is the Company’s policy to capitalize certain costs incurred in connection with developing or obtaining internal-use software. Capitalized software costs are included in property and equipment on the consolidated balance sheet and amortized over the software’s useful life, generally three to seven years. Software costs that do not meet capitalization criteria are expensed immediately. During the year ended December 31, 2013, the Company capitalized $0.5 million of internal-use software related to investment in the development of its core systems. | |
External-Use Software - It is the Company’s policy to capitalize certain costs incurred in connection with developing or obtaining external-use software. Capitalized software costs are included in property and equipment on the consolidated balance sheet and amortized over the software’s useful life, generally three years. Software costs that do not meet capitalization criteria are expensed immediately. During the year ended December 31, 2013, the Company capitalized $1.1 million of external-use software related to investment in the development of its recently launched Group DCA business unit product, PD One™. | |
Concentration of Credit Risk | |
Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents and investments in marketable securities. The Company maintains deposits in federally insured financial institutions. The Company also holds investments in Treasury money market funds that maintain an average portfolio maturity less than 90 days and deposits held with financial institutions may exceed the amount of insurance provided on such deposits; however, management believes the Company is not exposed to significant credit risk due to the financial position of the financial institutions in which those deposits are held and the nature of the investments. | |
Goodwill and Indefinite-Lived Intangible Assets | |
The Company allocates the cost of acquired companies to the identifiable tangible and intangible assets acquired and liabilities assumed, with the remaining amount classified as goodwill. Since the entities the Company has acquired do not have significant tangible assets, a significant portion of the purchase price has been allocated to intangible assets and goodwill. The identification and valuation of these intangible assets and the determination of the estimated useful lives at the time of acquisition, as well as the completion of impairment tests require significant management judgments and estimates. These estimates are made based on, among other factors, reviews of projected future operating results and business plans, economic projections, anticipated highest and best use of future cash flows and the market participant cost of capital. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of goodwill and other intangible assets, and potentially result in a different impact to the Company’s results of operations. Further, changes in business strategy and/or market conditions may significantly impact these judgments and thereby impact the fair value of these assets, which could result in an impairment of the goodwill or intangible assets. | |
The Company tests its goodwill for impairment at least annually (as of December 31) and whenever events or circumstances change that indicate impairment may have occurred. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others: a significant decline in our expected future cash flows; a sustained, significant decline in our stock price and market capitalization; a significant adverse change in legal factors or in the business climate of the pharmaceutical industry; unanticipated competition; and slower growth rates. Any adverse change in these factors could have a significant impact on the recoverability of goodwill, indefinite-lived intangible assets and our consolidated financial results. | |
The Company tests its goodwill for impairment at the business (reporting) unit level, which is one level below its operating segments. The goodwill has been assigned to the reporting unit to which the value relates. One of the Company's five reporting units, Group DCA, has goodwill. The Company tested goodwill by estimating the fair value of the reporting unit using a Discounted Cash Flow (DCF) model. The key assumptions used in the DCF model to determine the highest and best use of estimated future cash flows include revenue growth rates and profit margins based on internal forecasts, terminal value and an estimate of a market participant's weighted-average cost of capital used to discount future cash flows to their present value. The Company tested the indefinite-lived intangible asset using a Relief From Royalty Method (RFRM) under the Income Approach. The key assumptions used in the RFRM model include revenue growth rates, the terminal value and the assumed discount rate. While the Company uses available information to prepare estimates and to perform impairment evaluations, actual results could differ significantly from these estimates or related projections, resulting in impairment related to recorded goodwill balances. | |
During the Company's 2012 annual impairment tests of goodwill and indefinite-lived intangible assets, management identified potential impairment. The Company's management then determined that these Group DCA business unit assets were impaired and recognized an impairment loss of $18.4 million as the carrying value of the Group DCA business unit was in excess of its fair value. During the Company's 2013 annual impairment tests of goodwill, no potential impairment was identified by management, as the fair value of the Group DCA business unit was in excess of its carrying value. If Group DCA's projected long-term sales growth rate, profit margins, or terminal rate change, or the assumed weighted-average cost of capital is considerably higher, future testing may indicate additional impairment in this reporting unit and, as a result, the remaining assets may also be impaired. See Note 4, Fair Value Measurements and Note 7, Goodwill and Other Intangible Assets for further information. | |
Long-Lived Assets, including Finite-Lived Intangible Assets | |
The Company reviews the recoverability of long-lived assets and finite-lived intangible assets whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recognized by reducing the recorded value of the asset to its fair value measured by future discounted cash flows. This analysis requires estimates of the amount and timing of projected cash flows and, where applicable, judgments associated with, among other factors, the appropriate discount rate. Such estimates are critical in determining whether any impairment charge should be recorded and the amount of such charge if an impairment loss is deemed to be necessary. For a discussion of impairment related to finite-lived intangible assets, see Note 7, Goodwill and Other Intangible Assets. | |
During the year ended December 31, 2012 the Company recorded a non-cash charge of approximately $4.4 million related to the full impairment of the Group DCA finite-lived intangible assets. See Note 7, Goodwill and Other Intangible Assets, for additional information. | |
Additionally, during the year ended December 31, 2012, the Company recorded non-cash charges of less than $0.1 million for the impairment of certain furniture and leasehold improvements as a result of exiting approximately 9,000 square feet of office space at its Group DCA facility in Parsippany, New Jersey. These charges have both been recorded in continued operations. See Note 14, Facilities Realignment for additional information. | |
Self-Insurance Accruals | |
The Company is self-insured for benefits paid under employee healthcare programs. The Company’s liability for healthcare claims is estimated using an underwriting determination which is based on the current year’s average lag days between when a claim is incurred and when it is paid. The Company maintains stop-loss coverage with third-party insurers to limit its total exposure on all of these programs. Periodically, the Company evaluates the level of insurance coverage and adjusts insurance levels based on risk tolerance and premium expense. Management reviews the self-insurance accruals on a quarterly basis. Actual results may vary from these estimates, resulting in an adjustment in the period of the change in estimate. Prior to October 1, 2008, the Company was also self-insured for certain losses for claims filed and claims incurred but not reported relating to workers’ compensation and automobile-related liabilities for Company-leased cars. Beginning October 1, 2008, the Company became fully-insured through an outside carrier for these losses. The Company’s liability for claims filed and claims incurred but not reported prior to October 1, 2008 is estimated on an actuarial undiscounted basis supplied by our insurance brokers and insurers using individual case-based valuations and statistical analysis. These estimates are based upon judgment and historical experience. However, the final cost of many of these claims may not be known for five years or more after filing of the claim. As of December 31, 2013, the Company had no outstanding claims filed and claims incurred but not reported for self-insured automobile-related liabilities. At December 31, 2013 and 2012, self-insurance accruals totaled $1.0 million and $0.9 million, respectively, and are included in other accrued expenses on the balance sheet. | |
Contingencies | |
In the normal course of business, the Company is subject to various contingencies. Contingencies are recorded in the consolidated financial statements when it is probable that a liability will be incurred and the amount of the loss is reasonably estimable, or otherwise disclosed, in accordance with Accounting Standards Codification 450, Contingencies (ASC 450). Significant judgment is required in both the determination of probability and the determination as to whether a loss is reasonably estimable. In the event the Company determines that a loss is not probable, but is reasonably possible, and it becomes possible to develop what the Company believes to be a reasonable range of possible loss, then the Company will include disclosures related to such matter as appropriate and in compliance with ASC 450. To the extent there is a reasonable possibility that the losses could exceed the amounts already accrued, the Company will, when applicable, adjust the accrual in the period the determination is made, disclose an estimate of the additional loss or range of loss, indicate that the estimate is immaterial with respect to its financial statements as a whole or, if the amount of such adjustment cannot be reasonably estimated, disclose that an estimate cannot be made. The Company is currently involved in certain legal proceedings and, as required, the Company has accrued its estimate of the probable costs for the resolution of these claims. These estimates are developed in consultation with outside counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. Predicting the outcome of claims and litigation, and estimating related costs and exposures, involves substantial uncertainties that could cause actual costs to vary materially from estimates. | |
Revenue and Cost of Services | |
The Company recognizes revenue from services rendered when the following four revenue recognition criteria are met: persuasive evidence of an arrangement exists; services have been rendered; the selling price is fixed or determinable; and collectability is reasonably assured. The Company's contracts containing multiple deliverables are accounted for in accordance with Accounting Standards Codification 605-25, Revenue Recognition: Multiple Element Arrangements. | |
Sales Services | |
Revenue under pharmaceutical detailing contracts is generally based on the number of sales representatives utilized or the number of physician details made. Revenue is generally recognized on a straight-line basis over the contract period or as the physician details are performed. A portion of revenues earned under certain contracts may be risk-based. The risk-based metrics may be based on activity metrics such as call activity, turnover, or other agreed upon measures, or on contractually defined percentages of prescriptions written. Revenue from risk-based metrics is recognized in the period which the metrics have been attained and when we are reasonably assured that payment will be made. Many of the Company's product detailing contracts also allow for additional periodic incentive fees to be earned if certain activities have occurred or client specific sales performance benchmarks have been attained. Revenue from incentive fees is recognized in the period earned when the performance benchmarks have been attained and when the Company is reasonably assured that payment will be made. Many contracts also stipulate penalties if agreed upon performance benchmarks have not been met. Revenue is recognized net of any potential penalties until the performance criteria relating to the penalties have been achieved. Commission based revenue is recognized when performance is completed. | |
The Company's product detailing contracts are generally for terms of one to three years and may be renewed or extended. The majority of these contracts, however, are terminable by the customer without cause upon 30 days' to 180 days’ prior written notice. Certain contracts include provisions mandating that such notice may not be provided prior to a pre-determined future date and also provide for termination payments if the customer terminates the agreement without cause. Typically, however, the total compensation provided by minimum service periods (otherwise referred to as minimum purchase obligations) and termination payments within any individual agreement will not fully offset the revenue the Company would have earned from fully executing the contract or the costs the Company may incur as a result of its early termination. | |
The Company maintains continuing relationships with its Sales Services customers which may lead to multiple ongoing contracts with one customer. In situations where the Company enters into multiple contracts with one customer at or near the same time, the Company evaluates the various factors involved in negotiating the arrangements in order to determine if the contracts were negotiated in contemplation of one and other and should be accounted for as a single agreement. | |
The loss or termination of large pharmaceutical detailing contracts could have a material adverse effect on the Company’s financial condition, results of operations and cash flow. Historically, the Company has derived a significant portion of its service revenue from a limited number of customers. Concentration of business in the pharmaceutical industry is common and the industry continues to consolidate. As a result, the Company is likely to continue to experience further customer concentration in future periods. For the years ended December 31, 2013 and 2012, the Company’s two and three largest Sales Services customers, respectively, each of whom individually represented 10% or more of the Company's Sales Services revenue collectively accounted for approximately 65.5% and 52.5% of its consolidated service revenue, respectively. See Note 13, Significant Customers, for additional information. | |
Cost of services consists primarily of the costs associated with executing product detailing programs, performance based contracts or other sales and marketing services identified in the contract and includes personnel costs and other direct costs, as well as the initial direct costs associated with staffing a product detailing program. Personnel costs, which constitute the largest portion of cost of services, include all labor related costs, such as salaries, bonuses, fringe benefits and payroll taxes for the sales representatives, sales managers and professional staff that are directly responsible for executing a particular program. Other direct costs include, but are not limited to, facility rental fees, travel expenses, sample expenses and other promotional expenses. | |
Initial direct program costs are the costs associated with initiating a product detailing program, such as recruiting and hiring and certain other direct incremental costs, excluding pass through costs that are billed to customers. Other direct costs include, but are not limited to, facility rental fees, travel expenses, sample expenses and other promotional expenses. Through March 31, 2012, the Company expensed these initial direct program costs as incurred, as these amounts were not material to the operating results of the Company. As a result of the Company's then recent contract signings and plans to enter into larger contracts in the future, requiring more material initial direct program costs, commencing April 1, 2012, the Company changed its policy for the recognition of such initial direct program costs. These costs are now being deferred and amortized to expense in proportion to the revenue recognized as driven by the terms of the underlying contract. As of December 31, 2013 and 2012, the Company deferred $2.3 million and $1.8 million of initial direct program costs, respectively. During the years ended December 31, 2013 and 2012, the Company amortized $0.9 million and $0.2 million initial direct program costs into expense, respectively. This change in accounting was not applied retrospectively because the effect on prior periods was immaterial. All personnel costs and other direct costs, excluding initial direct program costs, are expensed as incurred. | |
Reimbursable out-of-pocket expenses include those relating to travel, meals and entertainment, product sample distribution costs and other similar costs for which the Company is reimbursed at cost by its customers. Reimbursements received for out-of-pocket expenses incurred are characterized as revenue and an identical amount is included as cost of services in the consolidated statements of comprehensive loss. For the years ended December 31, 2013 and 2012, reimbursable out-of-pocket expenses were $30.8 million and $19.9 million, respectively. | |
Training costs include the costs of training the sales representatives and managers on a particular product detailing program so that they are qualified to properly perform the services specified in the related contract. For the majority of the Company’s contracts, training costs are reimbursable out-of-pocket expenses. | |
Marketing Services | |
Revenue under marketing service contracts are primarily based on a series of deliverable services associated with the design and execution of interactive digital promotional programs. The contracts are generally terminable by the customer for any reason. Upon termination, the customer is generally responsible for payment for all work completed to date, plus the cost of any nonrefundable commitments the Company has made on behalf of the customer. | |
Revenue from certain promotional contracts that include more than one service offering is accounted for as multiple-element arrangements. For these contracts, the deliverable elements are divided into separate units of accounting provided the following criteria are met: the delivered elements have stand-alone value to the customer; and if there is a right of return or refund, delivery or performance of the undelivered items is probable and substantially in the Company's control. The contract revenue is then allocated to the separate units of accounting. Revenue and cost of services are recognized for each unit of accounting separately as the related services are rendered and costs are incurred, respectively. | |
A majority of the Company's multiple-element arrangements generally contain two phases for each wave of promotional content that is developed under the program: the development phase and the delivery phase. The development phase represents the creation of the promotional assets to be used in the program while the delivery phase represents the delivery of those assets to the customer's target audience and any communications received from the targets in response to the materials. The Company has determined that these two phases represent the units of accounting of a majority of its multiple-element arrangements. | |
For multiple element arrangements, revenue is recognized based on an allocation of the total amount of the arrangement to each deliverable based on the relative selling prince method. When applying the relative selling price method, the selling price for each deliverable is determined using a hierarchy. Using this hierarchy, the fair value is determined using vendor-specific objective evidence (VSOE) if available, third-party evidence (TPE) if VSOE is not available, or best estimate of selling price if neither VSOE or TPE is available. The Company uses its best estimate of selling price to allocate the total arrangement consideration to each deliverable within the development unit of accounting and a majority of the deliverables within the delivery unit of accounting. The best estimate of selling price of standard deliverables is derived primarily from the Company's standard rate card, which covers a majority of the deliverables included within its customer contracts and is reviewed and updated on an annual basis or more frequently if circumstances warrant. Prices on the standard rate card are derived primarily from the Company's standard hourly project budgets and its standard hourly billing rate, however, these prices are then evaluated against recent market conditions and Company sales trends and may be adjusted by management in order to remain competitive in the current environment. | |
The best estimate of selling price of non-standard deliverables included within its customer contracts, which generally represent custom projects, is derived from the deliverable's hourly project budget and the Company's standard hourly billing rate. For a select few types of deliverables provided within its customer contracts, the Company uses third party evidence to determine the value of the deliverables. This applies primarily to the physical production of program recruitment tactics such as webkeys and direct mail, as well as other vendor services that the Company utilizes from time to time such as email broadcasting fees. | |
The Company recognizes revenue for the development unit of accounting under a percentage-of-completion method by recognizing revenue as work on a contract progresses. The Company is able to reasonably estimate: the extent of progress towards completion; total contract costs; and contract revenue. Work performed and revenue recognized in this phase of the contract generally ranges between six and twelve months. Revenue is recognized on a straight-line basis over the delivery phase of the contract, as defined in the contract, and generally ranges between six and twelve months. | |
The Company maintains continuing relationships with our Marketing Services customers which may lead to multiple ongoing contracts between the two parties. In situations where the Company enters into multiple contracts with one customer at or near the same time, it evaluates the various factors involved in negotiating the arrangements in order to determine if the contracts were negotiated in contemplation of one and other and should be accounted for as a single agreement. | |
Cost of services consists primarily of the costs associated with executing interactive digital promotional programs or other sales and marketing services identified in the contract and include personnel costs and other direct costs. Personnel costs, which constitute the largest portion of cost of services, include all labor related costs, such as salaries, bonuses, fringe benefits and payroll taxes for the professional staff that are directly responsible for executing a particular program. Other direct costs include, but are not limited to: freelance costs; email broadcasting fees; list rental fees; direct mail production fees; and other promotional expenses. All personnel costs and direct program costs are expensed as incurred. | |
PC Services | |
Revenue under product commercialization contracts is based on the number of sales representatives utilized and when applicable, the commercial operations services we provide. The Company has determined that there are two units of accounting in its Interpace BioPharma arrangement: the Dedicated Sales Team providing product detailing services; and the commercial operations providing full supply chain management, operations, marketing, compliance, and regulatory/medical management services. Due to the significant level of customization, selling prices are determined for the Dedicated Sales Team through internal development of a program budget consistent with the manner of deriving selling prices that the Company employs in its Sales Services segment. Selling prices for commercial operations are determined by estimating the expenditures required to perform the services, plus the addition of a profit margin consistent with the expected profit margin to be generated by the Dedicated Sales Team. Revenue is recognized for the Dedicated Sales Team on a straight-line basis over the product detailing service period which begins upon deployment of the sales force. Revenue is recognized for commercial operations services as services are provided over the term of the contract. During the year ended December 31, 2013, one customer accounted for all of the revenue in the PC Services reporting segment. | |
In August 2011, Interpace BioPharma announced a two and one-half year fee-for-service arrangement with a pharmaceutical company. This contract includes standard representations and warranties, as well as mutual confidentiality and indemnification obligations for the Company's protection, and is terminable by the customer without cause upon 180 days prior written notice after the first anniversary of the contract effective date. This contract includes incentive payments that can be earned if our promotional activities generate results that meet or exceed agreed-upon performance targets. In addition, this contract provides for certain reimbursable out-of-pocket expenses such as travel, meals and entertainment and product sample distribution costs, for which we are reimbursed at cost by our customer. | |
Under the terms of the then current two and one-half year arrangement, the customer had the right to internalize various activities at different times over the life of the arrangement. Due to the success of the program to date and to allow the customer to begin their long-term plan of building their own capabilities in the United States, the Company allowed this customer to internalize selected commercialization activities as of October 1, 2012 and at the same time, extend other activities six months passed the then current December 31, 2013 agreement expiration date to June 30, 2014, resulting in an estimated net overall reduction to the then current $55 million contract of approximately 10% to 15%. The amended agreement is not terminable by the customer without cause. The Company anticipates the contract will terminate on the June 30, 2014 contract expiration date. During the year ended December 31, 2013, this one customer accounted for all of the revenue in the PC Services segment. | |
Cost of services consists primarily of the costs associated with executing product detailing programs and includes personnel costs and other direct costs, as well as the initial direct costs associated with staffing a product detailing program or a collaboration arrangement. Cost of services may also include costs such as distribution, marketing and promotion, public relations, patient reimbursement programs, managed care support, and market research. Personnel costs, which constitute the largest portion of cost of services, include all labor related costs, such as salaries, bonuses, fringe benefits and payroll taxes for the sales representatives, sales managers and professional staff that are directly responsible for executing the program or collaboration arrangement. Initial direct program costs are those costs associated with initiating a product detailing program, such as recruiting, hiring, and training the sales representatives who staff a particular program. Other direct costs include, but are not limited to, facility rental fees, travel expenses, sample expenses and other promotional expenses. Through March 31, 2012, the Company expensed these initial direct program costs as incurred, as these amounts were not material to the operating results of the Company. As a result of the Company's recent contract signings and plans to enter into larger contracts in the future, requiring more material initial direct program costs, commencing April 1, 2012, the Company changed its policy for the recognition of such initial direct program costs. These costs are now being deferred and amortized to expense in proportion to the revenue recognized as driven by the terms of the contract. This change in accounting was not applied retrospectively because the effect on prior periods was immaterial. All personnel costs and other direct costs, excluding initial direct program costs, are expensed as incurred. | |
Stock-Based Compensation | |
The compensation cost associated with the granting of stock-based awards is based on the grant date fair value of the stock award. The Company recognizes the compensation cost, net of estimated forfeitures, over the shorter of the vesting period or the period from the grant date to the date when retirement eligibility is achieved. Forfeitures are initially estimated based on historical information and subsequently updated over the life of the awards to ultimately reflect actual forfeitures. As a result, changes in forfeiture activity can influence the amount of stock compensation cost recognized from period to period. | |
The Company primarily uses the Black-Scholes option pricing model to determine the fair value of stock options and stock-based stock appreciation rights (SARs). The determination of the fair value of stock-based payment awards is made on the date of grant and is affected by the Company’s stock price as well as assumptions made regarding a number of complex and subjective variables. These assumptions include: expected stock price volatility over the term of the awards; actual and projected employee stock option exercise behaviors; the risk-free interest rate; and expected dividend yield. These assumptions are more fully described in Note 12, Stock-Based Compensation. The fair value of restricted stock units (RSUs) and restricted shares is equal to the closing stock price on the date of grant. | |
Treasury Stock | |
Treasury stock purchases are accounted for under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. Upon reissuance of shares, the Company records any difference between the weighted-average cost of such shares and any proceeds received as an adjustment to additional paid-in capital. | |
Rent Expense | |
Minimum rental expenses are recognized over the term of the lease. The Company recognizes minimum rent starting when possession of the property is taken from the landlord, which may include a construction period prior to occupancy. When a lease contains a predetermined fixed escalation of the minimum rent, the Company recognizes the related rent expense on a straight-line basis and records the difference between the recognized rental expense and the amounts payable under the lease as a deferred rent liability. The Company may also receive tenant allowances including cash or rent abatements, which are reflected in other accrued expenses and long-term liabilities on the consolidated balance sheet. These allowances are amortized as a reduction of rent expense over the term of the lease. Certain leases provide for contingent rents that are not measurable at inception. These contingent rents are primarily based upon use of utilities and the landlord’s operating expenses. These amounts are excluded from minimum rent and are included in the determination of total rent expense when it is probable that the expense has been incurred and the amount is reasonably estimable. | |
Income taxes | |
Income taxes are based on income for financial reporting purposes calculated using the Company’s expected annual effective rate and reflect a current tax liability or asset for the estimated taxes payable or recoverable on the current year tax return and expected annual changes in deferred taxes. Any interest or penalties on income tax are recognized as a component of income tax expense. | |
The Company accounts for income taxes using the asset and liability method. This method requires recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between tax bases and financial reporting bases of the Company’s assets and liabilities based on enacted tax laws and rates. Deferred tax expense (benefit) is the result of changes in the deferred tax asset and liability. A valuation allowance is established, when necessary, to reduce the deferred income tax assets when it is more likely than not that all or a portion of a deferred tax asset will not be realized. | |
The Company operates in multiple tax jurisdictions and pays or provides for the payment of taxes in each jurisdiction where it conducts business and is subject to taxation. The breadth of the Company’s operations and the complexity of the tax law require assessments of uncertainties and judgments in estimating the ultimate taxes the Company will pay. The final taxes paid are dependent upon many factors, including negotiations with taxing authorities in various jurisdictions, outcomes of tax litigation and resolution of proposed assessments arising from federal and state audits. Uncertain tax positions are recognized in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that a position taken or expected to be taken in a tax return would be sustained upon examination by tax authorities that have full knowledge of all relevant information. A recognized tax position is then measured as the largest amount of benefit that is greater than fifty percent likely to be realized upon ultimate settlement. The Company adjusts accruals for unrecognized tax benefits as facts and circumstances change, such as the progress of a tax audit. The Company believes that any potential audit adjustments will not have a material adverse effect on its financial condition or liquidity. However, any adjustments made may be material to the Company’s consolidated results of operations or cash flows for a reporting period. Penalties and interest, if incurred, would be recorded as a component of current income tax expense. | |
Significant judgment is also required in evaluating the need for and magnitude of appropriate valuation allowances against deferred tax assets. Deferred tax assets are regularly reviewed for recoverability. The Company currently has significant deferred tax assets resulting from net operating loss carryforwards and deductible temporary differences, which should reduce taxable income in future periods. The realization of these assets is dependent on generating future taxable income. | |
Earnings (Loss) per Share | |
Basic earnings per common share are computed by dividing net income by the weighted average number of shares outstanding during the year including any unvested share-based payment awards that contain nonforfeitable rights to dividends. Diluted earnings per common share are computed by dividing net income by the sum of the weighted average number of shares outstanding and dilutive common shares under the treasury method. Unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid), are participating securities and are included in the computation of earnings per share pursuant to the two-class method. As a result of the losses incurred in both 2013 and 2012, the potentially dilutive common shares have been excluded from the earnings per share computation for these periods because its inclusion would have been anti-dilutive. | |
Comprehensive Income (Loss) | |
Comprehensive income (loss) includes net loss and the net unrealized gains and losses on investment securities, net of tax. Other comprehensive income (loss) is net of reclassification adjustments for items currently included in net loss, such as realized gains and losses on investment securities. | |
Subsequent Events | |
There are no subsequent events the Company has identified for disclosure. |
Recent_Accounting_Standards
Recent Accounting Standards | 12 Months Ended |
Dec. 31, 2013 | |
Recent Accounting Standards [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
Recent Accounting Standards | |
Accounting Standards Updates | |
In February 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220), "Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income," effective for annual and interim reporting periods beginning after December 15, 2012. The new accounting rules require all U.S. public companies to report the effect of items reclassified out of accumulated other comprehensive income on the respective line items of net income, net of tax, either on the face of the financial statements where net income is presented or in a tabular format in the notes to the financial statements. The Company adopted ASU No. 2013-02 effective January 1, 2013. The new accounting rules expand the disclosure of other comprehensive income and had no impact on the Company's results of operations and financial condition. |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2013 | |
Acquisition [Abstract] | ' |
Business Acquisition, Integration, Restructuring and Other Related Costs [Text Block] | ' |
On November 3, 2010, the Company acquired 100% of the membership interest in Group DCA, a privately held interactive digital communications company serving the pharmaceutical, biotechnology and healthcare industries. The primary reason for the acquisition of Group DCA was to leverage the strength of its Internet, multimedia, tablet PC, dimensional direct mail and proprietary software, DIAGRAM™, in the delivery of non-personal selling solutions that accommodate the schedules of healthcare providers. Group DCA’s proprietary software also yields meaningful response data that allows clients the opportunity to better understand the needs and opinions of their audiences and, in turn, the opportunity to market to their audiences more effectively. With the combination of PDI’s traditional outsourced personal promotional services and Group DCA’s e-detailing, patient education communications and other digital communications, the Company expected to be better positioned to offer customers increased insight and greater engagement, which should result in integrated information and more impactful messages being delivered to health care providers across multiple communication channels. | |
The acquisition was accounted for as a purchase, subject to the provisions of Accounting Standards Codification 805-10-50 (ASC 805-10-50), and has been treated as an asset acquisition for tax purposes. The Company paid cash (net) of approximately $23.9 million, of which $1.3 million was placed in escrow. The escrow amount was paid out during the quarter ended June 30, 2012. Prior to being amended, the purchase agreement also provided for the former members of Group DCA to earn up to an additional $30.0 million from the date of acquisition through December 31, 2012 (contingent earn-out fee or contingent consideration). These earn-outs were based on Group DCA’s achievement of revenue and gross profit metrics and ranged up to: $5.0 million in the period ended December 31, 2010; and $12.5 million in each of the years ended December 31, 2011 and 2012. Up to $2.5 million of the $12.5 million in each of the years ending December 31, 2011 and 2012 was related to certain integration activities. The metrics for payments related to the period ended December 31, 2010 were not achieved. | |
In connection with the transaction, the Company recorded $18.9 million of goodwill, all of which is deductible for tax purposes, and $8.4 million in other identifiable intangible assets as of December 31, 2010. The identified finite-lived intangible assets, the healthcare provider database and technology, had a weighted average amortization period of 7.4 years. The tradename, which was estimated to have an indefinite useful life, was not amortized. See Note 7, Goodwill and Other Intangible Assets, for additional information. The Company also recorded $4.0 million, the estimated fair value of deferred revenue, using a cost build-up approach. The cost build-up approach determines fair value by estimating the costs relating to fulfilling the obligations plus a normal profit margin of a market participant, less an estimated selling effort. | |
The Company determined the acquisition date fair value of the contingent consideration of $1.6 million based on a probability-weighted income approach derived from revenue estimates and a probability assessment with respect to the likelihood of achieving the various earn-out criteria. The fair value measurement was based on significant subjective assumptions and inputs not observable in the market and thus represents a Level 3 fair value measurement. In addition, the Company recorded an indemnification asset and assumed a liability of approximately $0.9 million related to an ongoing sales tax assessment related to transactions that occurred prior to the acquisition date. Any subsequent changes to the final purchase price allocation above will be adjusted in the statement of comprehensive income (loss) accordingly. | |
In November 2011, the Company announced that it amended the Group DCA purchase agreement to buy out the contingent earn-out fee for $3.4 million. In connection with the signing of the amendment to the purchase agreement, the Company wrote-off the $1.6 million of contingent consideration recorded as part of the acquisition through the statement of operations and comprehensive loss during the year ended December 31, 2011. The buyout of the contingent earn-out fee was paid during the year ended December 31, 2012. See Note 4, Fair Value Measurements, for further information. | |
In the fourth quarter of 2012, as a result of the Company's annual goodwill and other intangible impairment tests, the Company wrote-off $16.4 million of goodwill and the intangible asset balance of $6.4 million. No indicator of impairment was identified from the Company's annual goodwill and other intangible impairment tests as of December 31, 2013. For more details, see Note 7, Goodwill and Other Intangible Assets. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||||||
Fair Value Disclosures [Text Block] | ' | |||||||||||||||||||
Fair Value Measurements | ||||||||||||||||||||
The Company's financial assets and liabilities reflected at fair value in the consolidated financial statements include: cash and cash equivalents; short-term investments; accounts receivable; other current assets; accounts payable; and contingent consideration. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various methods including market, income and cost approaches. Based on these approaches, the Company often utilizes certain assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and/or the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market-corroborated, or generally unobservable inputs. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Based upon observable inputs used in the valuation techniques, the Company is required to provide information according to the fair value hierarchy. The fair value hierarchy ranks the quality and reliability of the information used to determine fair values into three broad levels as follows: | ||||||||||||||||||||
Level 1: | Valuations for assets and liabilities traded in active markets from readily available pricing sources for market transactions involving identical assets or liabilities. | |||||||||||||||||||
Level 2: | Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained from third-party pricing services for identical or similar assets or liabilities. | |||||||||||||||||||
Level 3: | Valuations for assets and liabilities include certain unobservable inputs in the assumptions and projections used in determining the fair value assigned to such assets or liabilities. | |||||||||||||||||||
In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The valuation methodologies used for the Company's financial instruments measured on a recurring basis at fair value, including the general classification of such instruments pursuant to the valuation hierarchy, is set forth in the tables below. | ||||||||||||||||||||
As of December 31, 2013 | Fair Value Measurements | |||||||||||||||||||
Carrying | Fair | As of December 31, 2013 | ||||||||||||||||||
Amount | Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||
Assets: | ||||||||||||||||||||
Cash and cash equivalents: | ||||||||||||||||||||
Cash | $ | 10,315 | $ | 10,315 | $ | 10,315 | $ | — | $ | — | ||||||||||
Money market funds | 35,324 | 35,324 | 35,324 | — | — | |||||||||||||||
$ | 45,639 | $ | 45,639 | $ | 45,639 | $ | — | $ | — | |||||||||||
Marketable securities: | ||||||||||||||||||||
Money market funds | $ | 48 | $ | 48 | $ | 48 | $ | — | $ | — | ||||||||||
Mutual funds | 55 | 55 | 55 | — | — | |||||||||||||||
U.S. Treasury securities | 1,730 | 1,730 | 1,730 | — | — | |||||||||||||||
Government agency securities | 382 | 382 | 382 | — | — | |||||||||||||||
$ | 2,215 | $ | 2,215 | $ | 2,215 | $ | — | $ | — | |||||||||||
As of December 31, 2012 | Fair Value Measurements | |||||||||||||||||||
Carrying | Fair | As of December 31, 2012 | ||||||||||||||||||
Amount | Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||
Assets: | ||||||||||||||||||||
Cash and cash equivalents: | ||||||||||||||||||||
Cash | $ | 10,956 | $ | 10,956 | $ | 10,956 | $ | — | $ | — | ||||||||||
Money market funds | 41,827 | 41,827 | 41,827 | — | — | |||||||||||||||
$ | 52,783 | $ | 52,783 | $ | 52,783 | $ | — | $ | — | |||||||||||
Marketable securities: | ||||||||||||||||||||
Money market funds | $ | 48 | $ | 48 | $ | 48 | $ | — | $ | — | ||||||||||
Mutual funds | 44 | 44 | 44 | — | — | |||||||||||||||
U.S. Treasury securities | 2,450 | 2,450 | 2,450 | — | — | |||||||||||||||
Government agency securities | 1,270 | 1,270 | 1,270 | — | — | |||||||||||||||
$ | 3,812 | $ | 3,812 | $ | 3,812 | $ | — | $ | — | |||||||||||
The fair value of marketable securities is valued using market prices in active markets (level 1). As of December 31, 2013 and 2012, the Company did not have any marketable securities in less active markets (level 2) or without observable market values that would require a high level of judgment to determine fair value (level 3). | ||||||||||||||||||||
The Company considers carrying amounts of accounts receivable, accounts payable and accrued expenses to approximate fair value due to the short-term nature of these financial instruments. There is no fair value ascribed to the letters of credit as management does not expect any material losses to result from these instruments because performance is not expected to be required. | ||||||||||||||||||||
Certain of the Company's non-financial assets, such as goodwill and other intangible assets are measured at fair value when there is an indicator of impairment and recorded at fair value only when an impairment charge is recognized. The following table summarizes these assets of the Company measured at fair value on a nonrecurring basis as of December 31, 2012: | ||||||||||||||||||||
Fair Value Measurements as of | ||||||||||||||||||||
Carrying Amount as of | 31-Dec-12 | |||||||||||||||||||
31-Dec-12 | Level 1 | Level 2 | Level 3 | |||||||||||||||||
Long-lived assets held and used: | ||||||||||||||||||||
Goodwill | $ | 2,523 | $ | — | $ | — | $ | 2,523 | ||||||||||||
A review of Group DCA's historic, current and forecasted operating results as of December 31, 2013 indicated that the carrying amount of the Company's goodwill and indefinite-lived intangible assets is recoverable from the sum of future discounted cash flows. As of December 31, 2013, no further testing was necessary. | ||||||||||||||||||||
A review of Group DCA's historic, current and forecasted operating results as of December 31, 2012 indicated that the carrying amount of the Company's goodwill and indefinite-lived intangible assets may not be recoverable from the sum of future discounted cash flows. Goodwill and indefinite-lived intangible assets were tested by estimating the fair value of the reporting unit using a consideration of market multiples and a discounted cash flow model and were written down to their implied fair value. Finite-lived intangible assets were tested using undiscounted cash flows which were not sufficient to recover the book value of the assets. Therefore, the finite-lived intangible assets were written down to their respective fair vales. See Note 7, Goodwill and Other Intangible Assets, for additional information. |
Investments_in_Marketable_Secu
Investments in Marketable Securities | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||||||||||
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | ' | |||||||||||||||||||||||
Investments in Marketable Securities | ||||||||||||||||||||||||
Available-for-sale securities are carried at fair value with the unrealized holding gains or losses, net of tax, included as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses on available-for-sale securities are computed based upon specific identification and included in other income (expense), net in the consolidated statements of comprehensive loss. Declines in value judged to be other than-temporary on available-for-sale securities are recorded as realized in other income (expense), net in the consolidated statements of comprehensive loss and the cost basis of the security is reduced. The fair values for marketable equity securities are based on quoted market prices. Held-to-maturity investments are stated at amortized cost which approximates fair value. Interest income is accrued as earned. Realized gains and losses on held-to-maturity investments are computed based upon specific identification and included in interest income, net in the consolidated statements of comprehensive loss. The Company does not have any investments classified as trading. | ||||||||||||||||||||||||
Available-for-sale securities consist of assets in a rabbi trust associated with the Company’s deferred compensation plan. At December 31, 2013 and 2012, the carrying value of available-for-sale securities was approximately $103,000 and $92,000, respectively, which are included in short-term investments. The available-for-sale securities at December 31, 2013 and 2012 were approximately $48,000 in money market accounts for both periods, and approximately $55,000 and $44,000, respectively, in mutual funds. At December 31, 2013, accumulated other comprehensive income included gross unrealized holding gains of approximately $16,000 and no gross unrealized holding losses. At December 31, 2012, accumulated other comprehensive income (loss) included gross unrealized holding gains of approximately $11,000 and no gross unrealized holding losses. During the years ended December 31, 2013 and 2012, other income, net included no gross realized losses or realized gains. | ||||||||||||||||||||||||
The Company’s other marketable securities consist of investment grade debt instruments such as obligations of U.S. Treasury and U.S. Federal Government agencies and are maintained in separate accounts to support the Company’s letters-of-credit. These investments are categorized as held-to-maturity because the Company’s management has the intent and ability to hold these securities to maturity. The Company had standby letters-of-credit of approximately $2.0 million and $2.6 million at December 31, 2013 and 2012, respectively, as collateral for its existing insurance policies and facility leases. | ||||||||||||||||||||||||
At December 31, 2013 and 2012, held-to-maturity investments included: | ||||||||||||||||||||||||
Maturing | Maturing | |||||||||||||||||||||||
December 31, | within | after 1 year | December 31, | within | after 1 year | |||||||||||||||||||
2013 | 1 year | through | 2012 | 1 year | through | |||||||||||||||||||
3 years | 3 years | |||||||||||||||||||||||
Cash/money market funds | $ | 116 | $ | 116 | $ | — | $ | 76 | $ | 76 | $ | — | ||||||||||||
US Treasury securities | 1,730 | 1,360 | 370 | 2,450 | 1,051 | 1,399 | ||||||||||||||||||
Government agency securities | 382 | 382 | — | 1,270 | 881 | 389 | ||||||||||||||||||
Total | $ | 2,228 | $ | 1,858 | $ | 370 | $ | 3,796 | $ | 2,008 | $ | 1,788 | ||||||||||||
At December 31, 2013 and December 31, 2012, held-to-maturity investments were recorded in the following accounts: | ||||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||
Other current assets | $ | 1,858 | $ | 2,008 | ||||||||||||||||||||
Other long-term assets | 370 | 1,788 | ||||||||||||||||||||||
Total | $ | 2,228 | $ | 3,796 | ||||||||||||||||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment Disclosure [Text Block] | ' | |||||||
Property and Equipment | ||||||||
Property and equipment consisted of the following as of December 31, 2013 and 2012: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Furniture and fixtures | $ | 3,697 | $ | 3,613 | ||||
Office equipment | 1,187 | 1,282 | ||||||
Computer equipment | 6,635 | 6,760 | ||||||
Internal-use software | 11,442 | 11,138 | ||||||
External-use software | 1,105 | — | ||||||
Leasehold improvements | 7,121 | 7,128 | ||||||
31,187 | 29,921 | |||||||
Less accumulated depreciation | (28,398 | ) | (27,525 | ) | ||||
$ | 2,789 | $ | 2,396 | |||||
Depreciation expense was approximately $1.4 million and $1.1 million for the years ended December 31, 2013 and 2012, respectively. Included in depreciation expense is amortization expense for internal-use software costs of approximately $0.2 million and $0.3 million in the years ended December 31, 2013 and 2012, respectively. Included in depreciation expense is amortization expense for external-use software costs of approximately $0.1 million in the year ended December 31, 2013. As of December 31, 2013 and 2012, the unamortized balance of capitalized internal-use software was $0.7 million and $0.4 million, respectively. As of December 31, 2013, the unamortized balance of capitalized external-use software was $1.0 million. | ||||||||
During the year ended December 31, 2012, the Company recorded a non-cash charge of less than $0.1 million for furniture and leasehold improvements related to the downsizing of the Group DCA facility in Parsippany, NJ. |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 12 Months Ended | |
Dec. 31, 2013 | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |
Goodwill and Intangible Assets Disclosure [Text Block] | ' | |
. | Goodwill and Other Intangible Assets | |
Goodwill recorded as of December 31, 2013 and 2012 is attributable to the 2010 acquisition of Group DCA. The Company's management did not identify impairment during its annual impairment testing of goodwill as of December 31, 2013. During the Company's annual impairment testing of goodwill and indefinite-lived intangible assets as of December 31, 2012, management identified a potential impairment as a result of a "step 1" discounted cash flow analysis. | ||
Goodwill | ||
During the Company’s annual goodwill impairment test performed as of December 31, 2012, management determined that the fair value of the Group DCA reporting unit was below its carrying value including goodwill, and accordingly, the Company calculated and recognized a $16.4 million goodwill impairment charge within asset impairment in the consolidated statement of comprehensive loss. As of December 31, 2013 and 2012, the balance of goodwill was $2.5 million. The Company had not recorded an impairment charge of Group DCA's goodwill prior or subsequent to December 31, 2012. | ||
Other Intangible Assets | ||
In connection with the 2010 acquisition of Group DCA, the Company recorded approximately $8.4 million of other intangible assets. This balance was comprised of technology of $4.1 million, the Healthcare Professionals database of $2.2 million and the corporate tradename of $2.1 million. See Note 3, Acquisition, for further information. | ||
During the Company’s annual budgeting process that was performed in the fourth quarter of 2012 and, based on the evaluation of historic, current, budgeted and forecasted operating results, the Company observed indications that the carrying amount of the Company’s finite-lived intangible assets, technology and healthcare professional database, and indefinite-lived intangible asset, corporate tradename, will not be recoverable from the sum of future cash flows. Accordingly, the Company estimated the fair value of the intangibles and recognized impairment charges for the remaining carrying value of: $2.6 million for the technology asset; $1.7 million for the healthcare professional database; and $2.1 million for the corporate tradename, during the fourth quarter of 2012. | ||
The fair value of the technology was determined using the “Excess Earnings Method” a variation of the “Income Approach”. This method reflects the present value of the operating cash flows generated by existing technology after taking into account the cost to realize the revenue, and an appropriate discount rate to reflect the time value and risk associated with the invested capital. The valuation analysis for the technology was based on the reporting unit's revenue projections with consideration given to: the value and required rate of return for other contributory assets of the reporting unit; and the benefit of tax amortization of the technology. | ||
The fair value of the healthcare professional database (the database) was determined using the replacement cost new method under the "Cost Approach". This method is based on the principal of substitution; therefore the business unit would pay no more for the database than the amount necessary to replace it with an adjustment, if any, for a loss in value due to obsolescence. | ||
The fair value of the corporate tradename was determined using the “Relief from Royalty Method” (RFRM), a variation of the “Income Approach”. The RFRM is used to estimate the cost savings that accrue to the owner of an intangible asset who would otherwise have to pay royalties or license fees on revenues earned through the use of the asset. The royalty rate is based on empirical, market-derived royalty rates for guideline intangible assets when available. The royalty rate is applied to the projected revenue over the expected remaining life of the intangible asset to estimate the royalty savings. The net after-tax royalty savings are calculated for each year in the remaining economic life of the intangible asset and discounted to present value. Additionally, as part of the analysis, the operating income of Group DCA was benchmarked to determine a range of royalty rates that would be reasonable based on a profit-split methodology. The profit-split methodology is based upon assumptions that the total amount of royalties paid for licensable intellectual property should approximate in order to determine a reasonable royalty rate to estimate the fair value of the corporate tradename. | ||
There was no amortization expense for the year ended December 31, 2013. Amortization expense related to continuing operations was approximately $0.9 million for the year ended December 31, 2012. There is no estimated future amortization expense. |
Retirement_Plans
Retirement Plans | 12 Months Ended | |
Dec. 31, 2013 | ||
Compensation and Retirement Disclosure [Abstract] | ' | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | ' | |
8 | Retirement Plans | |
The Company offers an employee 401(k) saving plan. Under the PDI, Inc. 401(k) Plan, employees may contribute up to 25% of their pre- or post-tax base compensation. Effective January 1, 2004, the Company began offering a safe harbor matching contribution equal to 100% of the first 3% of the participant’s contributed base salary plus 50% of the participant’s base salary contributed exceeding 3% but not more than 5%. Participants are not allowed to invest any of their 401(k) funds in the Company’s common stock. The Company’s total contribution expense from continuing operations related to the 401(k) plan for the years ended December 31, 2013 and December 31, 2012 was approximately $0.7 million and $0.8 million, respectively. |
Accrued_Expenses_and_LongTerm_
Accrued Expenses and Long-Term Liabilities | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Other Liabilities Disclosure [Abstract] | ' | |||||||
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Noncurrent [Text Block] | ' | |||||||
Long-term liabilities consisted of the following as of December 31, 2013 and 2012: | ||||||||
December 31, | December 31, 2012 | |||||||
2013 | ||||||||
Rent payable | $ | 969 | $ | 1,533 | ||||
Uncertain tax positions | 3,109 | 2,967 | ||||||
Restructuring | 965 | 1,785 | ||||||
Other | 142 | 142 | ||||||
$ | 5,185 | $ | 6,427 | |||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||||||||||||||
Commitments and Contingencies Disclosure [Text Block] | ' | |||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
The Company leases facilities, automobiles and certain equipment under agreements classified as operating leases, which expire at various dates through 2017. Substantially all of the property leases provide for increases based upon use of utilities and landlord’s operating expenses as well as pre-defined rent escalations. Total expense under these agreements for the years ended December 31, 2013 and 2012 was approximately $4.9 million and $3.0 million, respectively, of which $4.1 million and $2.4 million, respectively, related to automobiles leased for use by employees for a lease term of one year from the date of delivery with the option to renew. | ||||||||||||||||||||
Under the Company's two collaboration arrangements it has committed to spend up to $1.0 million in the aggregate as part of phase one collaboration efforts. If the Company moves forward to phase two of the collaboration arrangement with Transgenomic, Inc. (Transgenomic) it may provide Transgenomic with funding support of up to $3.0 million, principally to mitigate working capital requirements. In addition, if the Company moves forward into phase two of the collaboration agreement with the Diagnostics Company, and all milestone are achieved at their maximum levels, the Company could pay up to $6.0 million to the Diagnostics Company. | ||||||||||||||||||||
As of December 31, 2013, contractual obligations with terms exceeding one year and estimated minimum future rental payments required by non-cancelable operating leases with initial or remaining lease terms exceeding one year are as follows: | ||||||||||||||||||||
Less than | 1 to 3 | 3 to 5 | After | |||||||||||||||||
Total | 1 Year | Years | Years | 5 Years | ||||||||||||||||
Contractual obligations (1) | $ | 666 | $ | 319 | $ | 343 | $ | 4 | $ | — | ||||||||||
Operating lease obligations: | ||||||||||||||||||||
Minimum lease payments | 10,563 | 4,547 | 5,731 | 285 | — | |||||||||||||||
Less minimum sublease rentals (2) | (5,728 | ) | (2,506 | ) | (3,222 | ) | — | — | ||||||||||||
Net minimum lease payments | 4,835 | 2,041 | 2,509 | 285 | — | |||||||||||||||
Total | $ | 5,501 | $ | 2,360 | $ | 2,852 | $ | 289 | $ | — | ||||||||||
(1) Amounts represent contractual obligations related to software license contracts, office equipment and contracts for software systems. | ||||||||||||||||||||
(2) As of December 31, 2013, the Company has entered into various sublease agreements for all of the office space at the Saddle River, New Jersey facility, the Dresher, Pennsylvania facility, and the Schaumburg, Illinois facility. These subleases will provide aggregated lease income of approximately $3.7 million, $1.9 million and $0.1 million, respectively, over the remaining lease periods. | ||||||||||||||||||||
Letters of Credit | ||||||||||||||||||||
As of December 31, 2013, the Company had $2.0 million in letters of credit outstanding as required by its existing insurance policies and its facility leases. As discussed in Note 5, Investments in Marketable Securities these letters of credit are collateralized by certain investments. | ||||||||||||||||||||
Litigation | ||||||||||||||||||||
Due to the nature of the businesses in which the Company is engaged, such as product detailing and in the past, the distribution of products, it is subject to certain risks. Such risks include, among others, risk of liability for personal injury or death to persons using products the Company promotes or distributes. There can be no assurance that substantial claims or liabilities will not arise in the future due to the nature of the Company’s business activities and recent increases in litigation related to healthcare products, including pharmaceuticals. The Company seeks to reduce its potential liability under its service agreements through measures such as contractual indemnification provisions with customers (the scope of which may vary from customer to customer, and the performance of which is not secured) and insurance. The Company could, however, also be held liable for errors and omissions of its employees in connection with the services it performs that are outside the scope of any indemnity or insurance policy. The Company could be materially adversely affected if it were required to pay damages or incur defense costs in connection with a claim that is outside the scope of an indemnification agreement; if the indemnity, although applicable, is not performed in accordance with its terms; or if the Company’s liability exceeds the amount of applicable insurance or indemnity. | ||||||||||||||||||||
The Company routinely assesses its litigation and threatened litigation as to the probability of ultimately incurring a liability, and records its best estimate of the ultimate loss in situations where the Company assesses the likelihood of loss as probable. The Company accrues for a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Significant judgment is required in both the determination of probability and the determination as to whether a loss is reasonably estimable. In addition, in the event the Company determines that a loss is not probable, but is reasonably possible, and it becomes possible to develop what the Company believes to be a reasonable range of possible loss, then the Company will include disclosures related to such matter as appropriate and in compliance with ASC 450. To the extent there is a reasonable possibility that the losses could exceed the amounts already accrued, the Company will, as applicable, adjust the accrual in the period the determination is made, disclose an estimate of the additional loss or range of loss, indicate that the estimate is immaterial with respect to its financial statements as a whole or, if the amount of such adjustment cannot be reasonably estimated, disclose that an estimate cannot be made. As of December 31, 2013 and 2012, the Company's accrual for litigation and threatened litigation was not material to the consolidated financial statements. |
Preferred_Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2013 | |
Equity [Abstract] | ' |
Preferred Stock [Text Block] | ' |
Preferred Stock | |
The board of directors of PDI (Board) is authorized to issue, from time-to-time, up to 5,000,000 shares of preferred stock in one or more series. The Board is authorized to fix the rights and designation of each series, including dividend rights and rates, conversion rights, voting rights, redemption terms and prices, liquidation preferences and the number of shares of each series. As of December 31, 2013 and 2012, there were no issued and outstanding shares of preferred stock. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | ||||||||||||
Stock-Based Compensation | |||||||||||||
The Company’s stock-incentive program is a long-term retention program that is intended to attract, retain and provide incentives for talented employees, officers and directors, and to align stockholder and employee interests. The Company considers its stock-incentive program critical to its operations and productivity. Currently, the Company is able to grant options, SARs and restricted shares from the PDI, Inc. Amended and Restated 2004 Stock Award and Incentive Plan (the Amended 2004 Plan), which is described below. | |||||||||||||
The Company primarily uses the Black-Scholes option pricing model to determine the fair value of stock options and SARs. The determination of the fair value of stock-based payment awards on the date of grant using an option-pricing model is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include the Company’s expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behaviors, risk-free interest rate and expected dividends. Expected volatility is based on historical volatility. As there is no trading volume for the Company’s options, implied volatility is not representative of the Company’s current volatility so the historical volatility of the Company's common stock is determined to be more indicative of the Company’s expected future stock performance. The expected life is determined using the safe-harbor method. The Company expects to use this simplified method for valuing employee options and SARs grants until more detailed information about exercise behavior becomes available over time. The Company bases the risk-free interest rate on U.S. Treasury zero-coupon issues with remaining terms similar to the expected term on the options or SARs. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero in the option valuation model. The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting option forfeitures and records stock-based compensation expense only for those awards that are expected to vest. The Company recognizes compensation cost, net of estimated forfeitures, arising from the issuance of stock options and SARs on a straight-line basis over the vesting period of the grant. | |||||||||||||
The estimated compensation cost associated with the granting of restricted stock and restricted stock units is based on the fair value of the Company’s common stock on the date of grant. The Company recognizes the compensation cost, net of estimated forfeitures, arising from the issuance of restricted stock and restricted stock units on a straight-line basis over the shorter of the vesting period or the period from the grant date to the date when retirement eligibility is achieved. | |||||||||||||
The following table provides the weighted average assumptions used in determining the fair value of the non-performance based SARs granted during the years ended December 31, 2013 and 2012. | |||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Risk-free interest rate | 0.33 | % | 0.31 | % | |||||||||
Expected life | 3.5 | 3.5 | |||||||||||
Expected volatility | 49.8 | % | 57.62 | % | |||||||||
Stock Incentive Plan | |||||||||||||
In 2011, the Board and stockholders approved the Amended 2004 Plan. The Amended 2004 Plan replaced the 1998 Stock Option Plan (the 1998 Plan) and the 2000 Omnibus Incentive Compensation Plan (the 2000 Plan). The Amended 2004 Plan authorized an additional 1,100,000 shares for new awards and combined the remaining shares available under the original 2004 Plan. Eligible participants under the Amended 2004 Plan include officers and other employees of the Company, members of the Board and outside consultants, as specified under the Amended 2004 Plan and designated by the Compensation and Management Development Committee of the Board (Compensation Committee). Unless earlier terminated by action of the Board, the Amended 2004 Plan will remain in effect until such time as no stock remains available for delivery under the Amended 2004 Plan and the Company has no further rights or obligations under the Amended 2004 Plan with respect to outstanding awards thereunder. | |||||||||||||
Historically, stock options were generally granted with an exercise price equal to the market value of the common stock on the date of grant, expired 10 years from the date they are granted, and generally vested over a two-year period for members of the Board of Directors and a three-year period for employees. Upon exercise, new shares are issued by the Company. The Company has not granted stock options since 2005. SARs are generally granted with a grant price equal to the market value of the common stock on the date of grant, vest one-third each year on the anniversary of the date of grant and expire five years from the date of grant. The restricted shares and restricted stock units granted to employees generally have a three year cliff vesting period and are subject to accelerated vesting and forfeiture under certain circumstances. Restricted shares and restricted stock units granted to board members generally have a three year graded vesting period and are subject to accelerated vesting and forfeiture under certain circumstances. | |||||||||||||
In November 2008, the Company’s chief executive officer was granted 140,000 restricted stock units and 280,000 performance contingent SARs. The restricted stock units vested into shares of the Company’s common stock, in five equal installments, with the initial 20% of the units vesting immediately on the grant date and an additional 20% of the units vesting on each anniversary of the grant date over a four year period. The performance contingent SARs have an exercise price of $4.28, a seven year term to expiration, and a weighted-average fair value of $0.86. The fair value estimate of the performance contingent SARs was calculated using a Monte Carlo Simulation model. The performance contingent SARs are subject to the same time-based vesting schedule as the restricted stock units, but will not vest unless and until certain additional, performance-based conditions are satisfied: (1) with respect to the initial 94,000 performance contingent SARs, the closing price of the Company’s common stock is at least $10.00 per share for 60 consecutive trading days anytime within five years from the grant date; (2) with respect to the next 93,000 performance contingent SARs, the closing price of the Company’s common stock is at least $15.00 per share for 60 consecutive trading days anytime within five years from the grant date; and (3) with respect to the final 93,000 performance contingent SARs, the closing price of the Company’s common stock is at least $20.00 per share for 60 consecutive trading days anytime within five years from the grant date. Vesting of the performance contingent SARs granted to the CEO is contingent upon achievement of certain stock prices; these stock prices represent premiums in excess of 25% to the closing stock price of the Company’s common stock on the date of grant. During the first quarter of 2011, the Company, with the approval of the Compensation Committee, modified the performance-based vesting conditions of all performance contingent SARS. The modified terms of the grant change the “60 consecutive trading days” disclosed above to “an average of 60 consecutive trading days.” As of December 31, 2013, all of the performance contingent SARs expired. | |||||||||||||
The weighted-average fair value of non-performance based SARs granted during the year ended December 31, 2013 was estimated to be $1.97. The weighted-average fair value of non-performance based SARs granted during the year ended December 31, 2012 was estimated to be $2.71. There were 13,183 SARs exercised in 2013 with a weighted-average grant price of $5.90 and there were 38,169 SARs exercised in 2012 with a weighted-average grant price of $5.44. Historically, shares issued upon the exercise of options have been new shares and have not come from treasury shares. | |||||||||||||
As of December 31, 2013, there was $1.7 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested SARs and restricted stock that are expected to be recognized over a weighted-average period of approximately 1.5 years. | |||||||||||||
The impact of stock options, SARs, performance shares, RSUs and restricted stock on net loss for the years ended December 31, 2013 and 2012 is as follows: | |||||||||||||
2013 | 2012 | ||||||||||||
Stock options and SARs | $ | 454 | $ | 349 | |||||||||
Performance awards | — | 115 | |||||||||||
RSUs and restricted stock | 1,269 | 1,327 | |||||||||||
Total stock-based compensation expense | $ | 1,723 | $ | 1,791 | |||||||||
A summary of stock option and SARs activity for the year ended December 31, 2013, and changes during such year, is presented below: | |||||||||||||
Shares | Average | Remaining | Aggregate | ||||||||||
Grant | Contractual | Intrinsic | |||||||||||
Price | Period (in years) | Value | |||||||||||
Outstanding at January 1, 2013 | 880,601 | $6.37 | 2.91 | $ | 1,700 | ||||||||
Granted | 396,760 | $5.44 | 2.02 | $ | — | ||||||||
Exercised | (13,183 | ) | $5.90 | ||||||||||
Forfeited or expired | (425,635 | ) | $5.22 | ||||||||||
Outstanding at December 31, 2013 | 838,543 | $6.52 | 3.08 | $ | 148 | ||||||||
Exercisable at December 31, 2013 | 290,061 | $7.90 | 1.57 | $ | — | ||||||||
Vested and expected to vest | 798,816 | $6.55 | 3.05 | $ | — | ||||||||
A summary of the status of the Company’s nonvested SARs for the year ended December 31, 2013, and changes during such year, is presented below: | |||||||||||||
Shares | Weighted- Average Grant Date Fair Value | ||||||||||||
Nonvested at January 1, 2013 | 677,911 | $ | 1.89 | ||||||||||
Granted | 396,760 | $ | 1.97 | ||||||||||
Vested | (160,647 | ) | $ | 2.47 | |||||||||
Forfeited | (369,451 | ) | $ | 0.61 | |||||||||
Nonvested at December 31, 2013 | 544,573 | $ | 2.2 | ||||||||||
The aggregate fair value of SARs vested during the years ended December 31, 2013 and 2012 was $0.4 million and $0.2 million, respectively. The weighted-average grant date fair value of SARs vested during the year ended December 31, 2012 was $2.04. | |||||||||||||
A summary of the Company’s nonvested shares of restricted stock and restricted stock units for the year ended December 31, 2013, and changes during such year, is presented below: | |||||||||||||
Shares | Weighted- | Average | Aggregate | ||||||||||
Average | Remaining | Intrinsic | |||||||||||
Grant Date | Vesting | Value | |||||||||||
Fair Value | Period (in years) | ||||||||||||
Nonvested at January 1, 2013 | 553,097 | $ | 7.6 | 1.4 | $ | 4,204 | |||||||
Granted | 248,473 | $ | 5.1 | 2.73 | $ | 1,195 | |||||||
Vested | (160,762 | ) | $ | 6.74 | |||||||||
Forfeited | (59,099 | ) | $ | 7.41 | |||||||||
Nonvested at December 31, 2013 | 581,709 | $ | 4.81 | 1.44 | $ | 2,660 | |||||||
The aggregate fair value of restricted stock and restricted stock units vested during each of the years ended December 31, 2013 and 2012 was $1.1 million and $0.8 million, respectively. The weighted-average grant date fair value of restricted stock and restricted stock units vested during the year ended December 31, 2012 was $5.53. |
Significant_Customers
Significant Customers | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Risks and Uncertainties [Abstract] | ' | ||||||||
Concentration Risk Disclosure [Text Block] | ' | ||||||||
Significant Customers | |||||||||
During the years ended December 31, 2013 and 2012, the Company had several significant customers for which it provided services under specific contractual arrangements. The following sets forth the net revenue generated by customers who accounted for more than 10% of the Company's revenue from continuing operations during each of the periods presented. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 71,621 | $ | 34,401 | |||||
B | $ | — | $ | 19,464 | |||||
C | $ | — | $ | 15,046 | |||||
D | $ | — | $ | 17,690 | |||||
E | $ | 29,454 | $ | — | |||||
The Company recorded revenue from significant customers in its Sales Services segment from Customers A and E in 2013 and Customers A through C in 2012. The Company recorded revenue from significant customers in its Marketing Services segment from Customers A and E in 2013 and Customers A through D in 2012. The Company recorded revenue from Customer D in 2012 in its PC Services segment. For the years ended December 31, 2013 and 2012, the Company’s two and four largest customers, each representing 10% or more of its revenue, accounted for, in the aggregate, approximately 66.8% and 68.2%, respectively, of its revenue from continuing operations. At December 31, 2013 and 2012, the Company’s two and four largest customers represented 85% and 61%, respectively, of the aggregate of its outstanding accounts receivable and unbilled receivable balances. | |||||||||
The following sets forth the customers who accounted for more than 10% of the Company's accounts receivable and unbilled receivable balances as of December 31, 2013 and 2012. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 9,153 | $ | 5,301 | |||||
C | $ | — | $ | 1,984 | |||||
F | $ | — | $ | 1,447 | |||||
Facilities_Realignment
Facilities Realignment | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||
Costs Associated with Exit or Disposal Activities or Restructurings, Policy | ' | |||||||||||||||
Facilities Realignment | ||||||||||||||||
Saddle River, New Jersey Facility | ||||||||||||||||
Prior to December 2009, the Company's corporate headquarters were located in a three-floor facility in Saddle River, New Jersey. In 2007, the Company entered into a sublease for the second floor of its Saddle River, New Jersey facility through the end of the facility's lease term, January 2016. This sublease will not fully offset the Company's lease obligations for this space; therefore, the Company recorded a $1.0 million charge for facility realignment and related asset impairment for furniture and leasehold improvements in the office space. | ||||||||||||||||
In December 2009, the Company relocated its corporate headquarters from its Saddle River, New Jersey facility to a smaller office located in Parsippany, New Jersey. Due to the relocation, the Company recorded a facility realignment charge of approximately $3.9 million in December 2009 and a non-cash impairment charge of approximately $1.5 million related to furniture, leasehold improvements and office equipment in the office space. Effective September 1, 2009, the Company extended the sublease for the first floor of its Saddle River, New Jersey facility through the remainder of the facility lease term. The sublease is expected to provide approximately $2.3 million in sublease income through January 2016, but will not fully offset the Company's lease obligations for this space. As a result, the Company recorded a $0.8 million facility realignment charge in the third quarter of 2009. The Company also recorded a non-cash impairment charge of approximately $0.4 million related to furniture and leasehold improvements in the office space. | ||||||||||||||||
Due to continued adverse conditions in the real estate market in 2010, the Company adjusted its assumptions regarding its ability to sublease unoccupied space on the third floor of the Saddle River, New Jersey facility resulting in realignment charges of approximately $0.6 million and $1.4 million during the quarters ended June 30, 2010 and December 31, 2010, respectively. In September 2011, the Company secured a sublease for the approximately 47,000 square feet of remaining space in Saddle River, New Jersey. This sublease runs through the end of the facility's lease term, January 2016. The Company expects to receive approximately $2.2 million in lease payments over the life of the sublease. | ||||||||||||||||
Parsippany, New Jersey Group DCA Facility | ||||||||||||||||
In the fourth quarter of 2012, the Company down-sized its operations at Group DCA, exiting approximately 9,000 square feet of space and recorded $0.6 million in realignment charges and $0.1 million in non-cash impairments of furniture and leasehold improvements. | ||||||||||||||||
Dresher, Pennsylvania Facility | ||||||||||||||||
During the year ended December 31, 2009, the Company continued to right-size its operations in Dresher, Pennsylvania and recorded facility realignment charges of $1.4 million and non-cash impairments of furniture and leasehold improvements of $0.7 million. During 2010, the Company discontinued the operations of its TVG business unit and exited the remaining portion of space at the facility, thus recording additional restructuring charges of $0.3 million for facility realignment and $0.6 million for non-cash asset impairments of furniture and leasehold improvements in discontinued operations for the year ended December 31, 2010. See Note 12, Discontinued Operations, for further information regarding the discontinued operations of TVG. | ||||||||||||||||
As of December 31, 2013, all of the space in Dresher, Pennsylvania has been subleased. These subleases run through the end of the facility's lease term, November 2016. | ||||||||||||||||
Schaumburg, Illinois Facility | ||||||||||||||||
In December 2011, the Company sold certain assets of its Pharmakon business unit, vacated the business units' Schaumburg, Illinois facility and recorded a facility realignment charge of $0.4 million in discontinued operations. During the first quarter of 2012, the Company secured a sublease for the approximately 6,700 square feet of office space in Schaumburg, Illinois. This sublease runs through the end of the facility's lease term, February 2015. The Company expects to receive approximately $0.3 million in lease payments over the life of the sublease. | ||||||||||||||||
There were no significant facility realignment charges during the year ended December 31, 2013. A summary of the significant components of the facility realignment charges for the year ended December 31, 2012 by segment is as follows: | ||||||||||||||||
Sales | Marketing | Discontinued | ||||||||||||||
2012 | Services | Services | Operations | Total | ||||||||||||
Facility lease obligations | $ | — | $ | 637 | $ | 78 | $ | 715 | ||||||||
Asset impairments | — | 69 | — | 69 | ||||||||||||
Related charges | — | — | — | — | ||||||||||||
Total facility realignment charge | $ | — | $ | 706 | $ | 78 | $ | 784 | ||||||||
The following table presents a reconciliation of the restructuring charges during the years ended December 31, 2013 and 2012 to the balances as of December 31, 2013 and 2012, which is included in other accrued expenses ($1.0 million and $1.5 million, respectively) and in long-term liabilities ($1.0 million and $1.8 million, respectively): | ||||||||||||||||
Sales | Marketing Services | Discontinued Operations | Total | |||||||||||||
Services | ||||||||||||||||
Balance as of January 1, 2012 | $ | 3,417 | $ | — | $ | 1,072 | $ | 4,489 | ||||||||
Accretion | 112 | — | 30 | 142 | ||||||||||||
Adjustments | — | 637 | 78 | 715 | ||||||||||||
Payments | (1,502 | ) | — | (565 | ) | (2,067 | ) | |||||||||
Balance as of December 31, 2012 | 2,027 | 637 | 615 | 3,279 | ||||||||||||
Accretion | 112 | — | 30 | 142 | ||||||||||||
Adjustments | — | — | — | — | ||||||||||||
Payments | (1,014 | ) | (179 | ) | (266 | ) | (1,459 | ) | ||||||||
Balance as of December 31, 2013 | $ | 1,125 | $ | 458 | $ | 379 | $ | 1,962 | ||||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Income Tax Disclosure [Text Block] | ' | |||||||
Income Taxes | ||||||||
The provision for or benefit from income taxes on continuing operations for the years ended December 31, 2013 and 2012 is comprised of the following: | ||||||||
2013 | 2012 | |||||||
Current: | ||||||||
Federal | $ | — | $ | — | ||||
State | 180 | 270 | ||||||
Total current | 180 | 270 | ||||||
Deferred: | ||||||||
Federal | — | (53 | ) | |||||
State | — | (9 | ) | |||||
Total deferred | — | (62 | ) | |||||
Provision for income taxes | $ | 180 | $ | 208 | ||||
The Company performs an analysis each year to determine whether the expected future income will more likely than not be sufficient to realize the deferred tax assets. The Company's recent operating results and projections of future income weighed heavily in the Company's overall assessment. As a result of this analysis, the Company continues to maintain a full valuation allowance against its federal and state net deferred tax assets at December 31, 2013 as the Company believes that it is more likely than not that these assets will not be realized. The tax effects of significant items comprising the Company’s deferred tax assets and (liabilities) as of December 31, 2013 and 2012 are as follows: | ||||||||
2013 | 2012 | |||||||
Current deferred tax assets (liabilities) | ||||||||
included in other current assets: | ||||||||
Allowances and reserves | $ | 1,217 | $ | 1,742 | ||||
Compensation | 4,010 | 3,382 | ||||||
Valuation allowance on deferred tax assets | (5,227 | ) | (5,124 | ) | ||||
— | — | |||||||
Noncurrent deferred tax assets (liabilities) | ||||||||
included in other long-term assets: | ||||||||
State net operating loss carryforwards | 4,774 | 4,103 | ||||||
Federal net operating loss carryforwards | 31,253 | 28,615 | ||||||
State taxes | 1,124 | 1,123 | ||||||
Self insurance and other reserves | 294 | 338 | ||||||
Property, plant and equipment | 2,196 | 2,294 | ||||||
Intangible assets | 8,269 | 9,249 | ||||||
Other reserves - restructuring | 391 | 410 | ||||||
Compensation | — | 31 | ||||||
Deferred revenue | 6 | 226 | ||||||
Valuation allowance on deferred tax assets | (48,307 | ) | (46,389 | ) | ||||
— | — | |||||||
Net deferred tax liability | $ | — | $ | — | ||||
Federal tax attribute carryforwards at December 31, 2013, consist primarily of approximately $89.7 million of federal net operating losses. In addition, the Company has approximately $90.1 million of state net operating losses carryforwards. The utilization of the federal carryforwards as an available offset to future taxable income is subject to limitations under federal income tax laws. If the federal net operating losses are not utilized, they begin to expire in 2027, and current state net operating losses not utilized begin to expire this year. | ||||||||
A reconciliation of the difference between the federal statutory tax rates and the Company's effective tax rate from continuing operations is as follows: | ||||||||
2013 | 2012 | |||||||
Federal statutory rate | 35 | % | 35 | % | ||||
State income tax rate, net of Federal tax benefit | 0.3 | % | 2.5 | % | ||||
Meals and entertainment | (2.3 | )% | — | % | ||||
Valuation allowance | (35.9 | )% | (38.1 | )% | ||||
Other non-deductible | (1.3 | )% | (0.4 | )% | ||||
Other taxes | — | % | 0.2 | % | ||||
Net change in Federal and state reserves | — | % | — | % | ||||
Effective tax rate | (4.2 | )% | (0.8 | )% | ||||
The following table summarizes the change in uncertain tax benefit reserves for the two years ended December 31, 2013: | ||||||||
Unrecognized | ||||||||
Tax Benefits | ||||||||
Balance of unrecognized benefits as of January 1, 2011 | $ | 1,117 | ||||||
Additions for tax positions related to the current year | — | |||||||
Additions for tax positions of prior years | — | |||||||
Reductions for tax positions of prior years | — | |||||||
Balance as of December 31, 2012 | $ | 1,117 | ||||||
Additions for tax positions related to the current year | — | |||||||
Additions for tax positions of prior years | — | |||||||
Reductions for tax positions of prior years | — | |||||||
Balance as of December 31, 2013 | $ | 1,117 | ||||||
As of December 31, 2013 and 2012, the total amount of gross unrecognized tax benefits was $1.1 million in each year. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate as of December 31, 2013 and 2012 was $1.1 million in each year. | ||||||||
The Company recognized interest and penalties of $0.2 million related to uncertain tax positions in income tax expense during each of the years ended December 31, 2013 and 2012, respectively. At December 31, 2013 and 2012, accrued interest and penalties, net were $2.1 million and $1.9 million, respectively. | ||||||||
The Company and its subsidiaries file a U.S. Federal consolidated income tax return and consolidated and separate income tax returns in numerous states and local tax jurisdictions. The following tax years remain subject to examination as of December 31, 2013: | ||||||||
Jurisdiction | Tax Years | |||||||
Federal | 2009- 2013 | |||||||
State and Local | 2007 - 2013 | |||||||
To the extent there was a failure to file a tax return in a previous year; the statute of limitation will not begin until the return is filed. There were no examinations in process by the Internal Revenue Service as of December 31, 2013. In 2014, the Company was selected for examination by the Internal Revenue Service for the tax periods ending December 31, 2012 and December 31, 2011. |
Historical_Basic_and_Diluted_N
Historical Basic and Diluted Net Loss per Share | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Earnings Per Share [Abstract] | ' | |||||
Earnings Per Share [Text Block] | ' | |||||
Historical Basic and Diluted Net Loss per Share | ||||||
A reconciliation of the number of shares used in the calculation of basic and diluted earnings per share for the years ended December 31, 2013 and 2012 is as follows: | ||||||
Years Ended December 31, | ||||||
2013 | 2012 | |||||
Basic weighted average number of common shares | 14,718 | 14,585 | ||||
Potential dilutive effect of stock-based awards | — | — | ||||
Diluted weighted average number of common shares | 14,718 | 14,585 | ||||
The following outstanding stock-based awards were excluded from the computation of the effect of dilutive securities on loss per share for the following periods as they would have been anti-dilutive: | ||||||
Years Ended December 31, | ||||||
2013 | 2012 | |||||
Options | 42,500 | 51,000 | ||||
Stock-settled stock appreciation rights (SARs) | 796,043 | 549,601 | ||||
Restricted stock and restricted stock units (RSUs) | 581,709 | 553,097 | ||||
Performance contingent SARs | — | 280,000 | ||||
1,420,252 | 1,433,698 | |||||
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Segment Reporting Disclosure [Text Block] | ' | |||||||||||||||
Segment Information | ||||||||||||||||
The accounting policies followed by the segments are described in Note 1, Nature of Business and Significant Accounting Policies. Corporate charges are allocated to each of the reporting segments on the basis of total salary expense. Corporate charges include corporate headquarter costs and certain depreciation expenses. Certain corporate capital expenditures have not been allocated from Sales Services to the other reporting segments since it is impracticable to do so. | ||||||||||||||||
The Company reports under the following three segments: | ||||||||||||||||
Sales Services segment – includes the Company’s Dedicated Sales Teams, Established Relationship Teams and EngageCE, the Company’s clinical educators business unit. This segment provides services through personal promotion with healthcare providers and uses teams to deliver services to a wide base. These businesses have similar long-term average gross margins, contract terms, types of customers and regulatory environments and therefore the business units have been aggregated into one reporting segment. | ||||||||||||||||
Marketing Services segment – includes the Company’s Group DCA and PDI Voice (Voice) business units. This segment provides services though non-personal promotion with healthcare providers and is project driven. The units comprising this segment have a large number of smaller contracts, share similar gross margins, have similar customers, and have low barriers to entry for competition and therefore the business units have been aggregated into one reporting segment. The offerings within this segment include peer-to-peer, interactive digital and telephonic communications with healthcare providers. Formerly this segment included TVG, whose operations were discontinued in 2010, and Pharmakon, whose operations were discontinued in 2011. | ||||||||||||||||
PC Services segment – includes the Company's Interpace BioPharma business unit and expenditures related to the collaboration arrangements for molecular diagnostic tests. Interpace BioPharma provides biopharmaceutical clients with full-service product commercialization solutions. These services include product distribution, product detailing, full supply chain management, operations, sales, marketing, compliance, and regulatory/medical management. Expenses under the Company's collaboration arrangements include: consulting fees; legal fees; and personnel costs, such as salaries, bonuses, fringe benefits and payroll taxes for the sales representatives, managers and professional staff that are directly responsible for executing the collaboration arrangements. | ||||||||||||||||
Sales | Marketing | PC | Consolidated | |||||||||||||
Services | Services | Services | ||||||||||||||
For the year ended December 31, 2013: | ||||||||||||||||
Revenue | $ | 133,968 | $ | 4,569 | $ | 12,305 | $ | 150,842 | ||||||||
Operating (loss) income | $ | (1,753 | ) | $ | (4,390 | ) | $ | 1,866 | $ | (4,277 | ) | |||||
Capital expenditures | $ | 712 | $ | 1,106 | $ | — | $ | 1,818 | ||||||||
Depreciation expense | $ | 1,063 | $ | 292 | $ | 70 | $ | 1,425 | ||||||||
Total assets | $ | 60,264 | $ | 5,284 | $ | 3,516 | $ | 69,064 | ||||||||
For the year ended December 31, 2012: | ||||||||||||||||
Revenue | $ | 99,206 | $ | 10,127 | $ | 17,566 | $ | 126,899 | ||||||||
Operating (loss) income | $ | (930 | ) | $ | (27,465 | ) | $ | 3,163 | $ | (25,232 | ) | |||||
Capital expenditures | $ | 1,064 | $ | 48 | $ | — | $ | 1,112 | ||||||||
Depreciation expense | $ | 808 | $ | 253 | $ | 70 | $ | 1,131 | ||||||||
Total assets | $ | 64,741 | $ | 6,125 | $ | 7,581 | $ | 78,447 | ||||||||
Discontinued_Operations
Discontinued Operations | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | ' | |||||||
Discontinued Operations | ||||||||
On December 29, 2011 the Company entered into an agreement to sell certain assets of our Pharmakon business unit to Informed Medical Communications, Inc. (“Informed”) in exchange for potential future royalty payments and an ownership interest in Informed. In the fourth quarter of 2012, the Company wrote-off all of the assets related to the sale of Pharmakon to Informed as it believes that these assets have become impaired. The write-offs, totaling $0.7 million, are reflected in asset impairments in the 2012 Consolidated Statement of Comprehensive Loss. On July 19, 2010, the Board approved closing the TVG business unit. The Company notified employees and issued a press release announcing this decision on July 20, 2010. The Consolidated Statements of Comprehensive Loss reflect the presentation of Pharmakon and TVG as discontinued operations in all periods presented. | ||||||||
A rollforward of the liabilities recognized in the consolidated balance sheet as of December 31, 2013 and December 31, 2012 is as follows: | ||||||||
Accrued liability as of January 1, 2012 | $ | 1,120 | ||||||
Add: Costs incurred, excluding non-cash charges | — | |||||||
Less: Cash payments | (1,115 | ) | ||||||
Accrued liability as of December 31, 2012 (1) | $ | 5 | ||||||
Add: Costs incurred, excluding non-cash charges | — | |||||||
Less: Cash payments | (5 | ) | ||||||
Accrued liability as of December 31, 2013 | $ | — | ||||||
-1 | Accrued liability at December 31, 2012 consists of Pharmakon employee severance costs. | |||||||
The table below presents the significant components of Pharmakon's and TVG’s results included in Loss from Discontinued Operations, Net of Tax in the consolidated statements of comprehensive loss for the years ended December 31, 2013 and 2012. | ||||||||
For the Years Ended December 31, | ||||||||
2013 | 2012 | |||||||
Revenue, net | $ | — | $ | — | ||||
Loss from discontinued operations, before income tax | (44 | ) | (51 | ) | ||||
Income tax expense | 5 | 8 | ||||||
Loss from discontinued operations, net of tax | $ | (49 | ) | $ | (59 | ) | ||
The major classes of assets and liabilities included in the consolidated balance sheets for Pharmakon and TVG as of December 31, 2013 and December 31, 2012 are as follows: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Current assets | $ | — | $ | 14 | ||||
Non-current assets | 150 | 150 | ||||||
Total assets | $ | 150 | $ | 164 | ||||
Current liabilities | $ | 405 | $ | 368 | ||||
Non-current liabilities | 619 | 1,006 | ||||||
Total liabilities | $ | 1,024 | $ | 1,374 | ||||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions Disclosure [Text Block] | ' |
Related Party Transactions | |
John P. Dugan | |
The Company entered into a consulting agreement (the “Agreement”) with its founder and former Chairman of the Board, John P. Dugan. Mr. Dugan, who retired from the Board effective June 3, 2010, is the Company’s largest stockholder beneficially owning approximately 32% of the outstanding common stock of PDI as of December 31, 2013. | |
The Agreement was executed on August 2, 2010 with an effective date of July 1, 2010, and shall continue for a period of thirty-six months. Pursuant to the Agreement, Mr. Dugan will provide consulting services to PDI including, but not limited to, corporate strategy, communications and other general advice upon request of the Company’s Chief Executive Officer or the Board for a consulting fee of $12,500 per month over the term of the Agreement. The Agreement is terminable by the Company upon thirty days prior written notice to Mr. Dugan, and terminable by Mr. Dugan upon ten days prior written notice to the Company. The Agreement also contains certain confidentiality clauses as well as a non-compete clause that continues for a period of two years after the termination of the Agreement. Mr. Dugan was paid $75,000 and $150,000 for the years ended December 31, 2013 and December 31, 2012, respectively, in his role as a consultant. The Agreement expired June 30, 2013. |
Schedule_II_Valuation_and_Qual
Schedule II Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | ' | ||||||||||||||
PDI INC. | |||||||||||||||
VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||
YEARS ENDED DECEMBER 31, 2013 AND 2012 | |||||||||||||||
Balance at | Additions | Balance at | |||||||||||||
Beginning | Charged to | Deductions | end | ||||||||||||
Description | of Period | Operations | and Other (1) | of Period | |||||||||||
2013 | |||||||||||||||
Allowance for doubtful accounts | $ | — | 9 | — | $ | 9 | |||||||||
Allowance for doubtful notes | $ | 1,040 | — | — | $ | 1,040 | |||||||||
Tax valuation allowance | $ | 51,552 | — | 1,982 | $ | 53,534 | |||||||||
2012 | |||||||||||||||
Allowance for doubtful accounts | $ | — | — | — | $ | — | |||||||||
Allowance for doubtful notes | $ | 778 | 262 | — | $ | 1,040 | |||||||||
Tax valuation allowance | $ | 42,786 | — | 8,766 | $ | 51,552 | |||||||||
-1 | Includes payments and actual write offs, as well as changes in estimates in the reserves. |
Investment_in_NonControlled_En
Investment in Non-Controlled Entity and Other Arrangements (Notes) | 12 Months Ended |
Dec. 31, 2013 | |
Investments in Non-controlled entities [Abstract] | ' |
Cost-method Investments, Description [Text Block] | ' |
Investment in Non-Controlled Entity and Other Arrangements | |
In August 2013, PDI entered into phase one of a collaboration agreement with a privately held molecular diagnostics company (the Diagnostics Company) to commercialize its fully-developed, molecular diagnostic tests. Under the terms of phase one of the collaboration agreement, PDI paid an initial fee of $1.5 million and has the ability to enter the second phase of the collaboration agreement in the form of a call option to purchase the outstanding common stock of the Diagnostics Company. The Company also has the option to contribute an additional $0.5 million for mutually agreed upon activities in furtherance of collaboration efforts. The option price is dependent on the achievement of certain milestones during the collaboration period (the period up to the exercise of the purchase option or termination of the collaboration agreement) and could be up to $6.0 million if all milestones are achieved at their maximum levels. PDI can terminate the collaboration agreement if all milestones are not achieved by August 2014 and would receive a $1.0 million termination fee, leaving the Company with a maximum exposure of $0.5 million plus amounts contributed in furtherance of collaboration efforts. If all milestones are achieved by August 2014 and PDI has not exercised its option, the Diagnostics Company can require PDI to exercise the option to purchase its outstanding common stock or terminate the collaboration agreement and pay PDI a termination fee of approximately $2.0 million. If PDI purchases the outstanding common stock of the Diagnostics Company, in addition to the option price based on the achievement of milestones, beginning in 2015, PDI would pay a royalty of 7% on annual net revenue up to $50.0 million with escalating royalty percentages for higher annual net revenue capped at 11% for annual net revenue in excess of $100.0 million. | |
PDI has recorded the initial fee as an investment in a non-controlled entity within Other current assets in the Consolidated Balance Sheets in accordance with ASC 325-20 Investments Other - Cost Method Investments. | |
Other Arrangements | |
In October 2013, the Company entered into phase one of a collaboration agreement to commercialize CardioPredict™, a molecular diagnostic test developed by Transgenomic, in the United States. Under the terms of the strategic collaboration agreement, PDI will be responsible for all U.S.-based marketing and promotion of CardioPredict™, while Transgenomic will be responsible for processing CardioPredict™ in its state-of-the-art CLIA lab and all customer support. Both parties will pay their respective expenses and will split profit on a formula basis. If the Company moves to the second phase of the collaboration agreement, PDI may provide Transgenomic with funding support of up to $3.0 million, principally to finance working capital requirements for the product. Through December 31, 2013, the Company has not provided any funding to Transgenomic. | |
PDI's costs related to both of these agreements are expensed in the Company's PC Services segment and reflected in Cost of sales or Selling, general and administrative expenses in the Consolidated Statement of Comprehensive Loss, depending upon the underlying nature of the expenses incurred. |
Nature_of_Business_and_Signifi1
Nature of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Use of Estimates, Policy [Policy Text Block] | ' |
Accounting Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities reported and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management's estimates are based on historical experience, facts and circumstances available at the time, and various other assumptions that are believed to be reasonable under the circumstances. Significant estimates include best estimate of selling price in multiple element arrangements, valuation allowances related to deferred income taxes, self-insurance loss accruals, allowances for doubtful accounts and notes, income tax accruals, acquisition accounting, asset impairments and facilities realignment accruals. The Company periodically reviews these matters and reflects changes in estimates as appropriate. Actual results could materially differ from those estimates. | |
Cash and Cash Equivalents, Policy [Policy Text Block] | ' |
Cash and Cash Equivalents | |
Cash and cash equivalents include unrestricted cash accounts, money market investments and highly liquid investment instruments with original maturity of three months or less at the date of purchase. | |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | ' |
Receivables and Allowance for Doubtful Accounts | |
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Management reviews a customer’s credit history before extending credit. The Company records a provision for estimated losses based upon the inability of its customers to make required payments using historical experience and periodically adjusts these provisions to reflect actual experience. Additionally, the Company will establish a specific allowance for doubtful accounts when it becomes aware of a specific customer’s inability or unwillingness to meet its financial obligations (e.g., bankruptcy filing). There was a $9,000 allowance for doubtful accounts for trade accounts receivables as of December 31, 2013 and no allowance for doubtful accounts as of December 31, 2012. | |
Trade and Other Accounts Receivable, Unbilled Receivables, Policy [Policy Text Block] | ' |
Unbilled Costs and Accrued Profits | |
In general, contractual provisions, including predetermined payment schedules or submission of appropriate billing detail, establish the prerequisites for billings. Unbilled costs and accrued profits arise when services have been rendered and payment is assured but customers have not been billed. These amounts are classified as a current asset. | |
Revenue Recognition, Deferred Revenue [Policy Text Block] | ' |
Unearned Contract Revenue | |
Normally, in the case of detailing and e-detailing contracts, the customers agree to pay the Company a portion of the fee due under a contract in advance of performance of services because of large recruiting and employee development costs associated with the initial phase of a contract performance and effort required in the development of interactive digital communications. The excess of amounts billed over revenue recognized represents unearned contract revenue, which is classified as a current liability. | |
Investment, Policy [Policy Text Block] | ' |
Loans and Investments in Privately Held Entities | |
From time-to-time, the Company makes investments in and/or loans to privately-held companies. The Company determines whether the fair values of any investments in privately held entities have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If the Company considers any such decline to be other than temporary (based on various factors, including historical financial results, and the overall health of the investee’s industry), a write-down to estimated fair value is recorded. As of December 31, 2013, the Company had an investment in a privately held, non-controlled entity of $1.5 million within Other current assets in the Consolidated Balance Sheets in accordance with ASC 325-20 Investments Other - Cost Method Investments. See Note 18, Investment in Non-Controlled Entity and Other Arrangements for further information. | |
On a quarterly basis, the Company reviews outstanding loans receivable to determine if a provision for doubtful notes is necessary. These reviews include discussions with senior management of the investee, and evaluations of, among other things, the investee’s progress against its business plan, its product development activities and customer base, industry market conditions, historical and projected financial performance, expected cash needs and recent funding events. Subsequent cash receipts on the outstanding interest are applied against the outstanding interest receivable balance and the corresponding allowance. The Company’s assessments of value are subjective given that the investees may be at an early stage of development and rely regularly on their investors for cash infusions. As of December 31, 2013 and 2012, the Company had loan receivable balances of $750,000, which has been fully reserved. | |
Property, Plant and Equipment, Policy [Policy Text Block] | ' |
Property and Equipment | |
Property and equipment are stated at cost less accumulated depreciation. Depreciation and amortization is recognized on a straight-line basis, using the estimated useful lives of: seven to ten years for furniture and fixtures; two to five years for office and computer equipment; and leasehold improvements are amortized over the shorter of the estimated service lives or the terms of the related leases which are currently four to five years. Repairs and maintenance are charged to expense as incurred. Upon disposition, the asset and related accumulated depreciation are removed from the related accounts and any gains or losses are reflected in operations. | |
Goodwill and Intangible Assets, Policy [Policy Text Block] | ' |
Goodwill and Indefinite-Lived Intangible Assets | |
The Company allocates the cost of acquired companies to the identifiable tangible and intangible assets acquired and liabilities assumed, with the remaining amount classified as goodwill. Since the entities the Company has acquired do not have significant tangible assets, a significant portion of the purchase price has been allocated to intangible assets and goodwill. The identification and valuation of these intangible assets and the determination of the estimated useful lives at the time of acquisition, as well as the completion of impairment tests require significant management judgments and estimates. These estimates are made based on, among other factors, reviews of projected future operating results and business plans, economic projections, anticipated highest and best use of future cash flows and the market participant cost of capital. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of goodwill and other intangible assets, and potentially result in a different impact to the Company’s results of operations. Further, changes in business strategy and/or market conditions may significantly impact these judgments and thereby impact the fair value of these assets, which could result in an impairment of the goodwill or intangible assets. | |
The Company tests its goodwill for impairment at least annually (as of December 31) and whenever events or circumstances change that indicate impairment may have occurred. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others: a significant decline in our expected future cash flows; a sustained, significant decline in our stock price and market capitalization; a significant adverse change in legal factors or in the business climate of the pharmaceutical industry; unanticipated competition; and slower growth rates. Any adverse change in these factors could have a significant impact on the recoverability of goodwill, indefinite-lived intangible assets and our consolidated financial results. | |
The Company tests its goodwill for impairment at the business (reporting) unit level, which is one level below its operating segments. The goodwill has been assigned to the reporting unit to which the value relates. One of the Company's five reporting units, Group DCA, has goodwill. The Company tested goodwill by estimating the fair value of the reporting unit using a Discounted Cash Flow (DCF) model. The key assumptions used in the DCF model to determine the highest and best use of estimated future cash flows include revenue growth rates and profit margins based on internal forecasts, terminal value and an estimate of a market participant's weighted-average cost of capital used to discount future cash flows to their present value. The Company tested the indefinite-lived intangible asset using a Relief From Royalty Method (RFRM) under the Income Approach. The key assumptions used in the RFRM model include revenue growth rates, the terminal value and the assumed discount rate. While the Company uses available information to prepare estimates and to perform impairment evaluations, actual results could differ significantly from these estimates or related projections, resulting in impairment related to recorded goodwill balances. | |
During the Company's 2012 annual impairment tests of goodwill and indefinite-lived intangible assets, management identified potential impairment. The Company's management then determined that these Group DCA business unit assets were impaired and recognized an impairment loss of $18.4 million as the carrying value of the Group DCA business unit was in excess of its fair value. During the Company's 2013 annual impairment tests of goodwill, no potential impairment was identified by management, as the fair value of the Group DCA business unit was in excess of its carrying value. If Group DCA's projected long-term sales growth rate, profit margins, or terminal rate change, or the assumed weighted-average cost of capital is considerably higher, future testing may indicate additional impairment in this reporting unit and, as a result, the remaining assets may also be impaired. See Note 4, Fair Value Measurements and Note 7, Goodwill and Other Intangible Assets for further information. | |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | ' |
Long-Lived Assets, including Finite-Lived Intangible Assets | |
The Company reviews the recoverability of long-lived assets and finite-lived intangible assets whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recognized by reducing the recorded value of the asset to its fair value measured by future discounted cash flows. This analysis requires estimates of the amount and timing of projected cash flows and, where applicable, judgments associated with, among other factors, the appropriate discount rate. Such estimates are critical in determining whether any impairment charge should be recorded and the amount of such charge if an impairment loss is deemed to be necessary. For a discussion of impairment related to finite-lived intangible assets, see Note 7, Goodwill and Other Intangible Assets. | |
During the year ended December 31, 2012 the Company recorded a non-cash charge of approximately $4.4 million related to the full impairment of the Group DCA finite-lived intangible assets. See Note 7, Goodwill and Other Intangible Assets, for additional information. | |
Additionally, during the year ended December 31, 2012, the Company recorded non-cash charges of less than $0.1 million for the impairment of certain furniture and leasehold improvements as a result of exiting approximately 9,000 square feet of office space at its Group DCA facility in Parsippany, New Jersey. These charges have both been recorded in continued operations. See Note 14, Facilities Realignment for additional information. | |
Liability Reserve Estimate, Policy [Policy Text Block] | ' |
Self-Insurance Accruals | |
The Company is self-insured for benefits paid under employee healthcare programs. The Company’s liability for healthcare claims is estimated using an underwriting determination which is based on the current year’s average lag days between when a claim is incurred and when it is paid. The Company maintains stop-loss coverage with third-party insurers to limit its total exposure on all of these programs. Periodically, the Company evaluates the level of insurance coverage and adjusts insurance levels based on risk tolerance and premium expense. Management reviews the self-insurance accruals on a quarterly basis. Actual results may vary from these estimates, resulting in an adjustment in the period of the change in estimate. Prior to October 1, 2008, the Company was also self-insured for certain losses for claims filed and claims incurred but not reported relating to workers’ compensation and automobile-related liabilities for Company-leased cars. Beginning October 1, 2008, the Company became fully-insured through an outside carrier for these losses. The Company’s liability for claims filed and claims incurred but not reported prior to October 1, 2008 is estimated on an actuarial undiscounted basis supplied by our insurance brokers and insurers using individual case-based valuations and statistical analysis. These estimates are based upon judgment and historical experience. However, the final cost of many of these claims may not be known for five years or more after filing of the claim. As of December 31, 2013, the Company had no outstanding claims filed and claims incurred but not reported for self-insured automobile-related liabilities. At December 31, 2013 and 2012, self-insurance accruals totaled $1.0 million and $0.9 million, respectively, and are included in other accrued expenses on the balance sheet. | |
Commitments and Contingencies, Policy [Policy Text Block] | ' |
Contingencies | |
In the normal course of business, the Company is subject to various contingencies. Contingencies are recorded in the consolidated financial statements when it is probable that a liability will be incurred and the amount of the loss is reasonably estimable, or otherwise disclosed, in accordance with Accounting Standards Codification 450, Contingencies (ASC 450). Significant judgment is required in both the determination of probability and the determination as to whether a loss is reasonably estimable. In the event the Company determines that a loss is not probable, but is reasonably possible, and it becomes possible to develop what the Company believes to be a reasonable range of possible loss, then the Company will include disclosures related to such matter as appropriate and in compliance with ASC 450. To the extent there is a reasonable possibility that the losses could exceed the amounts already accrued, the Company will, when applicable, adjust the accrual in the period the determination is made, disclose an estimate of the additional loss or range of loss, indicate that the estimate is immaterial with respect to its financial statements as a whole or, if the amount of such adjustment cannot be reasonably estimated, disclose that an estimate cannot be made. The Company is currently involved in certain legal proceedings and, as required, the Company has accrued its estimate of the probable costs for the resolution of these claims. These estimates are developed in consultation with outside counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. Predicting the outcome of claims and litigation, and estimating related costs and exposures, involves substantial uncertainties that could cause actual costs to vary materially from estimates. | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' |
Stock-Based Compensation | |
The compensation cost associated with the granting of stock-based awards is based on the grant date fair value of the stock award. The Company recognizes the compensation cost, net of estimated forfeitures, over the shorter of the vesting period or the period from the grant date to the date when retirement eligibility is achieved. Forfeitures are initially estimated based on historical information and subsequently updated over the life of the awards to ultimately reflect actual forfeitures. As a result, changes in forfeiture activity can influence the amount of stock compensation cost recognized from period to period. | |
The Company primarily uses the Black-Scholes option pricing model to determine the fair value of stock options and stock-based stock appreciation rights (SARs). The determination of the fair value of stock-based payment awards is made on the date of grant and is affected by the Company’s stock price as well as assumptions made regarding a number of complex and subjective variables. These assumptions include: expected stock price volatility over the term of the awards; actual and projected employee stock option exercise behaviors; the risk-free interest rate; and expected dividend yield. These assumptions are more fully described in Note 12, Stock-Based Compensation. The fair value of restricted stock units (RSUs) and restricted shares is equal to the closing stock price on the date of grant. | |
Lease, Policy [Policy Text Block] | ' |
Rent Expense | |
Minimum rental expenses are recognized over the term of the lease. The Company recognizes minimum rent starting when possession of the property is taken from the landlord, which may include a construction period prior to occupancy. When a lease contains a predetermined fixed escalation of the minimum rent, the Company recognizes the related rent expense on a straight-line basis and records the difference between the recognized rental expense and the amounts payable under the lease as a deferred rent liability. The Company may also receive tenant allowances including cash or rent abatements, which are reflected in other accrued expenses and long-term liabilities on the consolidated balance sheet. These allowances are amortized as a reduction of rent expense over the term of the lease. Certain leases provide for contingent rents that are not measurable at inception. These contingent rents are primarily based upon use of utilities and the landlord’s operating expenses. These amounts are excluded from minimum rent and are included in the determination of total rent expense when it is probable that the expense has been incurred and the amount is reasonably estimable. | |
Income Tax, Policy [Policy Text Block] | ' |
Income taxes | |
Income taxes are based on income for financial reporting purposes calculated using the Company’s expected annual effective rate and reflect a current tax liability or asset for the estimated taxes payable or recoverable on the current year tax return and expected annual changes in deferred taxes. Any interest or penalties on income tax are recognized as a component of income tax expense. | |
The Company accounts for income taxes using the asset and liability method. This method requires recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between tax bases and financial reporting bases of the Company’s assets and liabilities based on enacted tax laws and rates. Deferred tax expense (benefit) is the result of changes in the deferred tax asset and liability. A valuation allowance is established, when necessary, to reduce the deferred income tax assets when it is more likely than not that all or a portion of a deferred tax asset will not be realized. | |
The Company operates in multiple tax jurisdictions and pays or provides for the payment of taxes in each jurisdiction where it conducts business and is subject to taxation. The breadth of the Company’s operations and the complexity of the tax law require assessments of uncertainties and judgments in estimating the ultimate taxes the Company will pay. The final taxes paid are dependent upon many factors, including negotiations with taxing authorities in various jurisdictions, outcomes of tax litigation and resolution of proposed assessments arising from federal and state audits. Uncertain tax positions are recognized in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that a position taken or expected to be taken in a tax return would be sustained upon examination by tax authorities that have full knowledge of all relevant information. A recognized tax position is then measured as the largest amount of benefit that is greater than fifty percent likely to be realized upon ultimate settlement. The Company adjusts accruals for unrecognized tax benefits as facts and circumstances change, such as the progress of a tax audit. The Company believes that any potential audit adjustments will not have a material adverse effect on its financial condition or liquidity. However, any adjustments made may be material to the Company’s consolidated results of operations or cash flows for a reporting period. Penalties and interest, if incurred, would be recorded as a component of current income tax expense. | |
Significant judgment is also required in evaluating the need for and magnitude of appropriate valuation allowances against deferred tax assets. Deferred tax assets are regularly reviewed for recoverability. The Company currently has significant deferred tax assets resulting from net operating loss carryforwards and deductible temporary differences, which should reduce taxable income in future periods. The realization of these assets is dependent on generating future taxable income. | |
Earnings Per Share, Policy [Policy Text Block] | ' |
Earnings (Loss) per Share | |
Basic earnings per common share are computed by dividing net income by the weighted average number of shares outstanding during the year including any unvested share-based payment awards that contain nonforfeitable rights to dividends. Diluted earnings per common share are computed by dividing net income by the sum of the weighted average number of shares outstanding and dilutive common shares under the treasury method. Unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid), are participating securities and are included in the computation of earnings per share pursuant to the two-class method. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ' | |||||||||||||||||||
Fair Value, by Balance Sheet Grouping [Table Text Block] | ' | 'Â | |||||||||||||||||||
As of December 31, 2013 | Fair Value Measurements | ||||||||||||||||||||
Carrying | Fair | As of December 31, 2013 | |||||||||||||||||||
Amount | Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||
Assets: | |||||||||||||||||||||
Cash and cash equivalents: | |||||||||||||||||||||
Cash | $ | 10,315 | $ | 10,315 | $ | 10,315 | $ | — | $ | — | |||||||||||
Money market funds | 35,324 | 35,324 | 35,324 | — | — | ||||||||||||||||
$ | 45,639 | $ | 45,639 | $ | 45,639 | $ | — | $ | — | ||||||||||||
Marketable securities: | |||||||||||||||||||||
Money market funds | $ | 48 | $ | 48 | $ | 48 | $ | — | $ | — | |||||||||||
Mutual funds | 55 | 55 | 55 | — | — | ||||||||||||||||
U.S. Treasury securities | 1,730 | 1,730 | 1,730 | — | — | ||||||||||||||||
Government agency securities | 382 | 382 | 382 | — | — | ||||||||||||||||
$ | 2,215 | $ | 2,215 | $ | 2,215 | $ | — | $ | — | ||||||||||||
Fair Value Measurements, Nonrecurring [Table Text Block] | ' | ' | |||||||||||||||||||
The following table summarizes these assets of the Company measured at fair value on a nonrecurring basis as of December 31, 2012: | |||||||||||||||||||||
Fair Value Measurements as of | |||||||||||||||||||||
Carrying Amount as of | 31-Dec-12 | ||||||||||||||||||||
31-Dec-12 | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Long-lived assets held and used: | |||||||||||||||||||||
Goodwill | $ | 2,523 | $ | — | $ | — | $ | 2,523 | |||||||||||||
Investments_in_Marketable_Secu1
Investments in Marketable Securities (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||||||||||
Investments Classified by Contractual Maturity Date [Table Text Block] | ' | |||||||||||||||||||||||
At December 31, 2013 and 2012, held-to-maturity investments included: | ||||||||||||||||||||||||
Maturing | Maturing | |||||||||||||||||||||||
December 31, | within | after 1 year | December 31, | within | after 1 year | |||||||||||||||||||
2013 | 1 year | through | 2012 | 1 year | through | |||||||||||||||||||
3 years | 3 years | |||||||||||||||||||||||
Cash/money market funds | $ | 116 | $ | 116 | $ | — | $ | 76 | $ | 76 | $ | — | ||||||||||||
US Treasury securities | 1,730 | 1,360 | 370 | 2,450 | 1,051 | 1,399 | ||||||||||||||||||
Government agency securities | 382 | 382 | — | 1,270 | 881 | 389 | ||||||||||||||||||
Total | $ | 2,228 | $ | 1,858 | $ | 370 | $ | 3,796 | $ | 2,008 | $ | 1,788 | ||||||||||||
Held-to-maturity Securities [Table Text Block] | ' | |||||||||||||||||||||||
At December 31, 2013 and December 31, 2012, held-to-maturity investments were recorded in the following accounts: | ||||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||
Other current assets | $ | 1,858 | $ | 2,008 | ||||||||||||||||||||
Other long-term assets | 370 | 1,788 | ||||||||||||||||||||||
Total | $ | 2,228 | $ | 3,796 | ||||||||||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||
Property and equipment consisted of the following as of December 31, 2013 and 2012: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Furniture and fixtures | $ | 3,697 | $ | 3,613 | ||||
Office equipment | 1,187 | 1,282 | ||||||
Computer equipment | 6,635 | 6,760 | ||||||
Internal-use software | 11,442 | 11,138 | ||||||
External-use software | 1,105 | — | ||||||
Leasehold improvements | 7,121 | 7,128 | ||||||
31,187 | 29,921 | |||||||
Less accumulated depreciation | (28,398 | ) | (27,525 | ) | ||||
$ | 2,789 | $ | 2,396 | |||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Schedule of Intangible Assets and Goodwill [Table Text Block] | ' |
. |
Accrued_Expenses_and_LongTerm_1
Accrued Expenses and Long-Term Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Other Liabilities Disclosure [Abstract] | ' | |||||||
Schedule of Accrued Liabilities [Table Text Block] | ' | |||||||
Other accrued expenses consisted of the following as of December 31, 2013 and 2012: | ||||||||
31-Dec-13 | 31-Dec-12 | |||||||
Accrued pass-through costs | $ | 2,089 | $ | 3,729 | ||||
Accrued reorganization expense | 997 | 1,495 | ||||||
Self insurance accruals | 1,020 | 900 | ||||||
Indemnification liability | 875 | 875 | ||||||
All others | 5,047 | 4,828 | ||||||
$ | 10,028 | $ | 11,827 | |||||
Schedule of Other Assets and Other Liabilities [Table Text Block] | ' | |||||||
Long-term liabilities consisted of the following as of December 31, 2013 and 2012: | ||||||||
December 31, | December 31, 2012 | |||||||
2013 | ||||||||
Rent payable | $ | 969 | $ | 1,533 | ||||
Uncertain tax positions | 3,109 | 2,967 | ||||||
Restructuring | 965 | 1,785 | ||||||
Other | 142 | 142 | ||||||
$ | 5,185 | $ | 6,427 | |||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||||||||||||||
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block] | ' | |||||||||||||||||||
As of December 31, 2013, contractual obligations with terms exceeding one year and estimated minimum future rental payments required by non-cancelable operating leases with initial or remaining lease terms exceeding one year are as follows: | ||||||||||||||||||||
Less than | 1 to 3 | 3 to 5 | After | |||||||||||||||||
Total | 1 Year | Years | Years | 5 Years | ||||||||||||||||
Contractual obligations (1) | $ | 666 | $ | 319 | $ | 343 | $ | 4 | $ | — | ||||||||||
Operating lease obligations: | ||||||||||||||||||||
Minimum lease payments | 10,563 | 4,547 | 5,731 | 285 | — | |||||||||||||||
Less minimum sublease rentals (2) | (5,728 | ) | (2,506 | ) | (3,222 | ) | — | — | ||||||||||||
Net minimum lease payments | 4,835 | 2,041 | 2,509 | 285 | — | |||||||||||||||
Total | $ | 5,501 | $ | 2,360 | $ | 2,852 | $ | 289 | $ | — | ||||||||||
(1) Amounts represent contractual obligations related to software license contracts, office equipment and contracts for software systems. | ||||||||||||||||||||
(2) As of December 31, 2013, the Company has entered into various sublease agreements for all of the office space at the Saddle River, New Jersey facility, the Dresher, Pennsylvania facility, and the Schaumburg, Illinois facility. These subleases will provide aggregated lease income of approximately $3.7 million, $1.9 million and $0.1 million, respectively, over the remaining lease periods. |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Risk-free interest rate | 0.33 | % | 0.31 | % | |||||||||
Expected life | 3.5 | 3.5 | |||||||||||
Expected volatility | 49.8 | % | 57.62 | % | |||||||||
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | ' | ||||||||||||
The impact of stock options, SARs, performance shares, RSUs and restricted stock on net loss for the years ended December 31, 2013 and 2012 is as follows: | |||||||||||||
2013 | 2012 | ||||||||||||
Stock options and SARs | $ | 454 | $ | 349 | |||||||||
Performance awards | — | 115 | |||||||||||
RSUs and restricted stock | 1,269 | 1,327 | |||||||||||
Total stock-based compensation expense | $ | 1,723 | $ | 1,791 | |||||||||
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value [Table Text Block] | ' | ||||||||||||
A summary of stock option and SARs activity for the year ended December 31, 2013, and changes during such year, is presented below: | |||||||||||||
Shares | Average | Remaining | Aggregate | ||||||||||
Grant | Contractual | Intrinsic | |||||||||||
Price | Period (in years) | Value | |||||||||||
Outstanding at January 1, 2013 | 880,601 | $6.37 | 2.91 | $ | 1,700 | ||||||||
Granted | 396,760 | $5.44 | 2.02 | $ | — | ||||||||
Exercised | (13,183 | ) | $5.90 | ||||||||||
Forfeited or expired | (425,635 | ) | $5.22 | ||||||||||
Outstanding at December 31, 2013 | 838,543 | $6.52 | 3.08 | $ | 148 | ||||||||
Exercisable at December 31, 2013 | 290,061 | $7.90 | 1.57 | $ | — | ||||||||
Vested and expected to vest | 798,816 | $6.55 | 3.05 | $ | — | ||||||||
Schedule of Share-based Compensation, Stock Appreciation Rights Award Activity [Table Text Block] | ' | ||||||||||||
A summary of the status of the Company’s nonvested SARs for the year ended December 31, 2013, and changes during such year, is presented below: | |||||||||||||
Shares | Weighted- Average Grant Date Fair Value | ||||||||||||
Nonvested at January 1, 2013 | 677,911 | $ | 1.89 | ||||||||||
Granted | 396,760 | $ | 1.97 | ||||||||||
Vested | (160,647 | ) | $ | 2.47 | |||||||||
Forfeited | (369,451 | ) | $ | 0.61 | |||||||||
Nonvested at December 31, 2013 | 544,573 | $ | 2.2 | ||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | ' | ||||||||||||
A summary of the Company’s nonvested shares of restricted stock and restricted stock units for the year ended December 31, 2013, and changes during such year, is presented below: | |||||||||||||
Shares | Weighted- | Average | Aggregate | ||||||||||
Average | Remaining | Intrinsic | |||||||||||
Grant Date | Vesting | Value | |||||||||||
Fair Value | Period (in years) | ||||||||||||
Nonvested at January 1, 2013 | 553,097 | $ | 7.6 | 1.4 | $ | 4,204 | |||||||
Granted | 248,473 | $ | 5.1 | 2.73 | $ | 1,195 | |||||||
Vested | (160,762 | ) | $ | 6.74 | |||||||||
Forfeited | (59,099 | ) | $ | 7.41 | |||||||||
Nonvested at December 31, 2013 | 581,709 | $ | 4.81 | 1.44 | $ | 2,660 | |||||||
Significant_Customers_Tables
Significant Customers (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Concentration Risk [Line Items] | ' | ||||||||
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | ' | ||||||||
The following sets forth the customers who accounted for more than 10% of the Company's accounts receivable and unbilled receivable balances as of December 31, 2013 and 2012. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 9,153 | $ | 5,301 | |||||
C | $ | — | $ | 1,984 | |||||
F | $ | — | $ | 1,447 | |||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | ' | ||||||||
The following sets forth the customers who accounted for more than 10% of the Company's accounts receivable and unbilled receivable balances as of December 31, 2013 and 2012. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 9,153 | $ | 5,301 | |||||
C | $ | — | $ | 1,984 | |||||
F | $ | — | $ | 1,447 | |||||
Concentration Risk Disclosure [Text Block] | ' | ||||||||
Significant Customers | |||||||||
During the years ended December 31, 2013 and 2012, the Company had several significant customers for which it provided services under specific contractual arrangements. The following sets forth the net revenue generated by customers who accounted for more than 10% of the Company's revenue from continuing operations during each of the periods presented. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 71,621 | $ | 34,401 | |||||
B | $ | — | $ | 19,464 | |||||
C | $ | — | $ | 15,046 | |||||
D | $ | — | $ | 17,690 | |||||
E | $ | 29,454 | $ | — | |||||
The Company recorded revenue from significant customers in its Sales Services segment from Customers A and E in 2013 and Customers A through C in 2012. The Company recorded revenue from significant customers in its Marketing Services segment from Customers A and E in 2013 and Customers A through D in 2012. The Company recorded revenue from Customer D in 2012 in its PC Services segment. For the years ended December 31, 2013 and 2012, the Company’s two and four largest customers, each representing 10% or more of its revenue, accounted for, in the aggregate, approximately 66.8% and 68.2%, respectively, of its revenue from continuing operations. At December 31, 2013 and 2012, the Company’s two and four largest customers represented 85% and 61%, respectively, of the aggregate of its outstanding accounts receivable and unbilled receivable balances. | |||||||||
The following sets forth the customers who accounted for more than 10% of the Company's accounts receivable and unbilled receivable balances as of December 31, 2013 and 2012. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 9,153 | $ | 5,301 | |||||
C | $ | — | $ | 1,984 | |||||
F | $ | — | $ | 1,447 | |||||
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | ' | ||||||||
The following sets forth the net revenue generated by customers who accounted for more than 10% of the Company's revenue from continuing operations during each of the periods presented. | |||||||||
Years Ended December 31, | |||||||||
Customer | 2013 | 2012 | |||||||
A | $ | 71,621 | $ | 34,401 | |||||
B | $ | — | $ | 19,464 | |||||
C | $ | — | $ | 15,046 | |||||
D | $ | — | $ | 17,690 | |||||
E | $ | 29,454 | $ | — | |||||
Facilities_Realignment_Tables
Facilities Realignment (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||
Schedule of Restructuring and Related Costs [Table Text Block] | ' | |||||||||||||||
A summary of the significant components of the facility realignment charges for the year ended December 31, 2012 by segment is as follows: | ||||||||||||||||
Sales | Marketing | Discontinued | ||||||||||||||
2012 | Services | Services | Operations | Total | ||||||||||||
Facility lease obligations | $ | — | $ | 637 | $ | 78 | $ | 715 | ||||||||
Asset impairments | — | 69 | — | 69 | ||||||||||||
Related charges | — | — | — | — | ||||||||||||
Total facility realignment charge | $ | — | $ | 706 | $ | 78 | $ | 784 | ||||||||
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | ' | |||||||||||||||
The following table presents a reconciliation of the restructuring charges during the years ended December 31, 2013 and 2012 to the balances as of December 31, 2013 and 2012, which is included in other accrued expenses ($1.0 million and $1.5 million, respectively) and in long-term liabilities ($1.0 million and $1.8 million, respectively): | ||||||||||||||||
Sales | Marketing Services | Discontinued Operations | Total | |||||||||||||
Services | ||||||||||||||||
Balance as of January 1, 2012 | $ | 3,417 | $ | — | $ | 1,072 | $ | 4,489 | ||||||||
Accretion | 112 | — | 30 | 142 | ||||||||||||
Adjustments | — | 637 | 78 | 715 | ||||||||||||
Payments | (1,502 | ) | — | (565 | ) | (2,067 | ) | |||||||||
Balance as of December 31, 2012 | 2,027 | 637 | 615 | 3,279 | ||||||||||||
Accretion | 112 | — | 30 | 142 | ||||||||||||
Adjustments | — | — | — | — | ||||||||||||
Payments | (1,014 | ) | (179 | ) | (266 | ) | (1,459 | ) | ||||||||
Balance as of December 31, 2013 | $ | 1,125 | $ | 458 | $ | 379 | $ | 1,962 | ||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | |||||||
A reconciliation of the difference between the federal statutory tax rates and the Company's effective tax rate from continuing operations is as follows: | ||||||||
2013 | 2012 | |||||||
Federal statutory rate | 35 | % | 35 | % | ||||
State income tax rate, net of Federal tax benefit | 0.3 | % | 2.5 | % | ||||
Meals and entertainment | (2.3 | )% | — | % | ||||
Valuation allowance | (35.9 | )% | (38.1 | )% | ||||
Other non-deductible | (1.3 | )% | (0.4 | )% | ||||
Other taxes | — | % | 0.2 | % | ||||
Net change in Federal and state reserves | — | % | — | % | ||||
Effective tax rate | (4.2 | )% | (0.8 | )% | ||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | ' | |||||||
The provision for or benefit from income taxes on continuing operations for the years ended December 31, 2013 and 2012 is comprised of the following: | ||||||||
2013 | 2012 | |||||||
Current: | ||||||||
Federal | $ | — | $ | — | ||||
State | 180 | 270 | ||||||
Total current | 180 | 270 | ||||||
Deferred: | ||||||||
Federal | — | (53 | ) | |||||
State | — | (9 | ) | |||||
Total deferred | — | (62 | ) | |||||
Provision for income taxes | $ | 180 | $ | 208 | ||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | |||||||
The tax effects of significant items comprising the Company’s deferred tax assets and (liabilities) as of December 31, 2013 and 2012 are as follows: | ||||||||
2013 | 2012 | |||||||
Current deferred tax assets (liabilities) | ||||||||
included in other current assets: | ||||||||
Allowances and reserves | $ | 1,217 | $ | 1,742 | ||||
Compensation | 4,010 | 3,382 | ||||||
Valuation allowance on deferred tax assets | (5,227 | ) | (5,124 | ) | ||||
— | — | |||||||
Noncurrent deferred tax assets (liabilities) | ||||||||
included in other long-term assets: | ||||||||
State net operating loss carryforwards | 4,774 | 4,103 | ||||||
Federal net operating loss carryforwards | 31,253 | 28,615 | ||||||
State taxes | 1,124 | 1,123 | ||||||
Self insurance and other reserves | 294 | 338 | ||||||
Property, plant and equipment | 2,196 | 2,294 | ||||||
Intangible assets | 8,269 | 9,249 | ||||||
Other reserves - restructuring | 391 | 410 | ||||||
Compensation | — | 31 | ||||||
Deferred revenue | 6 | 226 | ||||||
Valuation allowance on deferred tax assets | (48,307 | ) | (46,389 | ) | ||||
— | — | |||||||
Net deferred tax liability | $ | — | $ | — | ||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | ' | |||||||
The following table summarizes the change in uncertain tax benefit reserves for the two years ended December 31, 2013: | ||||||||
Unrecognized | ||||||||
Tax Benefits | ||||||||
Balance of unrecognized benefits as of January 1, 2011 | $ | 1,117 | ||||||
Additions for tax positions related to the current year | — | |||||||
Additions for tax positions of prior years | — | |||||||
Reductions for tax positions of prior years | — | |||||||
Balance as of December 31, 2012 | $ | 1,117 | ||||||
Additions for tax positions related to the current year | — | |||||||
Additions for tax positions of prior years | — | |||||||
Reductions for tax positions of prior years | — | |||||||
Balance as of December 31, 2013 | $ | 1,117 | ||||||
Historical_Basic_and_Diluted_N1
Historical Basic and Diluted Net Loss per Share (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Earnings Per Share [Abstract] | ' | |||||
Schedule of Weighted Average Number of Shares [Table Text Block] | ' | |||||
A reconciliation of the number of shares used in the calculation of basic and diluted earnings per share for the years ended December 31, 2013 and 2012 is as follows: | ||||||
Years Ended December 31, | ||||||
2013 | 2012 | |||||
Basic weighted average number of common shares | 14,718 | 14,585 | ||||
Potential dilutive effect of stock-based awards | — | — | ||||
Diluted weighted average number of common shares | 14,718 | 14,585 | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | ' | |||||
The following outstanding stock-based awards were excluded from the computation of the effect of dilutive securities on loss per share for the following periods as they would have been anti-dilutive: | ||||||
Years Ended December 31, | ||||||
2013 | 2012 | |||||
Options | 42,500 | 51,000 | ||||
Stock-settled stock appreciation rights (SARs) | 796,043 | 549,601 | ||||
Restricted stock and restricted stock units (RSUs) | 581,709 | 553,097 | ||||
Performance contingent SARs | — | 280,000 | ||||
1,420,252 | 1,433,698 | |||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | |||||||||||||||
Sales | Marketing | PC | Consolidated | |||||||||||||
Services | Services | Services | ||||||||||||||
For the year ended December 31, 2013: | ||||||||||||||||
Revenue | $ | 133,968 | $ | 4,569 | $ | 12,305 | $ | 150,842 | ||||||||
Operating (loss) income | $ | (1,753 | ) | $ | (4,390 | ) | $ | 1,866 | $ | (4,277 | ) | |||||
Capital expenditures | $ | 712 | $ | 1,106 | $ | — | $ | 1,818 | ||||||||
Depreciation expense | $ | 1,063 | $ | 292 | $ | 70 | $ | 1,425 | ||||||||
Total assets | $ | 60,264 | $ | 5,284 | $ | 3,516 | $ | 69,064 | ||||||||
For the year ended December 31, 2012: | ||||||||||||||||
Revenue | $ | 99,206 | $ | 10,127 | $ | 17,566 | $ | 126,899 | ||||||||
Operating (loss) income | $ | (930 | ) | $ | (27,465 | ) | $ | 3,163 | $ | (25,232 | ) | |||||
Capital expenditures | $ | 1,064 | $ | 48 | $ | — | $ | 1,112 | ||||||||
Depreciation expense | $ | 808 | $ | 253 | $ | 70 | $ | 1,131 | ||||||||
Total assets | $ | 64,741 | $ | 6,125 | $ | 7,581 | $ | 78,447 | ||||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | ' | |||||||
A rollforward of the liabilities recognized in the consolidated balance sheet as of December 31, 2013 and December 31, 2012 is as follows: | ||||||||
Accrued liability as of January 1, 2012 | $ | 1,120 | ||||||
Add: Costs incurred, excluding non-cash charges | — | |||||||
Less: Cash payments | (1,115 | ) | ||||||
Accrued liability as of December 31, 2012 (1) | $ | 5 | ||||||
Add: Costs incurred, excluding non-cash charges | — | |||||||
Less: Cash payments | (5 | ) | ||||||
Accrued liability as of December 31, 2013 | $ | — | ||||||
-1 | Accrued liability at December 31, 2012 consists of Pharmakon employee severance costs. | |||||||
The major classes of assets and liabilities included in the consolidated balance sheets for Pharmakon and TVG as of December 31, 2013 and December 31, 2012 are as follows: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Current assets | $ | — | $ | 14 | ||||
Non-current assets | 150 | 150 | ||||||
Total assets | $ | 150 | $ | 164 | ||||
Current liabilities | $ | 405 | $ | 368 | ||||
Non-current liabilities | 619 | 1,006 | ||||||
Total liabilities | $ | 1,024 | $ | 1,374 | ||||
The table below presents the significant components of Pharmakon's and TVG’s results included in Loss from Discontinued Operations, Net of Tax in the consolidated statements of comprehensive loss for the years ended December 31, 2013 and 2012. | ||||||||
For the Years Ended December 31, | ||||||||
2013 | 2012 | |||||||
Revenue, net | $ | — | $ | — | ||||
Loss from discontinued operations, before income tax | (44 | ) | (51 | ) | ||||
Income tax expense | 5 | 8 | ||||||
Loss from discontinued operations, net of tax | $ | (49 | ) | $ | (59 | ) |
Nature_of_Business_and_Signifi2
Nature of Business and Significant Accounting Policies (Loan receivable) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | ' | ' |
Loans Receivable, Net | $750,000 | $750,000 |
Nature_of_Business_and_Signifi3
Nature of Business and Significant Accounting Policies (Long-lived assets) (Details) (USD $) | 12 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 | Sep. 30, 2011 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2012 | Dec. 31, 2012 | |
sqft | sqft | sqft | sqft | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Marketing Services [Member] | Marketing Services [Member] | |
Impaired Long-Lived Assets Held and Used [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of Intangible Assets, Finite-lived | ' | $18,400,000 | ' | ' | ' | ' | ' | ' | ' |
Impairment of Intangible Assets, Finite-lived | ' | 4,400,000 | ' | ' | ' | ' | ' | ' | ' |
Asset Impairment Charges | $0 | $23,517,000 | ' | ' | $100,000 | $600,000 | $700,000 | $100,000 | $69,000 |
Net Rentable Area | 9,000 | 9,000 | 6,700 | 47,000 | ' | ' | ' | ' | ' |
Nature_of_Business_and_Signifi4
Nature of Business and Significant Accounting Policies (Self Insurance) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
Self Insurance Reserve | $1 | $0.90 |
Nature_of_Business_and_Signifi5
Nature of Business and Significant Accounting Policies (Contracts) (Details) (USD $) | 12 Months Ended | 36 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 |
Amortization of Deferred Charges | $0.90 | $0.20 | ' |
Subsequent Event, Term of Contract | '180 days | ' | ' |
Entity-Wide Revenue, Major Customer, Percentage | 66.80% | 68.20% | ' |
Deferred Costs, Current | 2.3 | 1.8 | ' |
Contracts Revenue | ' | ' | $55 |
Minimum [Member] | ' | ' | ' |
Subsequent Event, Term of Contract | '30 days | ' | ' |
Entity-Wide Revenue, Major Customer, Percentage | 10.00% | ' | ' |
Concentration Risk, Percentage | ' | ' | 10.00% |
Maximum [Member] | ' | ' | ' |
Concentration Risk, Percentage | ' | ' | 15.00% |
Sales Services [Member] | ' | ' | ' |
Entity-Wide Revenue, Major Customer, Percentage | 65.50% | 52.50% | ' |
Nature_of_Business_and_Signifi6
Nature of Business and Significant Accounting Policies (Revenue) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | ' | ' |
Prepaid Expense, Current | $2.30 | $1.80 |
Amortization of Deferred Charges | 0.9 | 0.2 |
Cost of Reimbursable Expense | $30.80 | $19.90 |
Nature_of_Business_and_Signifi7
Nature of Business and Significant Accounting Policies Receivables (Details) (USD $) | Dec. 31, 2013 |
Receivables [Abstract] | ' |
Allowance for Doubtful Accounts Receivable, Current | $9,000 |
Nature_of_Business_and_Signifi8
Nature of Business and Significant Accounting Policies Loans and investments (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Loans and Investments [Abstract] | ' | ' |
Cost Method Investments | $1,500 | $1,500 |
Nature_of_Business_and_Signifi9
Nature of Business and Significant Accounting Policies Software treatment (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Software [Abstract] | ' |
Capitalized Computer Software, Gross | $500 |
Acquisition_Details
Acquisition (Details) (USD $) | 12 Months Ended | 120 Months Ended | ||||||
In Millions, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Nov. 03, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 01, 2020 |
Contingent Consideration Type [Domain] | Contingent Consideration Type [Domain] | Weighted Average [Member] | ||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Percentage of Voting Interests Acquired | ' | ' | ' | ' | 100.00% | ' | ' | ' |
Business Acquisition, Cost of Acquired Entity, Purchase Price | ' | ' | ' | ' | $23.90 | ' | ' | ' |
Business Acquisition, Preacquisition Contingency, Amount | ' | ' | ' | ' | 1.3 | ' | ' | ' |
Business Acquisition, Contingent Consideration, Potential Cash Payment | ' | 6 | 3.4 | ' | 30 | ' | ' | ' |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 12.5 | 12.5 | 5 | ' | ' | 2.5 | 2.5 | ' |
Business Acquisition, Purchase Price Allocation, Goodwill Amount | ' | ' | ' | ' | 18.9 | ' | ' | ' |
Business Acquisition, Purchase Price Allocation, Amortizable Intangible Assets | ' | ' | ' | 8.4 | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | ' | ' | ' | ' | ' | '7 years 4 months 24 days |
Business Acquisition, Purchase Price Allocation, Current Liabilities, Deferred Revenue | ' | ' | ' | ' | 4 | ' | ' | ' |
Business Acquisition, Contingent Consideration, at Fair Value | ' | 0.5 | ' | ' | 1.6 | ' | ' | ' |
Business Acquisition, Purchase Price Allocation, Liabilities Assumed | ' | ' | ' | ' | 0.9 | ' | ' | ' |
Goodwill, Impairment Loss | 16.4 | ' | ' | ' | ' | ' | ' | ' |
Impairment of Intangible Assets (Excluding Goodwill) | $6.40 | ' | ' | ' | ' | ' | ' | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Nov. 03, 2010 | ||||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Fair Value, by Balance Sheet Grouping [Table Text Block] | ' | 'Â | ' | |||||||||||||||||||
As of December 31, 2013 | Fair Value Measurements | |||||||||||||||||||||
Carrying | Fair | As of December 31, 2013 | ||||||||||||||||||||
Amount | Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Assets: | ||||||||||||||||||||||
Cash and cash equivalents: | ||||||||||||||||||||||
Cash | $ | 10,315 | $ | 10,315 | $ | 10,315 | $ | — | $ | — | ||||||||||||
Money market funds | 35,324 | 35,324 | 35,324 | — | — | |||||||||||||||||
$ | 45,639 | $ | 45,639 | $ | 45,639 | $ | — | $ | — | |||||||||||||
Marketable securities: | ||||||||||||||||||||||
Money market funds | $ | 48 | $ | 48 | $ | 48 | $ | — | $ | — | ||||||||||||
Mutual funds | 55 | 55 | 55 | — | — | |||||||||||||||||
U.S. Treasury securities | 1,730 | 1,730 | 1,730 | — | — | |||||||||||||||||
Government agency securities | 382 | 382 | 382 | — | — | |||||||||||||||||
$ | 2,215 | $ | 2,215 | $ | 2,215 | $ | — | $ | — | |||||||||||||
Business Acquisition, Contingent Consideration, at Fair Value | $500,000 | ' | $1,600,000 | |||||||||||||||||||
Assets, Fair Value Disclosure, Nonrecurring | ' | 2,523,000 | ' | |||||||||||||||||||
Goodwill, Fair Value Disclosure | ' | 2,523,000 | ' | |||||||||||||||||||
Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 45,639,000 | 52,783,000 | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 2,215,000 | 3,812,000 | ' | |||||||||||||||||||
Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 45,639,000 | 52,783,000 | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 2,215,000 | 3,812,000 | ' | |||||||||||||||||||
Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 45,639,000 | 52,783,000 | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 2,215,000 | 3,812,000 | ' | |||||||||||||||||||
Money Market Funds [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 48,000 | 48,000 | ' | |||||||||||||||||||
Money Market Funds [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 48,000 | 48,000 | ' | |||||||||||||||||||
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 48,000 | 48,000 | ' | |||||||||||||||||||
Mutual Funds [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 55,000 | 44,000 | ' | |||||||||||||||||||
Mutual Funds [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 55,000 | 44,000 | ' | |||||||||||||||||||
Mutual Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 55,000 | 44,000 | ' | |||||||||||||||||||
US Treasury Securities [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 1,730,000 | 2,450,000 | ' | |||||||||||||||||||
US Treasury Securities [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 1,730,000 | 2,450,000 | ' | |||||||||||||||||||
US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 1,730,000 | 2,450,000 | ' | |||||||||||||||||||
Government agency securities [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 382,000 | 1,270,000 | ' | |||||||||||||||||||
Government agency securities [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 382,000 | 1,270,000 | ' | |||||||||||||||||||
Government agency securities [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Investments, Fair Value Disclosure | 382,000 | 1,270,000 | ' | |||||||||||||||||||
Cash [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 10,315,000 | 10,956,000 | ' | |||||||||||||||||||
Cash [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 10,315,000 | 10,956,000 | ' | |||||||||||||||||||
Cash [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 10,315,000 | 10,956,000 | ' | |||||||||||||||||||
Money Market Funds [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 35,324,000 | 41,827,000 | ' | |||||||||||||||||||
Money Market Funds [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | 35,324,000 | 41,827,000 | ' | |||||||||||||||||||
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' | ' | |||||||||||||||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' | |||||||||||||||||||
Cash and Cash Equivalents, Fair Value Disclosure | $35,324,000 | $41,827,000 | ' |
Investments_in_Marketable_Secu2
Investments in Marketable Securities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Available-for-sale Securities | $103,000 | $92,000 |
Available-for-sale Securities, Gross Unrealized Gains | 16,000 | 11,000 |
Letters of Credit Outstanding, Amount | 2,000,000 | 2,600,000 |
Held-to-maturity Securities, Current | 1,858,000 | 2,008,000 |
Held-to-maturity Securities, Noncurrent | 370,000 | 1,788,000 |
Held-to-maturity Securities | 2,228,000 | 3,796,000 |
Equity Funds [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Available-for-sale Securities | 55,000 | 44,000 |
Money Market Funds [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Available-for-sale Securities | 48,000 | 48,000 |
Held-to-maturity Securities, Current | 116,000 | 76,000 |
Held-to-maturity Securities, Noncurrent | 0 | 0 |
Held-to-maturity Securities | 116,000 | 76,000 |
US Treasury Securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Held-to-maturity Securities, Current | 1,360,000 | 1,051,000 |
Held-to-maturity Securities, Noncurrent | 370,000 | 1,399,000 |
Held-to-maturity Securities | 1,730,000 | 2,450,000 |
US Government Agencies Debt Securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Held-to-maturity Securities, Current | 382,000 | 881,000 |
Held-to-maturity Securities, Noncurrent | 0 | 389,000 |
Held-to-maturity Securities | $382,000 | $1,270,000 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Marketing Services [Member] | Marketing Services [Member] | Marketing Services [Member] | Software for internal use [Member] | Software for internal use [Member] | Software for external use [Member] | Software for external use [Member] | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Furniture and fixtures | $3,697,000 | $3,613,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Office equipment | 1,187,000 | 1,282,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Computer equipment | 6,635,000 | 6,760,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Computer software | 500,000 | ' | ' | ' | ' | ' | ' | ' | 11,400,000 | 11,100,000 | 1,105,000 | 0 |
Leasehold improvements | 7,121,000 | 7,128,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property, Plant and Equipment, Gross | 31,187,000 | 29,921,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less accumulated depreciation | -28,398,000 | -27,525,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, net | 2,789,000 | 2,396,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation expense | 1,425,000 | 1,131,000 | ' | ' | ' | ' | 292,000 | 253,000 | ' | ' | ' | ' |
Capitalized Computer Software, Amortization | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | 300,000 | 100,000 | ' |
Capitalized Computer Software, Net | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | 400,000 | 1,000,000 | ' |
Asset Impairment Charges | $0 | $23,517,000 | $100,000 | $600,000 | $700,000 | $100,000 | ' | $69,000 | ' | ' | ' | ' |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets (Goodwill) (Details) (USD $) | 12 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | |||||
Dec. 31, 2012 | Dec. 31, 2013 | Nov. 03, 2010 | Dec. 31, 2012 | Nov. 03, 2010 | Dec. 31, 2012 | Nov. 03, 2010 | Dec. 31, 2012 | Nov. 03, 2010 | |
Developed Technology Rights [Member] | Developed Technology Rights [Member] | Database Rights [Member] | Database Rights [Member] | Trade Names [Member] | Trade Names [Member] | ||||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill, Impairment Loss | $16,400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | 2,523,000 | 2,523,000 | ' | ' | ' | ' | ' | ' | ' |
Intangible Assets, Net (Excluding Goodwill) | ' | ' | 8,400,000 | ' | 4,100,000 | ' | 2,200,000 | ' | 2,100,000 |
Impairment of Intangible Assets, Finite-lived | $4,400,000 | ' | ' | $2,600,000 | ' | $1,700,000 | ' | $2,100,000 | ' |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets (Other Intangible Assets) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2013 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Goodwill | $2,523,000 | $2,523,000 |
Amortization of Intangible Assets | 900,000 | ' |
Rent payable | $1,533,000 | $969,000 |
Retirement_Plans_Details
Retirement Plans (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Defined Contribution Plan, Maximum Annual Contribution Per Employee, Percent | 25.00% | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent | 100.00% | ' |
Defined Contribution Plan Employer Matching Contribution At Fifty Percent | 50.00% | ' |
Pension and Other Postretirement Benefit Expense | $0.70 | $0.80 |
Maximum [Member] | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent | 3.00% | ' |
Defined Contribution Plan Employer Matching Contribution At Fifty Percent | 5.00% | ' |
Minimum [Member] | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Defined Contribution Plan Employer Matching Contribution At Fifty Percent | 3.00% | ' |
Accrued_Expenses_and_LongTerm_2
Accrued Expenses and Long-Term Liabilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ' | ' |
Other Liabilities | $2,089 | $3,729 |
Rent payable | 969 | 1,533 |
Uncertain tax positions | 3,109 | 2,967 |
Restructuring | 965 | 1,785 |
Other | 142 | 142 |
Liabilities, Noncurrent | 5,185 | 6,427 |
Restructuring Reserve, Current | 997 | 1,495 |
Self Insurance Reserve, Current | 1,020 | 900 |
Liability for Uncertain Tax Positions, Current | 875 | 875 |
Other Accrued Liabilities, Current | 5,047 | 4,828 |
Accrued Liabilities, Current | $10,028 | $11,827 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | 24 Months Ended | 25 Months Ended | 26 Months Ended | 35 Months Ended | 36 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2015 | Jan. 31, 2016 | Feb. 28, 2016 | Nov. 30, 2016 | Feb. 28, 2015 | Dec. 31, 2011 | Nov. 03, 2010 | ||
Long-term Purchase Commitment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Operating Leases, Rent Expense | ' | $4,900,000 | $3,000,000 | ' | ' | ' | ' | ' | ' | ' | |
Equipment Expense | ' | 4,100,000 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | |
Effect on Future Cash Flows, Amount | 1,000,000 | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | |
Purchase Obligation, Fiscal Year Maturity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Contractual obligations | ' | 666,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual obligations, Due in Next Twelve Months | ' | 319,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual obligations, Due in Second and Third Year | ' | 343,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual obligations, Due in Fourth and Fifth Year | ' | 4,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum lease payments, Future Minimum Payments Due | ' | 10,563,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Minimum lease payments, Future Minimum Payments Due, Next Twelve Months | ' | 4,547,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Minimum lease payments, Future Minimum Payments, Due in Two and Three Years | ' | 5,731,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Minimum lease payments, Future Minimum Payments, Due in Four and Five Years | ' | 285,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Less minimum sublease rentals, Future Minimum Payments Due, Future Minimum Sublease Rentals | ' | -5,728,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' |
Less minimum sublease rentals Future Minimum Payments Due Future Minimum Sublease Rentals For Next Twelve Months | ' | -2,506,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' |
Less minimum sublease rentals Future Minimum Payments Due Future Minimum Sublease Rentals For Years Two and Three [Line Items] | ' | -3,222,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' |
Less minimum sublease rentals Future Minimum Payments Due Future Minimum Sublease Rentals For Years Four and Five | ' | 0 | [2] | ' | ' | ' | ' | ' | ' | ' | ' |
Net minimum lease payments Future Minimum Payments Due Net | ' | 4,835,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Net minimum lease payments Future Minimum Payments Due Net In Next Twelve Months | ' | 2,041,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Net minimum lease payments Future Minimum Payments Due Net In Second And Third Year | ' | 2,509,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Net minimum lease payments Future Minimum Payments Due Net In Fourth And Fifth Year | ' | 285,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Total Contractual Obligation | ' | 5,501,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Total Contractual Obligation, Due in Next Twelve Months | ' | 2,360,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Total Contractual Obligation, Due in Second and Third Year | ' | 2,852,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Total Contractual Obligation, Due in Fourth and Fifth Year | ' | 289,000 | ' | ' | ' | ' | ' | ' | ' | ' | |
Operating Leases, Rent Expense, Sublease Rentals | ' | ' | ' | ' | 3,700,000 | 100,000 | 1,900,000 | 300,000 | ' | ' | |
Letters of Credit Outstanding, Amount | ' | 2,000,000 | 2,600,000 | ' | ' | ' | ' | ' | ' | ' | |
Business Acquisition, Contingent Consideration, Potential Cash Payment | ' | $6,000,000 | ' | ' | ' | ' | ' | ' | $3,400,000 | $30,000,000 | |
[1] | Amounts represent contractual obligations related to software license contracts, office equipment and contracts for software systems. | ||||||||||
[2] | As of December 31, 2013, the Company has entered into various sublease agreements for all of the office space at the Saddle River, New Jersey facility, the Dresher, Pennsylvania facility, and the Schaumburg, Illinois facility. These subleases will provide aggregated lease income of approximately $3.7 million, $1.9 million and $0.1 million, respectively, over the remaining lease periods. |
Preferred_Stock_Details
Preferred Stock (Details) | Dec. 31, 2013 | Dec. 31, 2012 |
Equity [Abstract] | ' | ' |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
StockBased_Compensation_Weight
Stock-Based Compensation (Weighted Average Assumptions) (Details) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation [Abstract] | ' | ' |
Risk-free interest rate | 0.33% | 0.31% |
Expected life | '3 years 6 months | '3 years 6 months |
Expected volatility | 49.80% | 57.62% |
StockBased_Compensation_Stock_
Stock-Based Compensation (Stock Incentive Plan Narrative) (Details) (USD $) | 12 Months Ended | 18 Months Ended | 37 Months Ended | 12 Months Ended | 60 Months Ended | 1 Months Ended | 48 Months Ended | 1 Months Ended | 60 Months Ended | ||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2015 | Jan. 18, 2017 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Nov. 18, 2013 | Nov. 30, 2008 | Nov. 18, 2013 | Nov. 30, 2008 | Nov. 18, 2013 | Nov. 18, 2013 | Nov. 18, 2013 | Nov. 18, 2013 | Nov. 18, 2013 | Nov. 18, 2013 | |
Stock Appreciation Rights (SARs) [Member] | Stock Appreciation Rights (SARs) [Member] | Minimum [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | |||||
Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Performance base shares [Member] | Performance base shares [Member] | Performance Shares First Tranche [Domain] | Minimum [Member] | Performance Shares Second Tranche [Domain] | Performance Shares Final Tranche [Domain] | Maximum [Member] | |||||||||
Performance base shares [Member] | Performance base shares [Member] | Performance base shares [Member] | Performance base shares [Member] | Performance base shares [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | ' | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 396,760 | ' | ' | ' | ' | ' | ' | ' | 140,000 | ' | 280,000 | ' | 94,000 | ' | 93,000 | 93,000 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | ' | ' | ' | ' | ' | ' | ' | ' | '0.2 | '0.2 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $5.44 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.28 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.86 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 | ' | '10 | ' | ' | '20 |
Subsequent Event, Term of Contract | '180 days | ' | ' | ' | ' | ' | '30 days | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Performance Shares Target Premium | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | '3 years 6 months | '3 years 6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' |
Stock or Unit Option Plan Expense | $454,000 | $349,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $5.10 | ' | ' | ' | $1.97 | $2.71 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised | 13,183 | 38,169 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $5.90 | $5.44 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $1,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | ' | ' | '1 year 6 months | '3 years 0 months 18 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
StockBased_Compensation_SARs_a
Stock-Based Compensation (SARs activity) (Details) (USD $) | 12 Months Ended | 18 Months Ended | 19 Months Ended | 24 Months Ended | 35 Months Ended | 37 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2015 | Jul. 26, 2015 | Jan. 07, 2016 | Nov. 27, 2016 | Jan. 18, 2017 | Jan. 29, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Stock or Unit Option Plan Expense | $454,000 | $349,000 | ' | ' | ' | ' | ' | ' |
Restricted Stock or Unit Expense | 1,269,000 | 1,327,000 | ' | ' | ' | ' | ' | ' |
Share-based Compensation | 1,723,000 | 1,791,000 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Oustanding, Shares at beginning of the period | 880,601 | ' | 838,543 | 838,543 | 838,543 | 838,543 | 838,543 | 838,543 |
Granted, Shares | 396,760 | ' | ' | ' | ' | ' | ' | ' |
Exercised, Shares | -13,183 | ' | ' | ' | ' | ' | ' | ' |
Forfeited or expired, shares | -425,635 | ' | ' | ' | ' | ' | ' | ' |
Oustanding, Shares at end of the period | 838,543 | 880,601 | ' | ' | ' | ' | ' | ' |
Outstanding, Average Grant Price | $6.52 | $6.37 | ' | ' | ' | ' | ' | ' |
Granted, Average Grant Price | $5.44 | ' | ' | ' | ' | ' | ' | ' |
Exercised, Average Grant Price | $5.90 | $5.44 | ' | ' | ' | ' | ' | ' |
Forfeited or expired, Average Grant Price | $5.22 | ' | ' | ' | ' | ' | ' | ' |
Outstanding, Remaining Contractual Period | ' | ' | ' | ' | ' | '2 years 10 months 28 days | ' | '3 years 0 months 29 days |
Granted, Remaining Contractual Period | ' | ' | ' | ' | '2 years 0 months 7 days | ' | ' | ' |
Outstanding, Aggregate Intrinsic Value | 148,000 | 1,700,000 | ' | ' | ' | ' | ' | ' |
Granted, Aggregate Intrinsic Value | 0 | ' | ' | ' | ' | ' | ' | ' |
Exercisable, Shares | 290,061 | ' | ' | ' | ' | ' | ' | ' |
Exercisable, Average Grant Price | $7.90 | ' | ' | ' | ' | ' | ' | ' |
Exercised, Remaining Contractual Period | ' | ' | ' | '1 year 6 months 27 days | ' | ' | ' | ' |
Exercisable, Aggregate Intrinsic Value | 0 | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest, Shares | 798,816 | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest, Average Grant Price | $6.55 | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest, Remaining Contractual Period | ' | ' | '1 year 6 months | ' | ' | ' | '3 years 0 months 18 days | ' |
Vested and expected to vest, Aggregate Intrinsic Value | 0 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested at beginning of the year, Shares | 553,097 | ' | 581,709 | 581,709 | 581,709 | 581,709 | 581,709 | 581,709 |
Vested, Shares | -13,183 | ' | ' | ' | ' | ' | ' | ' |
Nonvested at end of the year, Shares | 581,709 | 553,097 | ' | ' | ' | ' | ' | ' |
Nonvested, Weighted-Average Grant Date Fair Value | $4.81 | $7.60 | ' | ' | ' | ' | ' | ' |
Granted, Weighted-Average Grant Date Fair Value | $5.10 | ' | ' | ' | ' | ' | ' | ' |
Vested, Weighted-Average Grant Date Fair Value | $6.74 | $5.53 | ' | ' | ' | ' | ' | ' |
Forfeited, Weighted-Average Grant Date Fair Value | $7.41 | ' | ' | ' | ' | ' | ' | ' |
Aggregate fair value of SARs vested | 1,100,000 | 800,000 | ' | ' | ' | ' | ' | ' |
Performance Shares [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Stock or Unit Option Plan Expense | 0 | 115,000 | ' | ' | ' | ' | ' | ' |
Stock Appreciation Rights (SARs) [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised, Shares | -160,647 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested at beginning of the year, Shares | 677,911 | ' | ' | ' | ' | ' | ' | ' |
Granted, Shares | 396,760 | ' | ' | ' | ' | ' | ' | ' |
Vested, Shares | -160,647 | ' | ' | ' | ' | ' | ' | ' |
Forfeited, Shares | -369,451 | ' | ' | ' | ' | ' | ' | ' |
Nonvested at end of the year, Shares | 544,573 | 677,911 | ' | ' | ' | ' | ' | ' |
Nonvested, Weighted-Average Grant Date Fair Value | $2.20 | $1.89 | ' | ' | ' | ' | ' | ' |
Granted, Weighted-Average Grant Date Fair Value | $1.97 | ' | ' | ' | ' | ' | ' | ' |
Vested, Weighted-Average Grant Date Fair Value | $2.47 | $2.04 | ' | ' | ' | ' | ' | ' |
Forfeited, Weighted-Average Grant Date Fair Value | $0.61 | ' | ' | ' | ' | ' | ' | ' |
Aggregate fair value of SARs vested | $400,000 | $200,000 | ' | ' | ' | ' | ' | ' |
Stock Appreciation Rights (SARs) [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, Weighted-Average Grant Date Fair Value | $1.97 | $2.71 | ' | ' | ' | ' | ' | ' |
StockBased_Compensation_Restri
Stock-Based Compensation (Restricted Stock and Units) (Details) (USD $) | 12 Months Ended | 17 Months Ended | 18 Months Ended | 33 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | 24-May-15 | Jun. 08, 2015 | Sep. 22, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ' | ' | ' | ' | ' |
Nonvested at beginning of the year, Shares | 553,097 | ' | 581,709 | 581,709 | 581,709 |
Granted, Shares | 248,473 | ' | ' | ' | ' |
Vested, Shares | -160,762 | ' | ' | ' | ' |
Forfeited, Shares | -59,099 | ' | ' | ' | ' |
Nonvested at end of the year, Shares | 581,709 | 553,097 | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' |
Nonvested at beginning of the year, Weighted-Average Grant Date Fair Value | $7.60 | ' | $4.81 | $4.81 | $4.81 |
Granted, Weighted-Average Grant Date Fair Value | $5.10 | ' | ' | ' | ' |
Vested, Weighted-Average Grant Date Fair Value | $6.74 | $5.53 | ' | ' | ' |
Forfeited, Weighted-Average Grant Date Fair Value | $7.41 | ' | ' | ' | ' |
Nonvested at end of the year, Weighted-Average Grant Date Fair Value | $4.81 | $7.60 | ' | ' | ' |
Nonvested, Average Remaining Vesting Period | ' | ' | '1 year 4 months 26 days | '1 year 5 months 10 days | ' |
Granted, Average Remaining Vesting Period | ' | ' | ' | ' | '2 years 8 months 23 days |
Nonvested at beginning of the period, Aggregate Intrinsic Value | $4,204,000 | ' | $2,660,000 | $2,660,000 | $2,660,000 |
Granted, Aggregate Instrinsic Value | $1,195,000 | ' | ' | ' | ' |
Aggregate fair value of restricted stock and restricted stock units vested | $1,100,000 | $800,000 | ' | ' | ' |
Significant_Customers_Details
Significant Customers (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Revenue, Major Customer [Line Items] | ' | ' |
Entity-Wide Revenue, Major Customer, Percentage | 66.80% | 68.20% |
Entity-Wide Receivables, Major Customer, Percentage | 85.00% | 61.00% |
Customer A [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Receivables from Customers | 9,153,000 | 5,301,000 |
Entity-Wide Revenue, Major Customer, Amount | 71,621,000 | 34,401,000 |
Customer B [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Entity-Wide Revenue, Major Customer, Amount | 0 | 19,464,000 |
Customer C [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Receivables from Customers | 0 | 1,984,000 |
Entity-Wide Revenue, Major Customer, Amount | 0 | 15,046,000 |
Customer D [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Entity-Wide Revenue, Major Customer, Amount | 0 | 17,690,000 |
Customer E [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Entity-Wide Revenue, Major Customer, Amount | 29,454,000 | 0 |
Customer F [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Receivables from Customers | 0 | 1,447,000 |
Minimum [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Entity-Wide Revenue, Major Customer, Percentage | 10.00% | ' |
Facilities_Realignment_Details
Facilities Realignment (Details) (USD $) | 12 Months Ended | 25 Months Ended | 26 Months Ended | 35 Months Ended | 36 Months Ended | 3 Months Ended | 12 Months Ended | 53 Months Ended | 77 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2007 | Jan. 31, 2016 | Feb. 28, 2016 | Nov. 30, 2016 | Feb. 28, 2015 | Mar. 31, 2012 | Sep. 30, 2011 | Dec. 31, 2010 | Jun. 30, 2010 | Sep. 30, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2009 | Jan. 31, 2016 | Jan. 31, 2016 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2009 | |
sqft | sqft | sqft | sqft | Sales Services [Member] | Sales Services [Member] | Sales Services [Member] | Sales Services [Member] | Sales Services [Member] | Sales Services [Member] | Sales Services [Member] | Sales Services [Member] | Marketing Services [Member] | Marketing Services [Member] | Marketing Services [Member] | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | Segment, Discontinued Operations [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facilities realignment | $0 | $706,000 | $1,000,000 | ' | ' | ' | ' | ' | ' | $1,400,000 | $600,000 | $800,000 | ' | ' | $3,900,000 | ' | ' | $600,000 | ' | $637,000 | $400,000 | ' | $78,000 | $300,000 | $1,400,000 |
Asset Impairment Charges | 0 | 23,517,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | 1,500,000 | ' | ' | 100,000 | ' | 69,000 | ' | ' | 100,000 | 600,000 | 700,000 |
Net Rentable Area | 9,000 | 9,000 | ' | ' | ' | ' | ' | 6,700 | 47,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Leases, Rent Expense, Sublease Rentals | ' | ' | ' | 3,700,000 | 100,000 | 1,900,000 | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | 2,200,000 | 2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring Reserve, Current | 997,000 | 1,495,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Restructuring Reserve | ' | 715,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring Costs and Asset Impairment Charges | ' | 784,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 706,000 | ' | ' | ' | ' | ' |
Restructuring | 965,000 | 1,785,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring Reserve, Balance at beginning of the period | 3,279,000 | 4,489,000 | ' | 1,962,000 | 1,962,000 | 1,962,000 | ' | ' | ' | ' | ' | ' | 2,027,000 | 3,417,000 | ' | ' | ' | ' | 637,000 | 0 | ' | 615,000 | 1,072,000 | ' | ' |
Accretion Expense | 142,000 | 142,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 112,000 | 112,000 | ' | ' | ' | ' | 0 | 0 | ' | 30,000 | 30,000 | ' | ' |
Accretion Expense, Including Asset Retirement Obligations | ' | 142,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring Reserve, Accrual Adjustment | 0 | 715,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | 0 | 637,000 | ' | 0 | 78,000 | ' | ' |
Payments for Restructuring | -1,459,000 | -2,067,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,014,000 | -1,502,000 | ' | ' | ' | ' | -179,000 | 0 | ' | -266,000 | -565,000 | ' | ' |
Restructuring Reserve, Balance at end of the period | $1,962,000 | $3,279,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,125,000 | $2,027,000 | ' | ' | ' | $637,000 | $458,000 | $637,000 | $615,000 | $379,000 | $615,000 | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Expense (Benefit) [Abstract] | ' | ' |
Current Federal Tax Expense (Benefit) | $0 | $0 |
Current State and Local Tax Expense (Benefit) | 180,000 | 270,000 |
Current Income Tax Expense (Benefit) | 180,000 | 270,000 |
Deferred Federal Income Tax Expense (Benefit) | 0 | -53,000 |
Deferred State and Local Income Tax Expense (Benefit) | 0 | -9,000 |
Deferred Income Tax Expense (Benefit) | 0 | -62,000 |
Income Tax Expense (Benefit) | 180,000 | 208,000 |
Deferred Tax Liabilities, Gross, Classification [Abstract] | ' | ' |
Allowances and reserves | 1,217,000 | 1,742,000 |
Compensation | 4,010,000 | 3,382,000 |
Valuation allowance on deferred tax assets | -5,227,000 | -5,124,000 |
Deferred Tax Liabilities, Net, Current | 0 | 0 |
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | -4,774,000 | -4,103,000 |
Federal net operating loss carryforwards | 31,253,000 | 28,615,000 |
State taxes | 1,124,000 | 1,123,000 |
Self insurance and other reserves | 294,000 | 338,000 |
Property, plant and equipment | 2,196,000 | 2,294,000 |
Intangible assets | 8,269,000 | 9,249,000 |
Other reserves - restructuring | 391,000 | 410,000 |
Compensation | 0 | 31,000 |
Deferred revenue | 6,000 | 226,000 |
Valuation allowance on deferred tax assets | -48,307,000 | -46,389,000 |
Deferred Tax Liabilities, Net, Noncurrent | 0 | 0 |
Net deferred tax liability | 0 | 0 |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | ' | ' |
Federal statutory rate | 35.00% | 35.00% |
State income tax rate, net of Federal tax benefit | 0.30% | 2.50% |
Meals and entertainment | -2.30% | 0.00% |
Valuation allowance | -35.90% | -38.10% |
Other non-deductible | -1.30% | -0.40% |
Other taxes | 0.00% | 0.20% |
Net change in Federal and state reserves | 0.00% | 0.00% |
Effective tax rate | -4.20% | -0.80% |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ' | ' |
Beginning balance of unrecognized tax benefits | 1,117,000 | 1,117,000 |
Additions for tax positions related to the current year | 0 | 0 |
Additions for tax positions of prior years | 0 | 0 |
Reductions for tax positions of prior years | 0 | 0 |
Ending balance of unrecognized tax benefits | 1,117,000 | 1,117,000 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 1,100,000 | 1,117,000 |
Income Tax Examination, Penalties and Interest Expense | 200,000 | ' |
Income Tax Examination, Penalties and Interest Accrued | 2,100,000 | 1,900,000 |
UNITED STATES | ' | ' |
Deferred Tax Liabilities, Gross, Classification [Abstract] | ' | ' |
Operating Loss Carryforwards | ' | 89,700,000 |
State and Local Jurisdiction [Member] | ' | ' |
Deferred Tax Liabilities, Gross, Classification [Abstract] | ' | ' |
Operating Loss Carryforwards | ' | $90,100,000 |
Historical_Basic_and_Diluted_N2
Historical Basic and Diluted Net Loss per Share (Details) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Weighted Average Number Diluted Shares Outstanding Adjustment [Abstract] | ' | ' |
Basic weighted average number of common shares | 14,718,000 | 14,585,000 |
Potential dilutive effect of stock-based awards | 0 | 0 |
Diluted weighted average number of common shares | 14,718,000 | 14,585,000 |
Dilutive Securities, Effect on Basic Earnings Per Share [Abstract] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,420,252 | 1,433,698 |
Stock Options [Member] | ' | ' |
Dilutive Securities, Effect on Basic Earnings Per Share [Abstract] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 42,500 | 51,000 |
Stock Appreciation Rights (SARs) [Member] | ' | ' |
Dilutive Securities, Effect on Basic Earnings Per Share [Abstract] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 796,043 | 549,601 |
Restricted Stock Units (RSUs) [Member] | ' | ' |
Dilutive Securities, Effect on Basic Earnings Per Share [Abstract] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 581,709 | 553,097 |
Performance Shares [Member] | ' | ' |
Dilutive Securities, Effect on Basic Earnings Per Share [Abstract] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 280,000 |
Segment_Information_Details
Segment Information (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | ' | ' |
Revenue | $150,842 | $126,899 |
Operating (loss) income | -4,277 | -25,232 |
Capital expenditures | 1,818 | 1,112 |
Depreciation expense | 1,425 | 1,131 |
Total assets | 69,064 | 78,447 |
Sales Services [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Revenue | 133,968 | 99,206 |
Operating (loss) income | -1,753 | -930 |
Capital expenditures | 712 | 1,064 |
Depreciation expense | 1,063 | 808 |
Total assets | 60,264 | 64,741 |
Marketing Services [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Revenue | 4,569 | 10,127 |
Operating (loss) income | -4,390 | -27,465 |
Capital expenditures | 1,106 | 48 |
Depreciation expense | 292 | 253 |
Total assets | 5,284 | 6,125 |
Product Commercialization [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Revenue | 12,305 | 17,566 |
Operating (loss) income | 1,866 | 3,163 |
Capital expenditures | 0 | 0 |
Depreciation expense | 70 | 70 |
Total assets | $3,516 | $7,581 |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2007 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 32.00% | ' | ' | ||
Other Asset Impairment Charges | ' | $700,000 | ' | ||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ' | ' | ' | ||
Asset Impairment Charges | 0 | 23,517,000 | ' | ||
Facilities realignment | 0 | 706,000 | 1,000,000 | ||
Severance Costs | 0 | 0 | ' | ||
Liabilities Subject to Compromise, Period Increase (Decrease) [Roll Forward] | ' | ' | ' | ||
Accrued Liability at beginning of the period | 5,000 | [1] | 1,120,000 | ' | |
Add: Costs incurred, excluding non-cash charges | 0 | 0 | ' | ||
Payments for Postemployment Benefits | -5,000 | -1,115,000 | ' | ||
Accrued Liability at end of the period | 0 | [1] | 5,000 | [1] | ' |
Net Income (Loss) Attributable to Parent [Abstract] | ' | ' | ' | ||
Revenue, net | 0 | 0 | ' | ||
Loss from discontinued operations, before income tax | -44,000 | -51,000 | ' | ||
Income tax expense | 5,000 | 8,000 | ' | ||
Loss from discontinued operations, net of tax | -49,000 | -59,000 | ' | ||
Disposal Group, Including Discontinued Operation, Classified Balance Sheet Disclosures [Abstract] | ' | ' | ' | ||
Current assets | 0 | 14,000 | ' | ||
Non-current assets | 150,000 | 150,000 | ' | ||
Total assets | 150,000 | 164,000 | ' | ||
Current liabilities | 405,000 | 368,000 | ' | ||
Non-current liabilities | 619,000 | 1,006,000 | ' | ||
Total liabilities | $1,024,000 | $1,374,000 | ' | ||
[1] | Accrued liability at December 31, 2012 consists of Pharmakon employee severance costs. |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ' | ' | ' |
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | ' | 32.00% | ' |
Related Party Transaction, Expenses from Transactions with Related Party | $75,000 | $12,500 | $150,000 |
Schedule_II_Valuation_and_Qual1
Schedule II Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | ||
Allowance for Doubtful Accounts [Member] | ' | ' | ||
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ||
Valuation Allowances and Reserves, Balance at Beginning of Period | $0 | ' | ||
Additions Charged to Operations | 9 | ' | ||
Valuation Allowances and Reserves, Balance at end of Period | 9 | ' | ||
Allowance for Notes Receivable [Member] | ' | ' | ||
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ||
Valuation Allowances and Reserves, Balance at Beginning of Period | 1,040 | 778 | ||
Additions Charged to Operations | 0 | 262 | ||
Valuation Allowances and Reserves, Balance at end of Period | 1,040 | 1,040 | ||
Valuation Allowance, Other Tax Carryforward [Member] | ' | ' | ||
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ||
Valuation Allowances and Reserves, Balance at Beginning of Period | 51,552 | 42,786 | ||
Deductions, Other | 1,982 | [1] | 8,766 | [1] |
Valuation Allowances and Reserves, Balance at end of Period | $53,534 | $51,552 | ||
[1] | Includes payments and actual write offs, as well as changes in estimates in the reserves. |
Investment_in_NonControlled_En1
Investment in Non-Controlled Entity and Other Arrangements (Details) (USD $) | 9 Months Ended | 12 Months Ended | 24 Months Ended | |||
Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2011 | Nov. 03, 2010 | |
Investments in Non-controlled entities [Abstract] | ' | ' | ' | ' | ' | ' |
Revenue Range - Maximum | $100,000,000 | ' | ' | ' | ' | ' |
Revenue Range, Minimum | ' | ' | 50,000,000 | ' | ' | ' |
Royalty Percentage - Maximum Range | ' | ' | 11.00% | ' | ' | ' |
Cost Method Investments | 1,500,000 | ' | 1,500,000 | ' | ' | ' |
Business Acquisition, Contingent Consideration, at Fair Value | ' | ' | 500,000 | ' | ' | 1,600,000 |
Business Acquisition, Contingent Consideration, Potential Cash Payment | ' | ' | 6,000,000 | ' | 3,400,000 | 30,000,000 |
Business Combination, Indemnification Assets, Range of Outcomes, Value, Low | ' | ' | 1,000,000 | ' | ' | ' |
Concentration Risk, Credit Risk, Financial Instrument, Maximum Exposure | ' | ' | 500,000 | ' | ' | ' |
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | ' | ' | 2,000,000 | ' | ' | ' |
Royalty Percentage - Minimum range | ' | ' | 7.00% | ' | ' | ' |
Effect on Future Cash Flows, Amount | ' | 1,000,000 | ' | 3,000,000 | ' | ' |
Payments to Acquire Projects | ' | $3,000,000 | ' | ' | ' | ' |