Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 01, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'EGOV | ' |
Entity Registrant Name | 'NIC INC | ' |
Entity Central Index Key | '0001065332 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 64,992,096 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash | $90,929 | $62,358 |
Trade accounts receivable, net (Note 1) | 61,045 | 55,261 |
Deferred income taxes, net | 950 | 887 |
Prepaid expenses & other current assets | 12,217 | 9,340 |
Total current assets | 165,141 | 127,846 |
Property and equipment, net | 14,182 | 16,025 |
Intangible assets, net | 1,650 | 1,016 |
Other assets | 259 | 253 |
Total assets | 181,232 | 145,140 |
Current liabilities: | ' | ' |
Accounts payable | 45,847 | 43,664 |
Accrued expenses | 22,498 | 18,948 |
Other current liabilities | 327 | 208 |
Total current liabilities | 68,672 | 62,820 |
Deferred income taxes, net | 2,307 | 2,050 |
Other long-term liabilities | 2,208 | 1,346 |
Total liabilities | 73,187 | 66,216 |
Commitments and contingencies (Notes 1, 2 and 5) | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, $0.0001 par, 200,000 shares authorized, 64,989 and 64,628 shares issued and outstanding | 6 | 6 |
Additional paid-in capital | 87,572 | 84,308 |
Retained earnings (accumulated deficit) | 20,467 | -5,390 |
Total stockholders' equity | 108,045 | 78,924 |
Total liabilities and stockholders' equity | $181,232 | $145,140 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Per Share data, unless otherwise specified | ||
Common stock, par | $0.00 | $0.00 |
Common stock, shares authorized | 200,000 | 200,000 |
Common stock, shares issued | 64,989 | 64,628 |
Common stock, shares outstanding | 64,989 | 64,628 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues: | ' | ' | ' | ' |
Portal revenues | $57,721 | $50,198 | $177,857 | $144,952 |
Software & services revenues | 3,609 | 3,008 | 10,635 | 8,979 |
Total revenues | 61,330 | 53,206 | 188,492 | 153,931 |
Operating expenses: | ' | ' | ' | ' |
Cost of portal revenues, exclusive of depreciation & amortization (Note 1) | 39,755 | 31,794 | 107,416 | 91,095 |
Cost of software & services revenues, exclusive of depreciation & amortization | 928 | 1,079 | 3,220 | 3,045 |
Selling & administrative | 10,387 | 8,218 | 30,054 | 24,536 |
Amortization of acquisition-related intangible assets | ' | 53 | ' | 214 |
Depreciation & amortization | 2,145 | 1,606 | 6,221 | 4,236 |
Total operating expenses | 53,215 | 42,750 | 146,911 | 123,126 |
Operating income | 8,115 | 10,456 | 41,581 | 30,805 |
Other income (expense), net | 4 | ' | -17 | -1 |
Income before income taxes | 8,119 | 10,456 | 41,564 | 30,804 |
Income tax provision | 3,026 | 4,461 | 15,707 | 13,088 |
Net income | $5,093 | $5,995 | $25,857 | $17,716 |
Basic net income per share (Note 1) | $0.08 | $0.09 | $0.39 | $0.27 |
Diluted net income per share (Note 1) | $0.08 | $0.09 | $0.39 | $0.27 |
Weighted average shares outstanding: | ' | ' | ' | ' |
Basic | 64,961 | 64,586 | 64,854 | 64,458 |
Diluted | 64,969 | 64,604 | 64,861 | 64,475 |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) |
In Thousands | ||||
Beginning Balance at Dec. 31, 2012 | $78,924 | $6 | $84,308 | ($5,390) |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | 64,628 | ' | ' |
Net income | 25,857 | ' | ' | 25,857 |
Restricted stock vestings (in shares) | ' | 397 | ' | ' |
Restricted stock vestings | 83 | ' | 83 | ' |
Dividend equivalents cancelled upon forfeiture of performance-based restricted stock awards | 50 | ' | 50 | ' |
Shares surrendered and cancelled upon vesting of restricted stock to satisfy tax withholdings (in shares) | ' | -124 | ' | ' |
Shares surrendered and cancelled upon vesting of restricted stock to satisfy tax withholdings | -2,242 | ' | -2,242 | ' |
Stock-based compensation | 3,267 | ' | 3,267 | ' |
Tax deductions relating to stock-based compensation | 1,335 | ' | 1,335 | ' |
Shares issuable in lieu of dividend payments on unvested performance-based restricted stock awards | -133 | ' | -133 | ' |
Issuance of common stock under employee stock purchase plan (in shares) | ' | 88 | ' | ' |
Issuance of common stock under employee stock purchase plan | 904 | ' | 904 | ' |
Ending Balance at Sep. 30, 2013 | $108,045 | $6 | $87,572 | $20,467 |
Ending Balance (in shares) at Sep. 30, 2013 | ' | 64,989 | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities: | ' | ' |
Net income | $25,857 | $17,716 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Amortization of acquisition-related intangible assets | ' | 214 |
Depreciation & amortization | 6,221 | 4,236 |
Provision for losses on accounts receivable (Note 1) | 5,125 | 157 |
Stock-based compensation expense | 3,267 | 3,109 |
Deferred income taxes | -1,142 | 1,080 |
Loss on disposal of property and equipment | 17 | 1 |
Changes in operating assets and liabilities: | ' | ' |
(Increase) in trade accounts receivable, net | -10,909 | -5,230 |
(Increase) in prepaid expenses & other current assets | -1,541 | -3,607 |
(Increase) in other assets | -6 | -8 |
Increase in accounts payable | 2,183 | 2,725 |
Increase in accrued expenses | 1,303 | 1,162 |
Increase (decrease) in other current liabilities | 119 | -116 |
Increase (decrease) in other long-term liabilities | 862 | -113 |
Net cash provided by operating activities | 31,356 | 21,326 |
Cash flows from investing activities: | ' | ' |
Purchases of property and equipment | -3,945 | -11,374 |
Capitalized internal use software development costs | -1,079 | -550 |
Net cash used in investing activities | -5,024 | -11,924 |
Cash flows from financing activities: | ' | ' |
Proceeds from employee common stock purchases | 904 | 806 |
Tax deductions related to stock-based compensation | 1,335 | 1,197 |
Net cash provided by financing activities | 2,239 | 2,003 |
Net increase in cash | 28,571 | 11,405 |
Cash, beginning of period | 62,358 | 61,639 |
Cash, end of period | 90,929 | 73,044 |
Non-cash investing activities: | ' | ' |
Capital expenditures accrued but not yet paid | 5 | 657 |
Cash payments: | ' | ' |
Income taxes paid | 12,744 | 11,854 |
Cash dividends on common stock previously restricted for payment of dividend | ' | $16,231 |
The_Company_and_Summary_of_Sig
The Company and Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
The Company and Summary of Significant Accounting Policies | ' | ||||||||||||||||
1. THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||||||
The Company | |||||||||||||||||
NIC is a leading provider of eGovernment services that helps governments use the Internet to reduce internal costs, increase efficiencies and provide a higher level of service to businesses and citizens. The Company accomplishes this currently through two channels: its primary outsourced portal businesses and its software & services businesses. | |||||||||||||||||
In its primary outsourced portal businesses, the Company generally designs, builds, and operates Internet-based portals on an enterprise-wide basis on behalf of state and local governments desiring to provide access to government information and to complete secure government-based transactions through multiple online channels, including mobile devices. These portals consist of websites and applications the Company has built that allow businesses and citizens to access government information online and complete transactions, such as applying for a permit, retrieving government records, or filing a government-mandated form or report. Operating under multiple-year contracts (see Note 2), NIC markets the services and solicits users to complete government-based transactions and to enter into subscriber contracts permitting users to access the portal and the government information contained therein in exchange for transactional and/or subscription user fees. The Company typically manages operations for each contractual relationship through separate local subsidiaries that operate as decentralized businesses with a high degree of autonomy. NIC’s self-funded business model allows the Company to generate revenues by sharing in the fees the Company collects from eGovernment transactions. The Company’s government partners benefit through reducing their financial and technology risks, increasing their operational efficiencies, and gaining a centralized, customer-focused presence on the Internet, while businesses and citizens receive a faster, more convenient, and more cost-effective means to interact with governments. The Company is typically responsible for funding up-front investment and ongoing operations and maintenance costs of the outsourced government portals. | |||||||||||||||||
The Company’s software & services businesses primarily include its subsidiaries that provide software development and services, other than enterprise-wide outsourced portal services, to state and local governments as well as federal agencies (see Note 2). | |||||||||||||||||
Basis of presentation | |||||||||||||||||
The Company classifies its revenues and cost of revenues into two categories: (1) portal and (2) software & services. The portal category generally includes revenues and cost of revenues from the Company’s subsidiaries operating enterprise-wide outsourced portals on behalf of state and local governments. The software & services category primarily includes revenues and cost of revenues from the Company’s subsidiaries that provide software development and services, other than enterprise-wide outsourced portal services, to state and local governments as well as federal agencies. The primary categories of operating expenses include: cost of portal revenues, cost of software & services revenues, selling & administrative, amortization of acquisition-related intangible assets, and depreciation & amortization. Cost of portal revenues consists of all direct costs associated with operating government portals on an outsourced basis including employee compensation (including stock-based compensation), subcontractor labor costs, telecommunications, fees required to process credit/debit card and automated clearinghouse transactions, and all other costs associated with the provision of dedicated client service such as dedicated facilities. For the three- and nine-month periods ended September 30, 2013, cost of portal revenues also includes a non-cash pre-tax charge of approximately $5.1 million (approximately $0.05 per share on an after-tax basis) to write-off accounts receivable due from the Commonwealth of Pennsylvania for eGovernment services provided from January 1, 2013 through June 30, 2013, as further discussed below. Cost of software & services revenues consists of all direct project costs to provide software development and services such as employee compensation (including stock-based compensation), subcontractor labor costs, and all other direct project costs including hardware, software, materials, travel and other out-of-pocket expenses. Selling & administrative costs consist primarily of corporate-level expenses relating to human resource management, administration, information technology, security, legal, finance and accounting, internal audit and all costs of non-customer service personnel from the Company’s software & services businesses, including information systems and office rent. Selling & administrative costs also consist of stock-based compensation and corporate-level expenses for market development and public relations. In addition, selling & administrative costs include legal fees and other third-party costs, net of directors’ and officers’ liability insurance received, incurred in connection with the previously disclosed SEC matter (see Note 5). | |||||||||||||||||
Certain prior year amounts have been reclassified to conform to the 2013 presentation. | |||||||||||||||||
Trade accounts receivable | |||||||||||||||||
The Company records trade accounts receivable at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts. The Company calculates this allowance based on its history of write-offs, the level of past-due accounts, and its relationship with, and the economic status of, its customers. Trade accounts receivable are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. | |||||||||||||||||
As previously disclosed in prior filings with the SEC, the Company had not collected amounts due from the Commonwealth of Pennsylvania (the “Commonwealth”) totaling approximately $5.1 million for eGovernment services provided by the Company’s subsidiary, Pennsylvania Interactive, LLC, from January 1, 2013 to June 30, 2013. At June 30, 2013, the Company believed these amounts were fully collectible based upon legal review and preliminary discussions with Commonwealth administration officials. Due to the preliminary nature of those discussions, the Company was unable to estimate the amount or range of amounts, if any, that it would not be able to collect from the Commonwealth, as of June 30, 2013. On September 9, 2013, the Company filed a Form 8-K with the SEC disclosing that, due to certain developments, including further discussions with Commonwealth officials, on September 6, 2013, the Company elected not to pursue collection of outstanding accounts receivable from the Commonwealth and recorded a non-cash pre-tax charge of approximately $5.1 million (approximately $0.05 per share on an after-tax basis) in the third quarter of 2013 to write-off amounts due from the Commonwealth through June 30, 2013. The charge is included in cost of portal revenues of the Company’s Unaudited Consolidated Statements of Income for the three- and nine-month periods ended September 30, 2013. The Company continues to provide eGovernment services under the contract with the Commonwealth, but will not recognize revenues under the contract subsequent to June 30, 2013 until the contract becomes self-funded, which occurred in the fourth quarter of 2013. | |||||||||||||||||
The Company’s allowance for doubtful accounts at both September 30, 2013 and December 31, 2012 was $0.6 million. | |||||||||||||||||
Earnings per share | |||||||||||||||||
Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are considered participating securities and are included in the computation of earnings per share pursuant to the two-class method for all periods presented. The two-class method is an earnings allocation formula that treats a participating security as having rights to undistributed earnings that would otherwise have been available to common stockholders. The Company’s service-based restricted stock awards contain non-forfeitable rights to dividends and are considered participating securities. Accordingly, service-based restricted stock awards were included in the calculation of earnings per share using the two-class method for all periods presented. Unvested service-based restricted shares totaled approximately 0.7 million at both September 30, 2013 and 2012. Basic earnings per share is calculated by first allocating earnings between common stockholders and participating securities. Earnings attributable to common stockholders are divided by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated by giving effect to dilutive potential common shares outstanding during the period. The dilutive effect of shares related to the Company’s employee stock purchase plan is determined based on the treasury stock method. The dilutive effect of service-based restricted stock awards is based on the more dilutive of the treasury stock method or the two-class method assuming a reallocation of undistributed earnings to common stockholders after considering the dilutive effect of potential common shares other than the participating unvested restricted stock awards. The dilutive effect of performance-based restricted stock awards is based on the treasury stock method. | |||||||||||||||||
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 5,093 | $ | 5,995 | $ | 25,857 | $ | 17,716 | |||||||||
Less: Income allocated to participating securities | (47 | ) | (62 | ) | (271 | ) | (214 | ) | |||||||||
Net income available to common stockholders | $ | 5,046 | $ | 5,933 | $ | 25,586 | $ | 17,502 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares - basic | 64,961 | 64,586 | 64,854 | 64,458 | |||||||||||||
Performance-based restricted stock awards | 8 | 18 | 7 | 17 | |||||||||||||
Weighted average shares - diluted | 64,969 | 64,604 | 64,861 | 64,475 | |||||||||||||
Basic net income per share: | |||||||||||||||||
Net income | $ | 0.08 | $ | 0.09 | $ | 0.39 | $ | 0.27 | |||||||||
Diluted net income per share: | |||||||||||||||||
Net income | $ | 0.08 | $ | 0.09 | $ | 0.39 | $ | 0.27 | |||||||||
Concentration of credit risk | |||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and accounts receivable. The Company limits its exposure to credit loss by depositing its cash with high credit quality financial institutions. The Federal Deposit Insurance Corporation (“FDIC”) provides deposit insurance coverage up to $250,000 per depositor for deposit accounts at each FDIC-insured depository institution. At September 30, 2013, the amount of cash covered by FDIC deposit insurance was approximately $9.8 million, and approximately $81.1 million of cash was above the FDIC deposit insurance limit. The Company performs ongoing credit evaluations of its customers and generally requires no collateral to secure accounts receivable. | |||||||||||||||||
Recent accounting pronouncements | |||||||||||||||||
In July 2013, the Financial Accounting Standards Board (“FASB”) issued new guidance regarding the financial statement presentation of an unrecognized tax benefit (“UTB”) when a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward exists. The new guidance requires that an entity must present a UTB, or a portion of a UTB, in the financial statements as a reduction to a deferred tax asset for an NOL carryforward, a similar tax loss, or a tax credit carryforward except when certain conditions exist. The new guidance is effective for the Company beginning January 1, 2014. The guidance must be applied to all UTBs that exist as of the effective date and may be applied retrospectively to prior reporting periods presented. The Company is currently evaluating the requirements of this new guidance and has not yet determined the impact, if any, that such new guidance may have on its consolidated financial statements. |
Outsourced_Government_Contract
Outsourced Government Contracts | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Outsourced Government Contracts | ' | |||
2. OUTSOURCED GOVERNMENT CONTRACTS | ||||
Outsourced State Portal Contracts | ||||
The Company’s outsourced state government portal contracts generally have an initial multi-year term with provisions for renewals for various periods at the option of the government. The Company’s primary business obligation under these contracts is generally to design, build, and operate Internet-based portals on an enterprise-wide basis on behalf of governments desiring to provide access to government information and to complete government-based transactions online. NIC typically markets the services and solicits users to complete government-based transactions and to enter into subscriber contracts permitting the user to access the portal and the government information contained therein in exchange for transactional and/or subscription user fees. The Company enters into separate agreements with various agencies and divisions of the government to provide specific services and to conduct specific transactions. These agreements preliminarily establish the pricing of the electronic transactions and data access services the Company provides and the division of revenues between the Company and the government agency. The government oversight authority must approve prices and revenue sharing agreements. The Company has limited control over the level of fees it is permitted to retain. Any changes made to the amount or percentage of fees retained by NIC, or to the amounts charged for the services offered, could materially affect the profitability of the respective contract to NIC. | ||||
The Company is typically responsible for funding up-front investment and ongoing operations and maintenance costs of the government portals, and generally owns all of the intellectual property in connection with the applications developed under these contracts. After completion of the initial contract term, the government partner typically receives a perpetual, royalty-free license to use the software only in its own portal. However, certain customer management, billing and payment processing software applications that the Company has developed and standardized centrally and that are utilized by the Company’s portal businesses, are being provided to an increasing number of government partners on a software-as-a-service, or “SaaS,” basis, and thus would not be included in any royalty-free license. If the Company’s contract were not to be renewed after a defined term, the government agency would be entitled to take over the portal in place with no future obligation of the Company, except as otherwise provided in the contract and except for services provided by the Company on a SaaS basis, which would be available to the partners on a fee-for-service basis. | ||||
Any renewal of these contracts beyond the initial term by the government is optional and a government may terminate its contract prior to the expiration date upon specific cause events that are not cured within a specified period. In addition, 15 contracts under which the Company provides outsourced state portal services can be terminated by the other party without cause on a specified period of notice. Collectively, revenues generated from these contracts represented 59% and 57%, respectively, of the Company’s total consolidated revenues for the three- and nine-month periods ended September 30, 2013. In the event that any of these contracts is terminated without cause, the terms of the respective contract may require the government to pay a fee to the Company in order to continue to use the Company’s software in its portal. In addition, the loss of one or more of the Company’s larger state portal partners, such as Arkansas, Colorado, Indiana, Montana, New Jersey, Pennsylvania, Tennessee, Texas, or Utah, as a result of the expiration, termination or failure to renew the respective contract, if such partner is not replaced, could significantly reduce the Company’s revenues and profitability. See the discussion below under “Expiring Contracts” regarding the expiration of the Company’s contracts with the Commonwealth of Virginia and the state of Arizona. | ||||
At September 30, 2013, the Company was bound by performance bond commitments totaling approximately $6.1 million on certain outsourced portal contracts. The Company has never had any defaults resulting in draws on performance bonds. Under a typical portal contract, the Company is required to fully indemnify its government clients against claims that the Company’s services infringe upon the intellectual property rights of others and against claims arising from the Company’s performance or the performance of the Company’s subcontractors under the contract. | ||||
Outsourced Enterprise-Wide State Contracts | ||||
The following is a summary of the portals through which the Company provides state-wide outsourced portal management services to multiple government agencies at September 30, 2013: | ||||
Year Services | Contract Expiration Date | |||
NIC Portal Entity | Portal Website (State) | Commenced | (Renewal Options Through) | |
Wisconsin Interactive Network, LLC | www.wisconsin.gov (Wisconsin) | 2013 | 5/13/2018 (5/13/2023) | |
Pennsylvania Interactive, LLC* | www.pa.gov (Pennsylvania) | 2012 | 11/30/2017 (11/30/2022) | |
NICUSA, OR Division | www.oregon.gov (Oregon) | 2011 | 11/22/21 | |
NICUSA, MD Division | www.maryland.gov (Maryland) | 2011 | 8/10/2016 (8/10/2019) | |
Delaware Interactive, LLC | www.delaware.gov (Delaware) | 2011 | 9/25/2014 (9/25/2017) | |
Mississippi Interactive, LLC | www.ms.gov (Mississippi) | 2011 | 12/31/2015 (12/31/2021) | |
New Jersey Interactive, LLC | www.nj.gov (New Jersey) | 2009 | 6/30/14 | |
Texas NICUSA, LLC | www.Texas.gov (Texas) | 2009 | 8/31/16 | |
West Virginia Interactive, LLC | www.WV.gov (West Virginia) | 2007 | 12/31/13 | |
NICUSA, AZ Division | www.AZ.gov (Arizona) | 2007 | In transition period – 12/26/2013 | |
(6/26/2014) | ||||
Vermont Information Consortium, LLC | www.Vermont.gov (Vermont) | 2006 | 6/8/2016 (6/8/2019) | |
Colorado Interactive, LLC | www.Colorado.gov (Colorado) | 2005 | 5/18/14 | |
South Carolina Interactive, LLC | www.SC.gov (South Carolina) | 2005 | 7/15/14 | |
Kentucky Interactive, LLC | www.Kentucky.gov (Kentucky) | 2003 | 8/31/2014 (8/31/2015) | |
Alabama Interactive, LLC | www.Alabama.gov (Alabama) | 2002 | 2/28/2015 (2/28/2017) | |
Rhode Island Interactive, LLC | www.RI.gov (Rhode Island) | 2001 | 11/15/13 | |
Oklahoma Interactive, LLC | www.OK.gov (Oklahoma) | 2001 | 12/31/2013 (12/31/2014) | |
Montana Interactive, LLC | www.MT.gov (Montana) | 2001 | 12/31/2015 (12/31/2020) | |
NICUSA, TN Division | www.TN.gov (Tennessee) | 2000 | 9/30/2014 (3/30/2016) | |
Hawaii Information Consortium, LLC | www.eHawaii.gov (Hawaii) | 2000 | 1/3/2016 (unlimited 3-year | |
renewal options) | ||||
Idaho Information Consortium, LLC | www.Idaho.gov (Idaho) | 2000 | 6/30/15 | |
Utah Interactive, LLC | www.Utah.gov (Utah) | 1999 | 6/5/2016 (6/5/2019) | |
Maine Information Network, LLC | www.Maine.gov (Maine) | 1999 | 7/1/2016 (3/14/2018) | |
Arkansas Information Consortium, LLC | www.Arkansas.gov (Arkansas) | 1997 | 6/30/18 | |
Iowa Interactive, LLC | www.Iowa.gov (Iowa) | 1997 | 12/31/13 | |
Indiana Interactive, LLC | www.IN.gov (Indiana) | 1995 | 7/1/14 | |
Nebraska Interactive, LLC | www.Nebraska.gov (Nebraska) | 1995 | 1/31/16 | |
Kansas Information Consortium, Inc. | www.Kansas.gov (Kansas) | 1992 | 12/31/2014 (12/31/2017) | |
*See Note 1 for discussion of the Pennsylvania contract. | ||||
During the first quarter of 2013, the Company received a one-year contract extension from the state of Kansas, a two-year contract extension from the state of Nebraska and a four-month contract extension from the state of Vermont. Additionally, the Company received a five-month contract extension from the state of Rhode Island. | ||||
During the second quarter of 2013, the Company was awarded a five-year contract by the state of Wisconsin to manage its government portal, which includes an option for the government to extend the contract up to an additional five years. In addition, the Company was awarded a new three-year contract from the state of Vermont, which includes an option for the government to extend the contract for one additional three-year period. The Company also received a two-year contract extension from the state of Idaho, one-year contract extensions from the Commonwealth of Kentucky and the state of New Jersey, and six-month contract extensions from the state of Iowa and the state of Arizona with respect to the expiring Arizona portal contract. | ||||
During the third quarter of 2013, the Company received a two-year contract extension from the state of Maine. In addition, the Company received a six-month contract extension from the state of West Virginia and a three-month contract extension from the state of Iowa. | ||||
Other Outsourced State Contracts | ||||
The Company’s subsidiary, New Mexico Interactive, LLC, has a contract to manage eGovernment services for the New Mexico Motor Vehicle Division (“MDV”) and its parent, the New Mexico Taxation and Revenue Department. During the second quarter of 2013, the Company received a one-year contract extension from the MDV to management the state’s driver history database through June 30, 2014. | ||||
During the second quarter of 2013, the Company’s subsidiary, Virginia Interactive, LLC (“VI”), signed an agreement with the Department of Game and Inland Fisheries to provide eGovernment services from September 1, 2013 through February 28, 2015, which includes an option for the agency to extend the contract for one additional six-month period through August 31, 2015. During the third quarter of 2013, VI signed an agreement with the Office of the Executive Secretary of the Supreme Court of Virginia to provide eGovernment services from September 1, 2013 through August 31, 2014, which includes an option for the agency to extend the contract for one additional 12-month period through August 31, 2015. | ||||
Outsourced Federal Contracts | ||||
NIC Technologies has a contract with the Federal Motor Carrier Safety Administration (“FMCSA”) to develop and manage the FMCSA’s Pre-Employment Screening Program (“PSP”) for motor carriers nationwide, using the self-funded, transaction-based business model. During the first quarter of 2013, the FMCSA exercised the third of its four one-year renewal options for the PSP contract, extending its term through February 16, 2014. As previously disclosed, the Company’s contract with the Federal Election Commission (“FEC”) to design and develop online federal campaign expenditure and ethics compliance systems expired on June 30, 2013. For the nine-month period ended September 30, 2013, revenues from the FEC contract accounted for less than 1% of the Company’s total consolidated revenues. | ||||
Any renewal of the contract with the FMCSA beyond the initial term is at the option of the FMCSA and the contract can be terminated by the FMCSA without cause on a specified period of notice. The loss of the contract as a result of the expiration, termination or failure to renew the contract, if not replaced, could significantly reduce the Company’s revenues and profitability. In addition, the Company has limited control over the level of fees it is permitted to retain under the contract with the FMCSA. Any changes made to the amount or percentage of fees retained by the Company, or to the amounts charged for the services offered, could materially affect the profitability of this contract. | ||||
Expiring Contracts | ||||
As of September 30, 2013, there were 15 contracts under which the Company provides outsourced portal services or software development and services that have expiration dates within the 12-month period following September 30, 2013. Collectively, revenues generated from these contracts represented 39% and 38%, respectively, of the Company’s total consolidated revenues for each of the three- and nine-month periods ended September 30, 2013. As described above, if a contract is not renewed after a defined term, the government partner would be entitled to take over the portal in place with no future obligation of the Company, except as otherwise provided in the contract and except for the services the Company provides on a SaaS basis, which would be available to the government agency on a fee-for-service basis. | ||||
The contract under which the Company’s subsidiary, Virginia Interactive, LLC (“VI”), provided outsourced portal services to agencies of the Commonwealth of Virginia expired on August 31, 2012. As more fully disclosed in a Form 8-K filed by the Company with the SEC on April 18, 2012, VI chose not to agree to terms mandated by the Commonwealth of Virginia for a new contract. VI provided transition services as required by the contract through August 31, 2013. The costs incurred in transitioning out of VI’s contract with the Commonwealth of Virginia, including employee retention bonuses, operating lease termination costs, and fixed asset impairment, did not have a material impact on the Company’s consolidated results of operations, cash flows, or financial condition. For each of the three- and nine-month periods ended September 30, 2013, revenues from the Virginia portal contract accounted for approximately 2% of the Company’s total consolidated revenues. The Company continues to provide eGovernment services to two agencies of the Commonwealth of Virginia, as further discussed above under, Other Outsourced State Contracts. | ||||
During the first quarter of 2013, the Company’s subsidiary, NICUSA, Inc. (“NICUSA”), chose not to respond to a request for proposal issued by the state of Arizona for a new contract. The contract under which NICUSA provided outsourced portal services to agencies of the state of Arizona expired on June 26, 2013. However, during the second quarter of 2013, the Company received a six-month contract extension from the state of Arizona to provide transition services through December 26, 2013, which includes options for the government to extend the contract for two additional three-month periods. The Company has evaluated the costs which may be incurred in transitioning out of NICUSA’s contract with the state of Arizona, including employee retention bonuses, operating lease termination costs, and fixed asset impairment, which are not expected to have a material impact on the Company’s consolidated results of operations, cash flows, or financial condition. For each of the three- and nine-month periods ended September 30, 2013, revenues from the Arizona portal contract accounted for approximately 1% of the Company’s total consolidated revenues. |
Stock_Based_Compensation
Stock Based Compensation | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Stock Based Compensation | ' | ||||||||||||||||
3. STOCK BASED COMPENSATION | |||||||||||||||||
During the three- and nine-month periods ended September 30, 2013, the Board of Directors of the Company granted to certain management-level employees, executive officers, and non-employee directors, service-based restricted stock awards totaling 10,333 shares and 279,689 shares, respectively, with a grant-date fair value totaling approximately $0.2 million and $4.6 million, respectively. Such restricted stock awards vest beginning one year from the date of grant in cumulative annual installments of 25%. Restricted stock is valued at the date of grant, based on the closing market price of the Company’s common stock, and expensed using the straight-line method over the requisite service period (generally the vesting period of the award). The Company excludes compensation cost related to awards not expected to vest based upon estimated forfeitures. | |||||||||||||||||
During the first quarter of 2013, the Board of Directors of the Company also granted to certain executive officers performance-based restricted stock awards pursuant to the terms of the Company’s executive compensation program totaling 115,696 shares, with a grant-date fair value of $16.24 per share, totaling approximately $1.9 million, which represents the maximum number of shares able to be earned by the executive officers at the end of a three-year performance period ending December 31, 2015. The actual number of shares earned will be based on the Company’s performance related to the following performance criteria over the performance period: | |||||||||||||||||
● | Operating income growth (three-year compound annual growth rate); | ||||||||||||||||
● | Total consolidated revenue growth (three-year compound annual growth rate); and | ||||||||||||||||
● | Cash flow return on invested capital (three-year average). | ||||||||||||||||
At the end of the three-year period, the executive officers are eligible to receive up to a specified number of shares based upon the Company’s performance relative to these performance criteria over the performance period. In addition, the executive officers will accrue dividend equivalents for any cash dividend declared during the performance period, payable in the form of shares of Company common stock, based upon the maximum number of shares to be earned by the executive officers for each performance-based restricted stock award. Such hypothetical cash dividend payment shall be divided by the fair value of the Company’s common stock on the dividend payment date to determine the maximum number of notional shares to be awarded. At the end of the three-year performance period and on the date some or all of the shares are paid under the agreement, a pro rata number of notional dividend shares will be converted into an equivalent number of dividend shares paid and granted to the executive officers based upon the actual number of underlying shares earned during the performance period. | |||||||||||||||||
At December 31, 2012, the three-year performance period related to the performance-based restricted stock awards granted to certain executive officers on February 1, 2010 ended. Based on the Company’s actual financial results from 2010 through 2012, 78,747 of the shares subject to the awards and 8,013 dividend shares were earned and vested on February 1, 2013. | |||||||||||||||||
Stock-based compensation cost for performance-based restricted stock awards is measured at the grant date based on the fair value of shares expected to be earned at the end of the performance period, and is recognized as expense over the performance period based upon the probable number of shares expected to vest. The Company estimates and excludes compensation cost related to awards not expected to vest based upon estimated forfeitures. | |||||||||||||||||
The following table presents stock-based compensation expense included in the Company’s Unaudited Consolidated Statements of Income (in thousands): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of portal revenues, exclusive of depreciation & amortization | $ | 282 | $ | 296 | $ | 845 | $ | 784 | |||||||||
Cost of software & services revenues, exclusive of depreciation & amortization | 13 | 17 | 48 | 47 | |||||||||||||
Selling & administrative | 895 | 939 | 2,374 | 2,278 | |||||||||||||
Stock-based compensation expense before income taxes | 1,190 | 1,252 | 3,267 | 3,109 | |||||||||||||
Income tax benefit | (444 | ) | (534 | ) | (1,235 | ) | (1,321 | ) | |||||||||
Net stock-based compensation expense | $ | 746 | $ | 718 | $ | 2,032 | $ | 1,788 |
Debt_Obligations_and_Collatera
Debt Obligations and Collateral Requirements | 9 Months Ended | |
Sep. 30, 2013 | ||
Debt Obligations and Collateral Requirements | ' | |
4. DEBT OBLIGATIONS AND COLLATERAL REQUIREMENTS | ||
On June 28, 2013, the Company entered into an amendment to extend its $10 million unsecured revolving credit agreement with a bank to May 1, 2015. This revolving credit facility is available to finance working capital, issue letters of credit and finance general corporate purposes. The Company can obtain letters of credit in an aggregate amount of $5 million, which reduces the maximum amount available for borrowing under the facility. Interest on amounts borrowed is payable at a base rate or a Eurodollar rate, in each case as defined in the agreement. The base rate is equal to the higher of the Federal Funds Rate plus 0.5% or the bank’s prime rate. Fees on outstanding letters of credit are either 1.50% (if the Company’s consolidated leverage ratio is less than or equal to 1.25:1) or 1.75% (if the Company’s consolidated leverage ratio is greater than 1.25:1) of face value per annum. | ||
The terms of the agreement provide for customary representations and warranties, affirmative and negative covenants and events of default. The amendment also continues to require the Company to maintain compliance with the following financial covenants (in each case, as defined in the agreement): | ||
● | Consolidated minimum annual EBITDA of at least $12 million, computed quarterly on a rolling 12-month basis; | |
● | Consolidated tangible net worth of at least $36 million; and | |
● | Consolidated maximum leverage ratio of 1.5:1. | |
The Company was in compliance with each of the covenants listed above at September 30, 2013. The Company issues letters of credit as collateral for certain office leases, and to a lesser extent, as collateral for performance on certain of its outsourced government portal contracts. These irrevocable letters of credit are generally in force for one year. In total, the Company and its subsidiaries had unused outstanding letters of credit of approximately $1.6 million and $1.7 million, respectively, at September 30, 2013 and December 31, 2012. The Company is not currently required to cash collateralize these letters of credit. The Company had $3.4 million in available capacity to issue additional letters of credit and $8.4 million of unused borrowing capacity at September 30, 2013 under the facility. Letters of credit may have an expiration date of up to one year beyond the expiration date of the credit agreement. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies | ' |
5. COMMITMENTS AND CONTINGENCIES | |
SEC Matter | |
Selling & administrative expenses for the three-month period ended September 30, 2013 include approximately $3.5 million of legal fees and other third-party costs related to the previously disclosed SEC matter. These expenses were reduced by approximately $2.8 million of reimbursement by the Company’s directors’ and officers’ liability insurance carrier that is expected to be collected subsequent to September 30, 2013, resulting in a net expense of approximately $0.7 million related to the SEC matter. Selling & administrative expenses for the nine-month period ended September 30, 2013 include approximately $7.2 million of legal fees and other third party costs related to the SEC matter. These expenses were reduced by approximately $5.7 million of insurance reimbursement, resulting in a net expense of approximately $1.5 million related to the SEC matter. Selling & administrative expenses for the three- and nine-month periods ended September 30, 2012 include approximately $1.1 million and $3.4 million, respectively, of legal fees and other third party costs related to the SEC matter. These expenses were reduced by approximately $1.0 million and $3.0 million, respectively, of insurance reimbursement, resulting in a net expense of approximately $0.1 million and $0.4 million, respectively, for the three- and nine-month periods ended September 30, 2012. The Company promptly submits any invoices potentially reimbursable under its directors’ and officers’ liability insurance policies to its carrier for reimbursement. For expenses that are subject to reimbursement, the Company does not generally receive reimbursement for 90 to 120 days. To the extent that the carrier agrees to reimburse the Company for expenses previously recorded in selling & administrative expenses, the Company treats any such reimbursement as a reduction of selling & administrative expenses in the period such reimbursement is determined to be estimable and probable. | |
The Company expects to continue to incur obligations to advance legal fees and other expenses to the Company’s Chief Financial Officer in connection with the previously disclosed civil action by the SEC against him. The Company is not party to the civil action, but is obligated to provide indemnification in certain circumstances (including advancing certain defense costs) to its Chief Financial Officer in accordance with the Company’s certificate of incorporation and bylaws and its indemnification agreement with him. In addition, the Company expects to continue to incur costs responding to subpoenas and other discovery requests relating to the civil action. The civil action seeks from the Company’s Chief Financial Officer civil money penalties, and an injunction against further violations of certain federal securities laws, a prohibition against his acting as an officer or director of a publicly-traded company, and disgorgement. The Company’s directors’ and officers’ liability insurance carrier has agreed to reimburse the Company for reasonable costs of defense advanced by the Company to its Chief Financial Officer in the SEC civil action, subject to the policy limits of the applicable insurance policy. The Company currently anticipates that the policy limits may be reached in the fourth quarter, and in that event the Company would not be entitled to any further reimbursements from the insurance carrier in excess of the limits. Because the Company is not directly involved in the defense of the proceeding and because of the inherent uncertainty in predicting any future settlement or judicial decision and any indemnification obligation of the Company in connection with any such resolution, the Company is not able to estimate or predict the extent of any indemnification obligation of the Company to its Chief Financial Officer or other costs resulting from the civil action, the amount or timing of and eligibility for reimbursements from the Company’s directors’ and officers’ liability insurance carrier associated with the civil action, any possible loss or possible range of loss associated with the civil action, or any potential effect on the Company’s business, results of operations, cash flows, or financial condition. On July 12, 2013, attorneys for both the SEC and the Company’s Chief Financial Officer filed motions for summary judgment, seeking to limit the claims to be tried. On October 15, 2013, the court granted in part and denied in part each party’s motion for summary judgment. The case is presently set for trial to begin on November 12, 2013, in the U.S. District Court for the District of Kansas in Kansas City, Kansas. | |
Litigation | |
The Company is involved from time to time in legal proceedings and litigation arising in the ordinary course of business. However, the Company is not currently a party to any material legal proceedings. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Taxes | ' |
6. INCOME TAXES | |
The Company’s effective tax rate was approximately 37% and 38%, respectively, for the three- and nine-month periods ended September 30, 2013, compared to 43% and 42%, respectively, in the corresponding prior year periods. The Company’s effective tax rate in the current quarter was lower than the prior year quarter mainly due to a change in apportionment methodology for certain states and the effect of a favorable benefit related to the federal research and development tax credit totaling approximately $0.2 million for the three-month period ended September 30, 2013. The Company’s effective tax rate in the current year-to-date period was lower than the prior year period mainly due to a change in apportionment methodology for certain states and the effect of a favorable benefit related to the federal research and development tax credit totaling approximately $0.5 million for the year ended December 31, 2012, which was recognized in 2013, and approximately $0.3 million for the nine-month period ended September 30, 2013. On January 2, 2013, the American Taxpayer Relief Act of 2012 (the “Act”) was signed into law. The Act retroactively extended the federal research and development credit under Internal Revenue Code Section 41 (which previously expired at the end of 2011) through the end of 2013. In accordance with authoritative accounting guidance, the Company recognized the impact of this legislation for the 2012 tax year in 2013, when the Act was signed into law. |
Segments_and_Related_Informati
Segments and Related Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segments and Related Information | ' | ||||||||||||||||
7. SEGMENTS AND RELATED INFORMATION | |||||||||||||||||
The Outsourced Portals segment is the Company’s only reportable segment and generally includes the Company’s subsidiaries operating enterprise-wide outsourced state and local government portals and the corporate divisions that directly support portal operations. The Other Software & Services category primarily includes the Company’s subsidiaries that provide software development and services, other than enterprise-wide outsourced portal services, to state and local governments as well as federal agencies. Each of the Company’s businesses within the Other Software & Services category is an operating segment and has been grouped together to form the Other Software & Services category, as none of the operating segments meets the quantitative threshold of a separately reportable segment. Unallocated corporate-level expenses are reported in the reconciliation of the segment totals to the related consolidated totals as “Other Reconciling Items.” There have been no significant intersegment transactions for the periods reported. The summary of significant accounting policies applies to all reportable and operating segments. | |||||||||||||||||
The measure of profitability by which management, including the Company’s chief operating decision maker, evaluates the performance of its segments and allocates resources to them is operating income (loss). Segment assets or other segment balance sheet information is not presented to the Company’s chief operating decision maker. Accordingly, the Company has not presented information relating to segment assets. | |||||||||||||||||
The table below reflects summarized financial information for the Company’s reportable and operating segments for the three months ended September 30 (in thousands): | |||||||||||||||||
Outsourced | Other Software | Other Reconciling | Consolidated | ||||||||||||||
Portals | & Services | Items | Total | ||||||||||||||
2013 | |||||||||||||||||
Revenues | $ | 57,721 | $ | 3,609 | $ | - | $ | 61,330 | |||||||||
Costs & expenses | 42,577 | 1,057 | 7,436 | 51,070 | |||||||||||||
Depreciation & amortization | 2,052 | 13 | 80 | 2,145 | |||||||||||||
Operating income (loss) | $ | 13,092 | $ | 2,539 | $ | (7,516 | ) | $ | 8,115 | ||||||||
2012 | |||||||||||||||||
Revenues | $ | 50,198 | $ | 3,008 | $ | - | $ | 53,206 | |||||||||
Costs & expenses | 34,030 | 1,219 | 5,842 | 41,091 | |||||||||||||
Amortization of acquisition-related | |||||||||||||||||
intangible assets | 53 | - | - | 53 | |||||||||||||
Depreciation & amortization | 1,532 | 16 | 58 | 1,606 | |||||||||||||
Operating income (loss) | $ | 14,583 | $ | 1,773 | $ | (5,900 | ) | $ | 10,456 | ||||||||
The following is a reconciliation of total segment operating income to total consolidated income before income taxes for the three months ended September 30 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Total segment operating income | $ | 15,631 | $ | 16,356 | |||||||||||||
Other reconciling items | (7,516 | ) | (5,900 | ) | |||||||||||||
Other income, net | 4 | - | |||||||||||||||
Consolidated income before income taxes | $ | 8,119 | $ | 10,456 | |||||||||||||
The table below reflects summarized financial information for the Company’s reportable segments for the nine months ended September 30 (in thousands): | |||||||||||||||||
Outsourced | Other Software | Other Reconciling | Consolidated | ||||||||||||||
Portals | & Services | Items | Total | ||||||||||||||
2013 | |||||||||||||||||
Revenues | $ | 177,857 | $ | 10,635 | $ | - | $ | 188,492 | |||||||||
Costs & expenses | 114,915 | 3,583 | 22,192 | 140,690 | |||||||||||||
Depreciation & amortization | 5,969 | 41 | 211 | 6,221 | |||||||||||||
Operating income (loss) | $ | 56,973 | $ | 7,011 | $ | (22,403 | ) | $ | 41,581 | ||||||||
2012 | |||||||||||||||||
Revenues | $ | 144,952 | $ | 8,979 | $ | - | $ | 153,931 | |||||||||
Costs & expenses | 97,052 | 3,293 | 18,331 | 118,676 | |||||||||||||
Amortization of acquisition-related | |||||||||||||||||
intangible assets | 214 | - | - | 214 | |||||||||||||
Depreciation & amortization | 4,013 | 44 | 179 | 4,236 | |||||||||||||
Operating income (loss) | $ | 43,673 | $ | 5,642 | $ | (18,510 | ) | $ | 30,805 | ||||||||
The following is a reconciliation of total segment operating income to total consolidated income before income taxes for the nine months ended September 30 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Total segment operating income | $ | 63,984 | $ | 49,315 | |||||||||||||
Other reconciling items | (22,403 | ) | (18,510 | ) | |||||||||||||
Other expense, net | (17 | ) | (1 | ) | |||||||||||||
Consolidated income before income taxes | $ | 41,564 | $ | 30,804 | |||||||||||||
For the three- and nine-month periods ended September 30, 2013, the Company’s Texas portal contract accounted for approximately 24% and 23%, respectively, of the Company’s total consolidated revenues. For each of the three- and nine-month periods ended September 30, 2012, the Company’s Texas portal contract accounted for approximately 21% of the Company’s total consolidated revenues. No other state portal contract accounted for more than 10% of the Company’s total consolidated revenues for the three- and nine-month periods ended September 30, 2013 or 2012. |
Subsequent_Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Event | ' |
8. SUBSEQUENT EVENT | |
On October 28, 2013, the Company’s Board of Directors declared a special cash dividend of $0.35 per share, payable to stockholders of record as of November 8, 2013. The dividend, which is expected to total approximately $23.0 million based on the current number of shares outstanding, will be paid on January 2, 2014, out of the Company’s available cash. In addition, holders of performance-based restricted stock on the record date will accrue dividend equivalents that may be earned and become payable in the form of shares of common stock at the end of the respective performance period to the extent that the underlying shares of restricted stock are earned. |
The_Company_and_Summary_of_Sig1
The Company and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Basis of presentation | ' | ||||||||||||||||
Basis of presentation | |||||||||||||||||
The Company classifies its revenues and cost of revenues into two categories: (1) portal and (2) software & services. The portal category generally includes revenues and cost of revenues from the Company’s subsidiaries operating enterprise-wide outsourced portals on behalf of state and local governments. The software & services category primarily includes revenues and cost of revenues from the Company’s subsidiaries that provide software development and services, other than enterprise-wide outsourced portal services, to state and local governments as well as federal agencies. The primary categories of operating expenses include: cost of portal revenues, cost of software & services revenues, selling & administrative, amortization of acquisition-related intangible assets, and depreciation & amortization. Cost of portal revenues consists of all direct costs associated with operating government portals on an outsourced basis including employee compensation (including stock-based compensation), subcontractor labor costs, telecommunications, fees required to process credit/debit card and automated clearinghouse transactions, and all other costs associated with the provision of dedicated client service such as dedicated facilities. For the three- and nine-month periods ended September 30, 2013, cost of portal revenues also includes a non-cash pre-tax charge of approximately $5.1 million (approximately $0.05 per share on an after-tax basis) to write-off accounts receivable due from the Commonwealth of Pennsylvania for eGovernment services provided from January 1, 2013 through June 30, 2013, as further discussed below. Cost of software & services revenues consists of all direct project costs to provide software development and services such as employee compensation (including stock-based compensation), subcontractor labor costs, and all other direct project costs including hardware, software, materials, travel and other out-of-pocket expenses. Selling & administrative costs consist primarily of corporate-level expenses relating to human resource management, administration, information technology, security, legal, finance and accounting, internal audit and all costs of non-customer service personnel from the Company’s software & services businesses, including information systems and office rent. Selling & administrative costs also consist of stock-based compensation and corporate-level expenses for market development and public relations. In addition, selling & administrative costs include legal fees and other third-party costs, net of directors’ and officers’ liability insurance received, incurred in connection with the previously disclosed SEC matter (see Note 5). | |||||||||||||||||
Certain prior year amounts have been reclassified to conform to the 2013 presentation. | |||||||||||||||||
Trade accounts receivable | ' | ||||||||||||||||
Trade accounts receivable | |||||||||||||||||
The Company records trade accounts receivable at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts. The Company calculates this allowance based on its history of write-offs, the level of past-due accounts, and its relationship with, and the economic status of, its customers. Trade accounts receivable are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. | |||||||||||||||||
As previously disclosed in prior filings with the SEC, the Company had not collected amounts due from the Commonwealth of Pennsylvania (the “Commonwealth”) totaling approximately $5.1 million for eGovernment services provided by the Company’s subsidiary, Pennsylvania Interactive, LLC, from January 1, 2013 to June 30, 2013. At June 30, 2013, the Company believed these amounts were fully collectible based upon legal review and preliminary discussions with Commonwealth administration officials. Due to the preliminary nature of those discussions, the Company was unable to estimate the amount or range of amounts, if any, that it would not be able to collect from the Commonwealth, as of June 30, 2013. On September 9, 2013, the Company filed a Form 8-K with the SEC disclosing that, due to certain developments, including further discussions with Commonwealth officials, on September 6, 2013, the Company elected not to pursue collection of outstanding accounts receivable from the Commonwealth and recorded a non-cash pre-tax charge of approximately $5.1 million (approximately $0.05 per share on an after-tax basis) in the third quarter of 2013 to write-off amounts due from the Commonwealth through June 30, 2013. The charge is included in cost of portal revenues of the Company’s Unaudited Consolidated Statements of Income for the three- and nine-month periods ended September 30, 2013. The Company continues to provide eGovernment services under the contract with the Commonwealth, but will not recognize revenues under the contract subsequent to June 30, 2013 until the contract becomes self-funded, which occurred in the fourth quarter of 2013. | |||||||||||||||||
The Company’s allowance for doubtful accounts at both September 30, 2013 and December 31, 2012 was $0.6 million. | |||||||||||||||||
Earnings per share | ' | ||||||||||||||||
Earnings per share | |||||||||||||||||
Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are considered participating securities and are included in the computation of earnings per share pursuant to the two-class method for all periods presented. The two-class method is an earnings allocation formula that treats a participating security as having rights to undistributed earnings that would otherwise have been available to common stockholders. The Company’s service-based restricted stock awards contain non-forfeitable rights to dividends and are considered participating securities. Accordingly, service-based restricted stock awards were included in the calculation of earnings per share using the two-class method for all periods presented. Unvested service-based restricted shares totaled approximately 0.7 million at both September 30, 2013 and 2012. Basic earnings per share is calculated by first allocating earnings between common stockholders and participating securities. Earnings attributable to common stockholders are divided by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated by giving effect to dilutive potential common shares outstanding during the period. The dilutive effect of shares related to the Company’s employee stock purchase plan is determined based on the treasury stock method. The dilutive effect of service-based restricted stock awards is based on the more dilutive of the treasury stock method or the two-class method assuming a reallocation of undistributed earnings to common stockholders after considering the dilutive effect of potential common shares other than the participating unvested restricted stock awards. The dilutive effect of performance-based restricted stock awards is based on the treasury stock method. | |||||||||||||||||
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 5,093 | $ | 5,995 | $ | 25,857 | $ | 17,716 | |||||||||
Less: Income allocated to participating securities | (47 | ) | (62 | ) | (271 | ) | (214 | ) | |||||||||
Net income available to common stockholders | $ | 5,046 | $ | 5,933 | $ | 25,586 | $ | 17,502 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares - basic | 64,961 | 64,586 | 64,854 | 64,458 | |||||||||||||
Performance-based restricted stock awards | 8 | 18 | 7 | 17 | |||||||||||||
Weighted average shares - diluted | 64,969 | 64,604 | 64,861 | 64,475 | |||||||||||||
Basic net income per share: | |||||||||||||||||
Net income | $ | 0.08 | $ | 0.09 | $ | 0.39 | $ | 0.27 | |||||||||
Diluted net income per share: | |||||||||||||||||
Net income | $ | 0.08 | $ | 0.09 | $ | 0.39 | $ | 0.27 | |||||||||
Concentration of credit risk | ' | ||||||||||||||||
Concentration of credit risk | |||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and accounts receivable. The Company limits its exposure to credit loss by depositing its cash with high credit quality financial institutions. The Federal Deposit Insurance Corporation (“FDIC”) provides deposit insurance coverage up to $250,000 per depositor for deposit accounts at each FDIC-insured depository institution. At September 30, 2013, the amount of cash covered by FDIC deposit insurance was approximately $9.8 million, and approximately $81.1 million of cash was above the FDIC deposit insurance limit. The Company performs ongoing credit evaluations of its customers and generally requires no collateral to secure accounts receivable. | |||||||||||||||||
Recent accounting pronouncements | ' | ||||||||||||||||
Recent accounting pronouncements | |||||||||||||||||
In July 2013, the Financial Accounting Standards Board (“FASB”) issued new guidance regarding the financial statement presentation of an unrecognized tax benefit (“UTB”) when a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward exists. The new guidance requires that an entity must present a UTB, or a portion of a UTB, in the financial statements as a reduction to a deferred tax asset for an NOL carryforward, a similar tax loss, or a tax credit carryforward except when certain conditions exist. The new guidance is effective for the Company beginning January 1, 2014. The guidance must be applied to all UTBs that exist as of the effective date and may be applied retrospectively to prior reporting periods presented. The Company is currently evaluating the requirements of this new guidance and has not yet determined the impact, if any, that such new guidance may have on its consolidated financial statements. |
The_Company_and_Summary_of_Sig2
The Company and Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Computation of Basic and Diluted Earnings Per Share | ' | ||||||||||||||||
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 5,093 | $ | 5,995 | $ | 25,857 | $ | 17,716 | |||||||||
Less: Income allocated to participating securities | (47 | ) | (62 | ) | (271 | ) | (214 | ) | |||||||||
Net income available to common stockholders | $ | 5,046 | $ | 5,933 | $ | 25,586 | $ | 17,502 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares - basic | 64,961 | 64,586 | 64,854 | 64,458 | |||||||||||||
Performance-based restricted stock awards | 8 | 18 | 7 | 17 | |||||||||||||
Weighted average shares - diluted | 64,969 | 64,604 | 64,861 | 64,475 | |||||||||||||
Basic net income per share: | |||||||||||||||||
Net income | $ | 0.08 | $ | 0.09 | $ | 0.39 | $ | 0.27 | |||||||||
Diluted net income per share: | |||||||||||||||||
Net income | $ | 0.08 | $ | 0.09 | $ | 0.39 | $ | 0.27 |
Outsourced_Government_Contract1
Outsourced Government Contracts (Tables) | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Summary of State-Wide Portal Outsourcing Management Services to Multiple Governments Agencies | ' | |||
The following is a summary of the portals through which the Company provides state-wide outsourced portal management services to multiple government agencies at September 30, 2013: | ||||
Year Services | Contract Expiration Date | |||
NIC Portal Entity | Portal Website (State) | Commenced | (Renewal Options Through) | |
Wisconsin Interactive Network, LLC | www.wisconsin.gov (Wisconsin) | 2013 | 5/13/2018 (5/13/2023) | |
Pennsylvania Interactive, LLC* | www.pa.gov (Pennsylvania) | 2012 | 11/30/2017 (11/30/2022) | |
NICUSA, OR Division | www.oregon.gov (Oregon) | 2011 | 11/22/21 | |
NICUSA, MD Division | www.maryland.gov (Maryland) | 2011 | 8/10/2016 (8/10/2019) | |
Delaware Interactive, LLC | www.delaware.gov (Delaware) | 2011 | 9/25/2014 (9/25/2017) | |
Mississippi Interactive, LLC | www.ms.gov (Mississippi) | 2011 | 12/31/2015 (12/31/2021) | |
New Jersey Interactive, LLC | www.nj.gov (New Jersey) | 2009 | 6/30/14 | |
Texas NICUSA, LLC | www.Texas.gov (Texas) | 2009 | 8/31/16 | |
West Virginia Interactive, LLC | www.WV.gov (West Virginia) | 2007 | 12/31/13 | |
NICUSA, AZ Division | www.AZ.gov (Arizona) | 2007 | In transition period – 12/26/2013 | |
(6/26/2014) | ||||
Vermont Information Consortium, LLC | www.Vermont.gov (Vermont) | 2006 | 6/8/2016 (6/8/2019) | |
Colorado Interactive, LLC | www.Colorado.gov (Colorado) | 2005 | 5/18/14 | |
South Carolina Interactive, LLC | www.SC.gov (South Carolina) | 2005 | 7/15/14 | |
Kentucky Interactive, LLC | www.Kentucky.gov (Kentucky) | 2003 | 8/31/2014 (8/31/2015) | |
Alabama Interactive, LLC | www.Alabama.gov (Alabama) | 2002 | 2/28/2015 (2/28/2017) | |
Rhode Island Interactive, LLC | www.RI.gov (Rhode Island) | 2001 | 11/15/13 | |
Oklahoma Interactive, LLC | www.OK.gov (Oklahoma) | 2001 | 12/31/2013 (12/31/2014) | |
Montana Interactive, LLC | www.MT.gov (Montana) | 2001 | 12/31/2015 (12/31/2020) | |
NICUSA, TN Division | www.TN.gov (Tennessee) | 2000 | 9/30/2014 (3/30/2016) | |
Hawaii Information Consortium, LLC | www.eHawaii.gov (Hawaii) | 2000 | 1/3/2016 (unlimited 3-year | |
renewal options) | ||||
Idaho Information Consortium, LLC | www.Idaho.gov (Idaho) | 2000 | 6/30/15 | |
Utah Interactive, LLC | www.Utah.gov (Utah) | 1999 | 6/5/2016 (6/5/2019) | |
Maine Information Network, LLC | www.Maine.gov (Maine) | 1999 | 7/1/2016 (3/14/2018) | |
Arkansas Information Consortium, LLC | www.Arkansas.gov (Arkansas) | 1997 | 6/30/18 | |
Iowa Interactive, LLC | www.Iowa.gov (Iowa) | 1997 | 12/31/13 | |
Indiana Interactive, LLC | www.IN.gov (Indiana) | 1995 | 7/1/14 | |
Nebraska Interactive, LLC | www.Nebraska.gov (Nebraska) | 1995 | 1/31/16 | |
Kansas Information Consortium, Inc. | www.Kansas.gov (Kansas) | 1992 | 12/31/2014 (12/31/2017) | |
*See Note 1 for discussion of the Pennsylvania contract. |
Stock_Based_Compensation_Table
Stock Based Compensation (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Stock-based Compensation Expense | ' | ||||||||||||||||
The following table presents stock-based compensation expense included in the Company’s Unaudited Consolidated Statements of Income (in thousands): | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of portal revenues, exclusive of depreciation & amortization | $ | 282 | $ | 296 | $ | 845 | $ | 784 | |||||||||
Cost of software & services revenues, exclusive of depreciation & amortization | 13 | 17 | 48 | 47 | |||||||||||||
Selling & administrative | 895 | 939 | 2,374 | 2,278 | |||||||||||||
Stock-based compensation expense before income taxes | 1,190 | 1,252 | 3,267 | 3,109 | |||||||||||||
Income tax benefit | (444 | ) | (534 | ) | (1,235 | ) | (1,321 | ) | |||||||||
Net stock-based compensation expense | $ | 746 | $ | 718 | $ | 2,032 | $ | 1,788 |
Segments_and_Related_Informati1
Segments and Related Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Summary of Financial Information for Reportable Segments | ' | ||||||||||||||||
The table below reflects summarized financial information for the Company’s reportable and operating segments for the three months ended September 30 (in thousands): | |||||||||||||||||
Outsourced | Other Software | Other Reconciling | Consolidated | ||||||||||||||
Portals | & Services | Items | Total | ||||||||||||||
2013 | |||||||||||||||||
Revenues | $ | 57,721 | $ | 3,609 | $ | - | $ | 61,330 | |||||||||
Costs & expenses | 42,577 | 1,057 | 7,436 | 51,070 | |||||||||||||
Depreciation & amortization | 2,052 | 13 | 80 | 2,145 | |||||||||||||
Operating income (loss) | $ | 13,092 | $ | 2,539 | $ | (7,516 | ) | $ | 8,115 | ||||||||
2012 | |||||||||||||||||
Revenues | $ | 50,198 | $ | 3,008 | $ | - | $ | 53,206 | |||||||||
Costs & expenses | 34,030 | 1,219 | 5,842 | 41,091 | |||||||||||||
Amortization of acquisition-related | |||||||||||||||||
intangible assets | 53 | - | - | 53 | |||||||||||||
Depreciation & amortization | 1,532 | 16 | 58 | 1,606 | |||||||||||||
Operating income (loss) | $ | 14,583 | $ | 1,773 | $ | (5,900 | ) | $ | 10,456 | ||||||||
The table below reflects summarized financial information for the Company’s reportable segments for the nine months ended September 30 (in thousands): | |||||||||||||||||
Outsourced | Other Software | Other Reconciling | Consolidated | ||||||||||||||
Portals | & Services | Items | Total | ||||||||||||||
2013 | |||||||||||||||||
Revenues | $ | 177,857 | $ | 10,635 | $ | - | $ | 188,492 | |||||||||
Costs & expenses | 114,915 | 3,583 | 22,192 | 140,690 | |||||||||||||
Depreciation & amortization | 5,969 | 41 | 211 | 6,221 | |||||||||||||
Operating income (loss) | $ | 56,973 | $ | 7,011 | $ | (22,403 | ) | $ | 41,581 | ||||||||
2012 | |||||||||||||||||
Revenues | $ | 144,952 | $ | 8,979 | $ | - | $ | 153,931 | |||||||||
Costs & expenses | 97,052 | 3,293 | 18,331 | 118,676 | |||||||||||||
Amortization of acquisition-related | |||||||||||||||||
intangible assets | 214 | - | - | 214 | |||||||||||||
Depreciation & amortization | 4,013 | 44 | 179 | 4,236 | |||||||||||||
Operating income (loss) | $ | 43,673 | $ | 5,642 | $ | (18,510 | ) | $ | 30,805 | ||||||||
Reconciliation of Total Segment Operating Income to Total Consolidated Income before Income Taxes | ' | ||||||||||||||||
The following is a reconciliation of total segment operating income to total consolidated income before income taxes for the three months ended September 30 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Total segment operating income | $ | 15,631 | $ | 16,356 | |||||||||||||
Other reconciling items | (7,516 | ) | (5,900 | ) | |||||||||||||
Other income, net | 4 | - | |||||||||||||||
Consolidated income before income taxes | $ | 8,119 | $ | 10,456 | |||||||||||||
The following is a reconciliation of total segment operating income to total consolidated income before income taxes for the nine months ended September 30 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Total segment operating income | $ | 63,984 | $ | 49,315 | |||||||||||||
Other reconciling items | (22,403 | ) | (18,510 | ) | |||||||||||||
Other expense, net | (17 | ) | (1 | ) | |||||||||||||
Consolidated income before income taxes | $ | 41,564 | $ | 30,804 |
The_Company_and_Summary_of_Sig3
The Company and Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||||
Share data in Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 09, 2013 |
Categories | Categories | Deposits Assets | Deposits Assets | Commonwealth Of Pennsylvania | |||
Maximum | |||||||
Organization and Summary of Significant Accounting Policies Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Number of business channels | 2 | 2 | ' | ' | ' | ' | ' |
Number of revenue and cost categories | 2 | 2 | ' | ' | ' | ' | ' |
Provision for losses on accounts receivable | $5,125,000 | $5,125,000 | $157,000 | ' | ' | ' | ' |
Non-cash charge per share after-tax | $0.05 | $0.05 | ' | ' | ' | ' | ' |
Accounts receivable | ' | ' | ' | ' | ' | ' | 5,100,000 |
Allowance for doubtful accounts | 600,000 | 600,000 | ' | 600,000 | ' | ' | ' |
Unvested service-based restricted stock awards included in the calculation of earnings per share | ' | 0.7 | 0.7 | ' | ' | ' | ' |
Cash subject to FDIC insurance | ' | ' | ' | ' | 9,800,000 | 250,000 | ' |
Cash not subject to FDIC insurance | ' | ' | ' | ' | $81,100,000 | ' | ' |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Earnings per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Numerator: | ' | ' | ' | ' |
Net income | $5,093 | $5,995 | $25,857 | $17,716 |
Less: Income allocated to participating securities | -47 | -62 | -271 | -214 |
Net income available to common stockholders | $5,046 | $5,933 | $25,586 | $17,502 |
Denominator: | ' | ' | ' | ' |
Weighted average shares - basic | 64,961 | 64,586 | 64,854 | 64,458 |
Performance-based restricted stock awards | 8 | 18 | 7 | 17 |
Weighted average shares - diluted | 64,969 | 64,604 | 64,861 | 64,475 |
Basic net income per share: | ' | ' | ' | ' |
Net income | $0.08 | $0.09 | $0.39 | $0.27 |
Diluted net income per share: | ' | ' | ' | ' |
Net income | $0.08 | $0.09 | $0.39 | $0.27 |
Outsourced_Government_Contract2
Outsourced Government Contracts - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Contract | Contract | Maximum | NICUSA, AZ Division | NICUSA, AZ Division | NICUSA, AZ Division | NICUSA, AZ Division | Virginia Interactive, LLC | Virginia Interactive, LLC | New Mexico Interactive, LLC | Department of Game and Inland Fisheries | Office of the Executive Secretary of the Supreme Court of Virginia | State of Kansas | State of Nebraska | State of Vermont | State of Vermont | State of Vermont | State of Rhode Island | State of Wisconsin | State of Wisconsin | State of Idaho | Kentucky | State of New Jersey | State of Iowa | State of Iowa | State of Arizona | State of Maine | State of West Virginia | US Department of Transportation, Federal Motor Carrier Safety Administration | US Department of Transportation, Federal Motor Carrier Safety Administration | Federal Election Commission | Outsourced State Portal Contracts | Outsourced State Portal Contracts | |
Customer | Customer | Extended Term | Renewal Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Extended Term | Renewal Term | Third Extended Term | Contract | Contract | |||||||||||
Contract | Contract | ||||||||||||||||||||||||||||||||
Contracts [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of portal outsourcing contracts that can be terminated by the other party without cause on period of notice | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15 | 15 |
Percentage of total consolidated revenues related to contracts that can be terminated by the other party without cause on period of notice | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 59.00% | 57.00% |
Performance bond commitments | $6.10 | $6.10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of contract | ' | ' | ' | ' | ' | '6 months | '3 months | ' | ' | '1 year | ' | ' | '1 year | '2 years | '3 years | '4 months | '3 years | '5 months | '5 years | '5 years | '2 years | '1 year | '1 year | '3 months | '6 months | '6 months | '2 years | '6 months | '1 year | '1 year | ' | ' | ' |
Contract renewal option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option for the agency to extend the contract | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of federal agencies the Company currently has contracts with to provide outsourced services | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of contract renewal options | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' |
Contract Expiration Date | ' | ' | ' | ' | ' | ' | ' | ' | 31-Aug-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16-Feb-14 | 30-Jun-13 | ' | ' |
Revenues from the FEC contract | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of outsourced portal services or software development and services contracts with expiration date within a 12-month period | 15 | 15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of total consolidated revenues related to contracts with expiration dates within a 12-month period | 39.00% | 38.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of total consolidated revenues | ' | ' | ' | 1.00% | 1.00% | ' | ' | 2.00% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_StateWide_Portal_Ou
Summary of State-Wide Portal Outsourcing Management Services to Multiple Governments Agencies (Detail) | 9 Months Ended | |
Sep. 30, 2013 | ||
NICUSA, AZ Division | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.AZ.gov (Arizona) | |
Year Service Commenced | '2007 | |
Wisconsin Interactive Network, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.wisconsin.gov (Wisconsin) | |
Year Service Commenced | '2013 | |
Contract Expiration Date | 13-May-18 | |
Pennsylvania Interactive LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.pa.gov (Pennsylvania) | [1] |
Year Service Commenced | '2012 | [1] |
Contract Expiration Date | 30-Nov-17 | [1] |
NICUSA, OR Division | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.oregon.gov (Oregon) | |
Year Service Commenced | '2011 | |
Contract Expiration Date | 22-Nov-21 | |
NICUSA, MD Division | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.maryland.gov (Maryland) | |
Year Service Commenced | '2011 | |
Contract Expiration Date | 10-Aug-16 | |
Delaware Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.delaware.gov (Delaware) | |
Year Service Commenced | '2011 | |
Contract Expiration Date | 25-Sep-14 | |
Mississippi Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.ms.gov (Mississippi) | |
Year Service Commenced | '2011 | |
Contract Expiration Date | 31-Dec-15 | |
New Jersey Interactive LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.nj.gov (New Jersey) | |
Year Service Commenced | '2009 | |
Contract Expiration Date | 30-Jun-14 | |
Texas NICUSA, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Texas.gov (Texas) | |
Year Service Commenced | '2009 | |
Contract Expiration Date | 31-Aug-16 | |
West Virginia Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.WV.gov (West Virginia) | |
Year Service Commenced | '2007 | |
Contract Expiration Date | 31-Dec-13 | |
Vermont Information Consortium, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Vermont.gov (Vermont) | |
Year Service Commenced | '2006 | |
Contract Expiration Date | 8-Jun-16 | |
Colorado Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Colorado.gov (Colorado) | |
Year Service Commenced | '2005 | |
Contract Expiration Date | 18-May-14 | |
South Carolina Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.SC.gov (South Carolina) | |
Year Service Commenced | '2005 | |
Contract Expiration Date | 15-Jul-14 | |
Kentucky Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Kentucky.gov (Kentucky) | |
Year Service Commenced | '2003 | |
Contract Expiration Date | 31-Aug-14 | |
Alabama Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Alabama.gov (Alabama) | |
Year Service Commenced | '2002 | |
Contract Expiration Date | 28-Feb-15 | |
Rhode Island Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.RI.gov (Rhode Island) | |
Year Service Commenced | '2001 | |
Contract Expiration Date | 15-Nov-13 | |
Oklahoma Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.OK.gov (Oklahoma) | |
Year Service Commenced | '2001 | |
Contract Expiration Date | 31-Dec-13 | |
Montana Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.MT.gov (Montana) | |
Year Service Commenced | '2001 | |
Contract Expiration Date | 31-Dec-15 | |
NICUSA, TN Division | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.TN.gov (Tennessee) | |
Year Service Commenced | '2000 | |
Contract Expiration Date | 30-Sep-14 | |
Hawaii Information Consortium, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.eHawaii.gov (Hawaii) | |
Year Service Commenced | '2000 | |
Contract Expiration Date | 3-Jan-16 | |
Idaho Information Consortium, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Idaho.gov (Idaho) | |
Year Service Commenced | '2000 | |
Contract Expiration Date | 30-Jun-15 | |
Utah Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Utah.gov (Utah) | |
Year Service Commenced | '1999 | |
Contract Expiration Date | 5-Jun-16 | |
Maine Information Network, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Maine.gov (Maine) | |
Year Service Commenced | '1999 | |
Contract Expiration Date | 1-Jul-16 | |
Arkansas Information Consortium, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Arkansas.gov (Arkansas) | |
Year Service Commenced | '1997 | |
Contract Expiration Date | 30-Jun-18 | |
Iowa Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Iowa.gov (Iowa) | |
Year Service Commenced | '1997 | |
Contract Expiration Date | 31-Dec-13 | |
Indiana Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.IN.gov (Indiana) | |
Year Service Commenced | '1995 | |
Contract Expiration Date | 1-Jul-14 | |
Nebraska Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Nebraska.gov (Nebraska) | |
Year Service Commenced | '1995 | |
Contract Expiration Date | 31-Jan-16 | |
Kansas Information Consortium, Inc. | ' | |
Contracts [Line Items] | ' | |
Portal Website (State) | 'www.Kansas.gov (Kansas) | |
Year Service Commenced | '1992 | |
Contract Expiration Date | 31-Dec-14 | |
Transition Period Term | NICUSA, AZ Division | ' | |
Contracts [Line Items] | ' | |
Term of contract | 'In transition period - 12/26/2013 (6/26/2014) | |
Renewal Term | Wisconsin Interactive Network, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 13-May-23 | |
Renewal Term | Pennsylvania Interactive LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 30-Nov-22 | [1] |
Renewal Term | NICUSA, MD Division | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 10-Aug-19 | |
Renewal Term | Delaware Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 25-Sep-17 | |
Renewal Term | Mississippi Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 31-Dec-21 | |
Renewal Term | Vermont Information Consortium, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 8-Jun-19 | |
Renewal Term | Kentucky Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 31-Aug-15 | |
Renewal Term | Alabama Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 28-Feb-17 | |
Renewal Term | Oklahoma Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 31-Dec-14 | |
Renewal Term | Montana Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 31-Dec-20 | |
Renewal Term | NICUSA, TN Division | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 30-Mar-16 | |
Renewal Term | Hawaii Information Consortium, LLC | ' | |
Contracts [Line Items] | ' | |
Term of contract | 'Unlimited 3-year renewal options | |
Renewal Term | Utah Interactive, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 5-Jun-19 | |
Renewal Term | Maine Information Network, LLC | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 14-Mar-18 | |
Renewal Term | Kansas Information Consortium, Inc. | ' | |
Contracts [Line Items] | ' | |
Contract Expiration Date | 31-Dec-17 | |
[1] | See Note 1 for discussion of the Pennsylvania contract. |
Stock_Based_Compensation_Addit
Stock Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Performance-Based Restricted Stock | Performance-Based Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | |
Performance Period 2010 to 2012 | Service Based Awards | Service Based Awards | Service Based Awards | ||
Vest beginning one year from the date of grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Share based compensation award shares granted in period | 115,696 | ' | 10,333 | 279,689 | ' |
Share based compensation award granted in period grant-date fair value | $1.90 | ' | $0.20 | $4.60 | ' |
Share based compensation award performance period | '3 years | ' | ' | '1 year | ' |
Share based compensation award cumulative annual installment vesting rate | ' | ' | ' | ' | 25.00% |
Share based compensation award granted in period weighted average fair value at grant date, per share | $16.24 | ' | ' | ' | ' |
Share based compensation award end date of the a three-year performance period | 31-Dec-15 | ' | ' | ' | ' |
Performance criteria over the performance period | 'The actual number of shares earned will be based on the Company's performance related to the following performance criteria over the performance period Operating income growth (three-year compound annual growth rate); Total consolidated revenue growth (three-year compound annual growth rate); and Cash flow return on invested capital (three-year average). | ' | ' | ' | ' |
Share based compensation award shares earned in period | ' | 78,747 | ' | ' | ' |
Share based compensation dividend earned on shares subject to the awards, shares | ' | 8,013 | ' | ' | ' |
Share based compensation performance-based restricted stock awards, vesting date | ' | 1-Feb-13 | ' | ' | ' |
Share based compensation performance-based restricted stock awards, grant date | ' | 1-Feb-10 | ' | ' | ' |
Stock_Based_Compensation_Expen
Stock Based Compensation Expenses (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense before income taxes | $1,190 | $1,252 | $3,267 | $3,109 |
Income tax benefit | -444 | -534 | -1,235 | -1,321 |
Net stock-based compensation expense | 746 | 718 | 2,032 | 1,788 |
Cost of portal revenues, exclusive of depreciation & amortization | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense before income taxes | 282 | 296 | 845 | 784 |
Cost of software & services revenues, exclusive of depreciation & amortization | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense before income taxes | 13 | 17 | 48 | 47 |
Selling & administrative | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense before income taxes | $895 | $939 | $2,374 | $2,278 |
Debt_Obligations_and_Collatera1
Debt Obligations and Collateral Requirements - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Debt Obligations And Collateral Requirements [Line Items] | ' | ' |
Debt instrument, covenant compliance | 'The Company was in compliance with each of the covenants listed above at September 30, 2013 | ' |
Unsecured Credit Agreement | Covenant Requirement | ' | ' |
Debt Obligations And Collateral Requirements [Line Items] | ' | ' |
Consolidated leverage ratio | 1.5 | ' |
Consolidated minimum annual EBITDA required computed quarterly on a rolling 12-month basis | $12 | ' |
Consolidated tangible net worth required | 36 | ' |
Unsecured Credit Agreement | Revolving Credit Facility | ' | ' |
Debt Obligations And Collateral Requirements [Line Items] | ' | ' |
Credit facility, maximum borrowing capacity | 10 | ' |
Credit facility, expiration date | 1-May-15 | ' |
Credit facility, additional interest above Federal Fund Rate | 0.50% | ' |
Credit facility, interest rate description | 'Interest on amounts borrowed is payable at a base rate or a Eurodollar rate, in each case as defined in the agreement. The base rate is equal to the higher of the Federal Funds Rate plus 0.5% or the bank's prime rate. Fees on outstanding letters of credit are either 1.50% (if the Company's consolidated leverage ratio is less than or equal to 1.251) or 1.75% (if the Company's consolidated leverage ratio is greater than 1.251) of face value per annum. | ' |
Credit facility, outstanding letters of credit | 1.6 | 1.7 |
Credit facility, available capacity to issue additional letters of credit | 3.4 | ' |
Credit facility, available borrowing capacity | 8.4 | ' |
Unsecured Credit Agreement | Revolving Credit Facility | Letter of Credit | ' | ' |
Debt Obligations And Collateral Requirements [Line Items] | ' | ' |
Credit facility, maximum borrowing capacity | $5 | ' |
Unsecured Credit Agreement | Revolving Credit Facility | Letter of Credit | If the Company's consolidated leverage ratio is less than or equal to 1.25:1 | ' | ' |
Debt Obligations And Collateral Requirements [Line Items] | ' | ' |
Fees on outstanding letters of credit | 1.50% | ' |
Consolidated leverage ratio | 1.25 | ' |
Unsecured Credit Agreement | Revolving Credit Facility | Letter of Credit | If the Company's consolidated leverage ratio is greater than 1.25:1 | ' | ' |
Debt Obligations And Collateral Requirements [Line Items] | ' | ' |
Fees on outstanding letters of credit | 1.75% | ' |
Consolidated leverage ratio | 1.25 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Selling & administrative | $10,387,000 | $8,218,000 | $30,054,000 | $24,536,000 |
Operating income (loss) | 8,115,000 | 10,456,000 | 41,581,000 | 30,805,000 |
Directors and Officers Liability Insurance | Minimum | ' | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Expenses that are subject to insurance reimbursement, collection period | ' | ' | 90 | ' |
Directors and Officers Liability Insurance | Maximum | ' | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Expenses that are subject to insurance reimbursement, collection period | ' | ' | 120 | ' |
Legal Fees and Other Third Party Costs | ' | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Selling & administrative | 3,500,000 | 1,100,000 | 7,200,000 | 3,400,000 |
Legal Fees and Other Third Party Costs | Directors and Officers Liability Insurance | ' | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Reimbursement from insurance carrier | 2,800,000 | 1,000,000 | 5,700,000 | 3,000,000 |
Operating income (loss) | $700,000 | $100,000 | $1,500,000 | $400,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Income Taxes [Line Items] | ' | ' | ' | ' | ' |
Effective tax rate | 37.00% | 43.00% | 38.00% | 42.00% | ' |
Federal tax credits | $0.20 | ' | $0.30 | ' | $0.50 |
Segments_and_Related_Informati2
Segments and Related Information - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Number of reportable segments | ' | ' | 1 | ' |
Customer Concentration Risk | Revenue | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Percentage of total revenues | 24.00% | 21.00% | 23.00% | 21.00% |
Summary_of_Financial_Informati
Summary of Financial Information for Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenues | $61,330 | $53,206 | $188,492 | $153,931 |
Costs & expenses | 51,070 | 41,091 | 140,690 | 118,676 |
Amortization of acquisition-related intangible assets | ' | 53 | ' | 214 |
Depreciation & amortization | 2,145 | 1,606 | 6,221 | 4,236 |
Operating income | 8,115 | 10,456 | 41,581 | 30,805 |
Outsourced Portals | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenues | 57,721 | 50,198 | 177,857 | 144,952 |
Costs & expenses | 42,577 | 34,030 | 114,915 | 97,052 |
Amortization of acquisition-related intangible assets | ' | 53 | ' | 214 |
Depreciation & amortization | 2,052 | 1,532 | 5,969 | 4,013 |
Operating income | 13,092 | 14,583 | 56,973 | 43,673 |
Other Software & Services | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenues | 3,609 | 3,008 | 10,635 | 8,979 |
Costs & expenses | 1,057 | 1,219 | 3,583 | 3,293 |
Depreciation & amortization | 13 | 16 | 41 | 44 |
Operating income | 2,539 | 1,773 | 7,011 | 5,642 |
Other Reconciling Items | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Costs & expenses | 7,436 | 5,842 | 22,192 | 18,331 |
Depreciation & amortization | 80 | 58 | 211 | 179 |
Operating income | ($7,516) | ($5,900) | ($22,403) | ($18,510) |
Reconciliation_of_Total_Segmen
Reconciliation of Total Segment Operating Income to Total Consolidated Income before Income Taxes (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Operating income (loss) | $8,115 | $10,456 | $41,581 | $30,805 |
Other income (expense), net | 4 | ' | -17 | -1 |
Consolidated income before income taxes | 8,119 | 10,456 | 41,564 | 30,804 |
Total segment operating income | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Operating income (loss) | 15,631 | 16,356 | 63,984 | 49,315 |
Other Reconciling Items | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Operating income (loss) | ($7,516) | ($5,900) | ($22,403) | ($18,510) |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Subsequent Event, USD $) | 1 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Oct. 28, 2013 |
Subsequent Event | ' |
Subsequent Event [Line Items] | ' |
Special cash dividend declared, date | 28-Oct-13 |
Special cash dividend declared per share | $0.35 |
Special cash dividend payable, date | 8-Nov-13 |
Special cash dividend paid | $23 |
Special cash dividend paid, date | 2-Jan-14 |