Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 24, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'CEB | ' |
Entity Registrant Name | 'CORPORATE EXECUTIVE BOARD CO | ' |
Entity Central Index Key | '0001066104 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 33,640,195 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $87,045 | $119,554 |
Accounts receivable, net | 194,256 | 271,264 |
Deferred income taxes, net | 14,411 | 17,524 |
Deferred incentive compensation | 22,280 | 24,472 |
Prepaid expenses and other current assets | 29,988 | 29,355 |
Total current assets | 347,980 | 462,169 |
Deferred income taxes, net | 1,500 | 1,230 |
Property and equipment, net | 116,730 | 106,854 |
Goodwill | 457,159 | 442,775 |
Intangible assets, net | 279,607 | 309,692 |
Other non-current assets | 70,511 | 60,955 |
Total assets | 1,273,487 | 1,383,675 |
Current liabilities: | ' | ' |
Accounts payable and accrued liabilities | 62,411 | 85,294 |
Accrued incentive compensation | 47,891 | 61,498 |
Deferred revenue | 384,540 | 416,367 |
Deferred income taxes, net | 457 | 969 |
Debt - current portion | 12,769 | 10,274 |
Total current liabilities | 508,068 | 574,402 |
Deferred income taxes | 45,120 | 48,553 |
Other liabilities | 118,393 | 115,424 |
Debt - long term | 495,353 | 505,554 |
Total liabilities | 1,166,934 | 1,243,933 |
Stockholders' equity: | ' | ' |
Common stock, par value $0.01; 100,000,000 shares authorized, 45,003,223 and 44,676,447 shares issued, and 33,604,475 and 33,624,002 shares outstanding at September 30, 2014 and December 31, 2013, respectively | 450 | 447 |
Additional paid-in capital | 457,678 | 444,128 |
Retained earnings | 343,849 | 347,689 |
Accumulated elements of other comprehensive income | 23,907 | 43,287 |
Treasury stock, at cost, 11,398,748 and 11,052,445 shares at September 30, 2014 and December 31, 2013, respectively | -719,331 | -695,809 |
Total stockholders' equity | 106,553 | 139,742 |
Total liabilities and stockholders' equity | $1,273,487 | $1,383,675 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 45,003,223 | 44,676,447 |
Common stock, shares outstanding | 33,604,475 | 33,624,002 |
Treasury stock, at cost, shares | 11,398,748 | 11,052,445 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenue | $229,008 | $201,735 | $668,872 | $596,617 |
Costs and expenses: | ' | ' | ' | ' |
Cost of services | 80,019 | 72,387 | 243,240 | 219,175 |
Member relations and marketing | 68,178 | 60,481 | 203,107 | 174,377 |
General and administrative | 25,700 | 21,213 | 81,090 | 71,683 |
Acquisition related costs | 407 | 4,022 | 2,852 | 7,044 |
Impairment loss | ' | 22,600 | 39,700 | 22,600 |
Depreciation and amortization | 16,655 | 15,287 | 51,586 | 44,776 |
Total costs and expenses | 190,959 | 195,990 | 621,575 | 539,655 |
Operating profit | 38,049 | 5,745 | 47,297 | 56,962 |
Other income (expense), net | ' | ' | ' | ' |
Interest income and other | 5,934 | -2,093 | 3,846 | -797 |
Interest expense | -4,561 | -4,956 | -13,872 | -17,596 |
Gain on cost method investment | ' | ' | 6,585 | ' |
Debt extinguishment costs | ' | -6,691 | ' | -6,691 |
Other income (expense), net | 1,373 | -13,740 | -3,441 | -25,084 |
Income (loss) before provision for income taxes | 39,422 | -7,995 | 43,856 | 31,878 |
Provision for income taxes | 18,040 | -2,612 | 21,239 | 12,485 |
Net income (loss) | $21,382 | ($5,383) | $22,617 | $19,393 |
Basic earnings (loss) per share | $0.63 | ($0.16) | $0.67 | $0.58 |
Diluted earnings (loss) per share | $0.63 | ($0.16) | $0.66 | $0.57 |
Weighted average shares outstanding: | ' | ' | ' | ' |
Basic | 33,789 | 33,597 | 33,761 | 33,519 |
Diluted | 34,049 | 33,933 | 34,133 | 33,899 |
Dividends declared and paid per share | $0.26 | $0.23 | $0.79 | $0.68 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive (Loss) Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net income (loss) | $21,382 | ($5,383) | $22,617 | $19,393 |
Other comprehensive (loss) income: | ' | ' | ' | ' |
Currency translation adjustment | -37,851 | 39,914 | -18,789 | 1,801 |
Comprehensive (loss) income | -15,596 | 34,900 | 3,237 | 21,346 |
Foreign Currency Hedges [Member] | ' | ' | ' | ' |
Other comprehensive (loss) income: | ' | ' | ' | ' |
Foreign currency hedges, net of tax | $873 | $369 | ($591) | $152 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $22,617 | $19,393 |
Adjustments to reconcile net income to net cash flows provided by operating activities: | ' | ' |
Impairment loss | 39,700 | 22,600 |
Debt extinguishment costs | ' | 6,691 |
Exit costs | ' | 1,007 |
Gain on cost method investment | -6,585 | ' |
Depreciation and amortization | 51,586 | 44,776 |
Amortization of credit facility issuance costs | 1,954 | 2,308 |
Deferred income taxes | -6,674 | -8,530 |
Share-based compensation | 11,601 | 9,123 |
Excess tax benefits from share-based compensation arrangements | -3,058 | -4,036 |
Foreign currency translation (gain) loss | -1,608 | 1,064 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable, net | 78,439 | 56,554 |
Deferred incentive compensation | 2,004 | -1,059 |
Prepaid expenses and other current assets | 113 | -21,665 |
Other non-current assets | -1,924 | -1,107 |
Accounts payable and accrued liabilities | -21,883 | -11,863 |
Accrued incentive compensation | -13,418 | -10,180 |
Deferred revenue | -36,881 | -16,693 |
Other liabilities | 1,913 | 6,621 |
Net cash flows provided by operating activities | 117,896 | 95,004 |
Cash flows from investing activities: | ' | ' |
Purchases of property and equipment | -31,310 | -23,038 |
Cost method and other investments | -3,735 | -11,213 |
Acquisition of businesses, net of cash acquired | -58,902 | ' |
Net cash flows used in investing activities | -93,947 | -34,251 |
Cash flows from financing activities: | ' | ' |
Proceeds from credit facility | ' | 5,000 |
Payments of credit facility | -8,064 | -29,314 |
Proceeds from the exercise of common stock options | ' | 1,098 |
Proceeds from the issuance of common stock under the employee stock purchase plan | 885 | 653 |
Excess tax benefits from share-based compensation arrangements | 3,058 | 4,036 |
Credit facility issuance costs | ' | -4,156 |
Purchase of treasury shares | -16,039 | -2,751 |
Withholding of shares to satisfy minimum employee tax withholding for restricted stock units | -6,817 | -6,556 |
Payment of dividends | -26,524 | -22,624 |
Net cash flows used in financing activities | -53,501 | -54,614 |
Effect of exchange rates on cash | -2,957 | -991 |
Net (decrease) increase in cash and cash equivalents | -32,509 | 5,148 |
Cash and cash equivalents, beginning of period | 119,554 | 72,699 |
Cash and cash equivalents, end of period | $87,045 | $77,847 |
Nature_of_Business_and_Basis_o
Nature of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Nature of Business and Basis of Presentation | ' |
Note 1. Nature of Business and Basis of Presentation | |
The Corporate Executive Board Company (“CEB” or the “Company”) is a member-based advisory company that equips senior executives and their teams with insight and actionable solutions to drive corporate performance by combining the best practices of thousands of member companies with its proprietary research methodologies, benchmarking assets, and human capital analytics. This distinctive approach, pioneered by CEB, enables executives to harness peer perspectives and tap into breakthrough innovation without costly consulting or reinvention. | |
The accompanying condensed consolidated financial statements have been prepared in accordance with US generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for reporting on Form 10-Q. Accordingly, certain information and disclosures required for complete consolidated financial statements are not included. It is recommended that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and related notes in CEB’s 2013 Annual Report on Form 10-K. | |
In management’s opinion, all adjustments, consisting of a normal recurring nature, considered necessary for a fair presentation of the condensed consolidated financial position, results of operations, and cash flows at the dates and for the periods presented have been included. The condensed consolidated balance sheet presented at December 31, 2013 has been derived from the financial statements that were audited by CEB’s independent registered public accounting firm. The results of operations for the three and nine months ended September 30, 2014 may not be indicative of the results that may be expected for the year ended December 31, 2014 or any other period within 2014. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Recent Accounting Pronouncements | ' |
Note 2. Recent Accounting Pronouncements | |
Not yet adopted | |
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements — Going Concern (Subtopic 205-40). This ASU requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. It requires an assessment for a period of one year after the date that the financial statements are issued. Further, based on certain conditions and circumstances, additional disclosures may be required. This ASU is effective beginning with the first annual period ending after December 15, 2016, and for all annual and interim periods thereafter. Early application is permitted. The Company does not expect this ASU to have an impact on the Company’s consolidated financial statements or related disclosures. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The ASU is the result of joint efforts by the FASB and International Accounting Standards Board to develop a common revenue standard for GAAP and International Financial Reporting Standards. This ASU provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, and changes disclosure requirements. Under this ASU, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This ASU is effective for annual periods beginning after December 15, 2016, including interim periods within that reporting period, and may be adopted either retrospectively or on a modified retrospective basis whereby the new standard would be applied to new contracts and existing contracts with remaining performance obligations as of the effective date, with a cumulative catch-up adjustment recorded to beginning retained earnings at the effective date for existing contracts with remaining performance obligations. Early adoption is not permitted. The Company is in the process of evaluating the methods of adoption allowed by the ASU and assessing its impact on the Company’s consolidated financial statements and related disclosures. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2014 | |
Business Combinations [Abstract] | ' |
Acquisitions | ' |
Note 3. Acquisitions | |
KnowledgeAdvisors | |
On February 28, 2014, the Company completed the acquisition of 100% of the equity interests of KnowledgeAdvisors, Inc. (“KnowledgeAdvisors”). The purchase price, net of cash acquired, was $50.9 million. KnowledgeAdvisors is a provider of analytics solutions for talent development professionals. KnowledgeAdvisors’ analytics platform provides benchmarks that gauge the effectiveness of learning and development programs and allows Chief Human Resources Officers and Chief Learning Officers to improve employee competencies and generate stronger returns on talent investments. | |
Based on the fair value of the acquired assets and assumed liabilities as of the acquisition date, the Company allocated $24.0 million to amortizable intangible assets, consisting of customer relationships, acquired intellectual property, trade names, and software, with a weighted average amortization period of 4 years and $35.0 million to goodwill related primarily to workforce and expected revenue and cost synergies. Goodwill and intangible assets are not deductible for tax purposes. As a result, the Company recorded a deferred tax liability of $9.6 million related to the difference in the book and tax basis of identifiable intangible assets and a $3.1 million deferred tax asset related to net operating loss carryforwards. Deferred revenue at the acquisition date was recorded at fair value, which resulted in a $3.6 million reduction of deferred revenue. Of this amount, $2.9 million would have been recognized as revenue in the nine months ended September 30, 2014. The remaining amount would have been recognized primarily in the fourth quarter of 2014. The Company is still evaluating the fair value of acquired assets and liabilities; therefore, the final allocation of the purchase price has not been completed. The allocation of the purchase price will be finalized by December 31, 2014. | |
The operating results of KnowledgeAdvisors have been included in the CEB segment since the date of the acquisition and are not considered material to the Company’s consolidated financial statements. Accordingly, pro forma financial information has not been presented. | |
Talent Neuron | |
On January 14, 2014, the Company acquired the Talent Neuron platform from Zinnov LLC for a cash payment of approximately $8.0 million. The Talent Neuron platform is a web-based solution started in 2011 that provides global talent market intelligence data, software, and decision support to assist executives with key talent planning activities. The Company allocated $1.7 million to intangible assets, consisting of acquired intellectual property and software, with a weighted average amortization period of 3 years and $6.3 million to goodwill which is not deductible for tax purposes. All post-closing adjustments have been completed. The operating results of Talent Neuron have been included in the CEB segment since the date of the acquisition and are not considered material to the Company’s consolidated financial statements. Accordingly, pro forma financial information has not been presented. | |
Other Investments | |
In the three months ended September 30, 2014, the Company purchased an approximately $2.6 million senior subordinated convertible promissory note (the “Convertible Note”) from one of its existing private entity investments. The Convertible Note matures on August 12, 2018 and bears annual interest of 8%. The Company has the right to elect to convert the outstanding principal and unpaid accrued interest to common shares of the investee at any time on or prior to the maturity date. Further, the Convertible Note provides an automatic conversion to preferred shares upon the investee’s equity financing event. The Company has bifurcated the automatic conversion feature since it represents an embedded derivative. The Company has accounted for the Convertible Note as an available-for-sale security. The fair value of the Convertible Note and the bifurcated automatic conversion feature of approximately $2.7 million are included in Other non-current assets in the condensed consolidated balance sheet at September 30, 2014. | |
In the nine months ended September 30, 2014, the Company exchanged its investment in preferred stock of PayScale, Inc. for common shares of PayScale Holdings, Inc. as part of the acquisition of PayScale, Inc. by a third party. As such, the Company adjusted its cost-method investment carrying amount to fair value which resulted in a $6.6 million non-cash gain in the nine months ended September 30, 2014. The fair value of the common shares received was measured at the price paid for shares of the same class by new investors in PayScale Holdings, Inc. | |
At September 30, 2014 and December 31, 2013, the Company held a total of five investments in private entities with an aggregate carrying amount of $21.2 million and $14.6 million, respectively, included in Other non-current assets in the condensed consolidated balance sheets. The cost method is used for these investments as the Company either holds instruments that are other than common stock or in-substance common stock and do not have readily determinable fair values or where common stock or in-substance common stock is held, the Company believes that due to the size and nature of the investments, it is not able to exercise significant influence on the investee entities. These investments are carried at their original cost and evaluated each reporting period as to whether an event or change in circumstances has occurred in that period that may have an adverse effect on the net realizable value of the assets. Because the investee entities are private companies without exchange traded securities, the fair value of the underlying investment is not practicable to estimate. | |
In October 2014, the Company made an additional investment of $4.8 million in one of its existing private entity investments. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||||||||||
Note 4. Fair Value Measurements | |||||||||||||||||||||||||
Measurements | |||||||||||||||||||||||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. There is a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: | |||||||||||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||||||||||
• | Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | ||||||||||||||||||||||||
• | Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. | ||||||||||||||||||||||||
The Company has segregated all assets and liabilities that are measured at fair value on a recurring basis into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the tables below (in thousands): | |||||||||||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||
Financial assets | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 87,045 | $ | — | $ | — | $ | 119,554 | $ | — | $ | — | |||||||||||||
Investments held through variable insurance products in a Rabbi Trust | — | 17,264 | — | — | 16,975 | — | |||||||||||||||||||
Forward currency exchange contracts | — | — | — | — | 761 | — | |||||||||||||||||||
Interest rate swaps | — | 545 | — | — | 880 | — | |||||||||||||||||||
Available-for-sale securities | — | — | 2,664 | — | — | — | |||||||||||||||||||
Financial liabilities | |||||||||||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 12 | $ | — | $ | — | $ | — | $ | — | |||||||||||||
Investments held through variable insurance products in a Rabbi Trust included in Other non-current assets consist of mutual funds available only to institutional investors. The fair value of these investments are based on the fair value of the underlying investments held by the mutual funds allocated to each share of the mutual fund using a net asset value approach. The fair value of the underlying investments held by the mutual funds are observable inputs. The fair value for foreign currency exchange contracts are based on bank quotations for similar instruments using models with market-based inputs. | |||||||||||||||||||||||||
Available-for-sale securities represent the Convertible Note and related embedded derivative acquired by the Company from one of its existing investees during the three months ended September 30, 2014 (see Note 3). The Company utilized various unobservable inputs, including the underlying stock price of the underlying company, interest rate trends, and probability of future conversions, to determine the fair value. | |||||||||||||||||||||||||
Certain assets, such as goodwill, intangible assets, investments accounted for under the cost method, and liabilities are measured at fair value on a nonrecurring basis; that is, the assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (e.g., when there is impairment). The Company measured the fair value of the PDRI reporting unit and recorded a fair value adjustment (see Notes 6 and 7) in the quarter ended June 30, 2014. Any such fair value measurements are included in the Level 3 fair value hierarchy. The value of the common stock received in the PayScale transaction (see Note 3) was determined based on the cash paid by other new investors in the same transaction and is therefore considered a Level 2 fair value measurement. |
Accounts_Receivable_net
Accounts Receivable, net | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Receivables [Abstract] | ' | ||||||||
Accounts Receivable, net | ' | ||||||||
Note 5. Accounts Receivable, net | |||||||||
Accounts receivable, net consists of the following (in thousands): | |||||||||
September 30, 2014 | December 31, 2013 | ||||||||
Billed | $ | 130,616 | $ | 199,327 | |||||
Unbilled | 65,877 | 74,033 | |||||||
196,493 | 273,360 | ||||||||
Allowance for uncollectible revenue | (2,237 | ) | (2,096 | ) | |||||
Accounts receivable, net | $ | 194,256 | $ | 271,264 | |||||
Goodwill
Goodwill | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Goodwill | ' | ||||||||||||||||||||||||
Note 6. Goodwill | |||||||||||||||||||||||||
Changes in the carrying amount of goodwill were as follows (in thousands): | |||||||||||||||||||||||||
Nine Months Ended September 30, 2014 | Year Ended December 31, 2013 | ||||||||||||||||||||||||
CEB segment | SHL Talent | Total | CEB segment | SHL Talent | Total | ||||||||||||||||||||
Measurement | Measurement | ||||||||||||||||||||||||
segment | segment | ||||||||||||||||||||||||
Beginning of year | $ | 71,119 | $ | 371,656 | $ | 442,775 | $ | 94,286 | $ | 377,013 | $ | 471,299 | |||||||||||||
Goodwill acquired | 44,436 | — | 44,436 | — | — | — | |||||||||||||||||||
Purchase accounting adjustments | (3,090 | ) | — | (3,090 | ) | (422 | ) | (11,822 | ) | (12,244 | ) | ||||||||||||||
Impairment loss | (18,900 | ) | — | (18,900 | ) | (22,600 | ) | — | (22,600 | ) | |||||||||||||||
Impact of foreign currency | 193 | (8,255 | ) | (8,062 | ) | (145 | ) | 6,465 | 6,320 | ||||||||||||||||
Goodwill, end of period | $ | 93,758 | $ | 363,401 | $ | 457,159 | $ | 71,119 | $ | 371,656 | $ | 442,775 | |||||||||||||
Accumulated impairment loss, end of period | $ | 41,500 | $ | — | $ | 41,500 | $ | 22,600 | $ | — | $ | 22,600 | |||||||||||||
Goodwill for certain of the Company’s foreign subsidiaries is recorded in their functional currency, which is their local currency, and therefore is subject to foreign currency translation adjustments. | |||||||||||||||||||||||||
PDRI Goodwill | |||||||||||||||||||||||||
During the quarter ended June 30, 2014, the Company recorded an impairment loss of $39.7 million. Of this amount, $20.8 million related to the customer list intangible asset and $18.9 million related to the goodwill of the PDRI reporting unit. This loss did not impact the Company’s liquidity position or cash flows. | |||||||||||||||||||||||||
Management identified indicators of potential impairment at June 30, 2014 through reviews of sales and operating results for the year-to-date period and consideration of additional insights into the impact of the current government contracting environment. Management had gained insights from sales proposals submitted to the US Federal government that would impact the future operating results of the reporting unit. Management determined that the reporting unit was unlikely to meet previously forecasted projections for cash flows in 2014 and beyond. Increased competitive pressures resulting principally from reduced government spending and uncertainty around future spending had caused overall margins in the PDRI business to decrease. Management also lowered its previously forecasted sales to the private sector based on the current outlook and opportunity pipeline. | |||||||||||||||||||||||||
Based on these indicators of impairment, management concluded it was likely that the carrying value of the PDRI reporting unit exceeded its fair value at June 30, 2014. As required, management performed a test of recoverability for the intangible assets of the reporting unit. On an undiscounted basis, the cash flows projected for PDRI’s current customer list did not exceed the carrying value of the asset at June 30, 2014. Management then performed a fair value calculation of the customer list asset based on estimates of future revenues and cash flows from those customers. The estimated fair value of the asset was $7.9 million which resulted in an impairment loss of $20.8 million. | |||||||||||||||||||||||||
Management then completed an interim Step 1 impairment analysis which indicated that the estimated fair value of the reporting unit did not exceed the carrying value after recording the impairment for the customer list asset. Consequently, management then completed Step 2 of the impairment analysis which resulted in an $18.9 million goodwill impairment loss. Following the impairment, the remaining balance of goodwill for the PDRI reporting unit was $12.4 million. | |||||||||||||||||||||||||
The impairment loss for goodwill and customer relationships does not result in a tax deduction for income tax purposes. At the time of the PDRI acquisition, a deferred tax liability in the amount of $14.2 million was established for the non-deductible amortization associated with this asset. In connection with the customer relationship impairment loss, $8.0 million of this deferred tax liability was reduced. The goodwill impairment is considered a permanent tax difference and as such, will have the effect of increasing the effective tax rate for 2014. | |||||||||||||||||||||||||
Management used the income approach (discounted cash flow model) to estimate the fair value of the reporting unit. The assumptions used in the income approach include revenue projections, EBITDA projections, estimated income tax rates, estimated capital expenditures, and an assumed discount rate based on various inputs. The assumptions which have the most significant effect on the determination of fair value are: 1) the projected revenues which include estimates for growth in future periods from expansion into other markets, 2) the projected cash flows which are driven by the revenue estimates and estimates of EBITDA margins in the future forecast period, and 3) the discount rate. Management, in conjunction with its valuation advisors, determined that due to the small size and specialized nature of the PDRI reporting unit, there was not sufficient comparable market data upon which to rely for purposes of establishing fair value of the reporting unit; however, management did consider comparable companies as a test of reasonableness for the estimate of fair value. | |||||||||||||||||||||||||
Under the income approach, management used internally generated projected financial information which included revenue growth rates that consider the Company’s plan for the expansion of PDRI into the private sector. The near to mid-term EBITDA margins are also estimated to increase nominally year-over-year from those experienced over the -past six months during the forecast period. The assumed discount rate utilized was 14.5%. The assumed discount rate includes consideration for the risks associated with the revenue growth and EBITDA margin improvement assumptions in the forecast period. | |||||||||||||||||||||||||
If all assumptions are held constant, a one percentage point increase in the discount rate would result in an approximately $1 million decrease in the estimated fair value of the reporting unit, primarily impacting goodwill. Assessing fair value includes, among other things, making key assumptions for estimating future cash flows and revenues. These assumptions are subject to a high degree of judgment and complexity. Management seeks to estimate operating results as accurately as possible with the information available at the time the forecast is developed. However, changes in assumptions and estimates may affect the estimated fair value of the reporting unit and could result in an impairment in future periods. If PDRI is not successful in selling its services commercially, or if the US Federal government spending cuts are deeper than currently anticipated, updated estimates of operating results could result in future impairment. | |||||||||||||||||||||||||
In the third quarter of 2013, the Company identified indicators of impairment for the PDRI reporting unit, including lower than anticipated results of operations and constrained forecasts of future operating results and rising interest rates. Accordingly, the Company completed an interim Step 1 impairment analysis which indicated that the estimated fair value of the reporting unit did not exceed the carrying value. Consequently, the Company completed Step 2 of the impairment analysis which resulted in a $22.6 million goodwill impairment loss. | |||||||||||||||||||||||||
SHL Goodwill | |||||||||||||||||||||||||
In the third quarter of 2013, the Company identified interim indicators of potential impairment for the SHL reporting unit, including lower revenue and EBITDA than had been anticipated at the time of the acquisition and rising interest rates. Upon identification of the interim impairment indicators, the Company completed Step 1 of the impairment test. The carrying value of the reporting unit was $600 million at September 30, 2013, including $375 million of goodwill and $269 million of amortizable intangible assets. The estimated fair value of the SHL reporting unit exceeded its carrying value by approximately 1% at September 30, 2013 and accordingly, a goodwill impairment loss was not recorded for this reporting unit. The Company further concluded that goodwill for this reporting unit was not impaired at October 1, 2013, the date of the required annual impairment test. A change in assumptions, such as an increase in the discount rate or decrease in market comparable multiples, would have resulted in the reporting unit failing Step 1 of the interim goodwill impairment analysis at September 30, 2013. If all assumptions were held constant, a one percentage point increase in the discount rate would have resulted in an approximately $26 million decrease in the estimated fair value of the reporting unit. A 5% decrease in the selected market multiples would have resulted in a $15 million decrease in the estimated fair value of the reporting unit. | |||||||||||||||||||||||||
This reporting unit remains at considerable risk for future impairment if the projected operating results are not met or other inputs into the fair value measurement change. The Company continues to monitor actual results versus forecasted results and external factors that may impact the enterprise value of the reporting unit. The reporting unit’s expenses are denominated primarily in the British Pound Sterling (“GBP”) while contracts with customers and revenues are in local currencies. An increase in the value of the GBP versus other global currencies may adversely impact operating results. Other factors that the Company is monitoring that may impact the fair value of the reporting unit include, but are not limited to: market comparable company multiples, interest rates, and global economic conditions. Through September 30, 2014, the SHL Talent Measurement operating results are in line with management estimates. The Company has evaluated changes in other inputs into the fair value of the SHL reporting unit and does not believe that the net impact of these other changes is significant at September 30, 2014. The Company’s annual impairment test will be completed in the fourth quarter of 2014. |
Intangible_Assets_net
Intangible Assets, net | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||
Intangible Assets, net | ' | ||||||||||||||||||||
Note 7. Intangible Assets, net | |||||||||||||||||||||
Intangible assets, net at September 30, 2014 consisted of the following (in thousands): | |||||||||||||||||||||
Gross Carrying | Impairment | Accumulated | Net Carrying | Weighted-Average | |||||||||||||||||
Amount | Loss | Amortization | Amount | Amortization | |||||||||||||||||
Period (in years) | |||||||||||||||||||||
Customer relationships | $ | 208,766 | $ | 20,800 | $ | 41,968 | $ | 145,998 | 11.2 | ||||||||||||
Acquired intellectual property | 101,500 | — | 27,325 | 74,175 | 12.2 | ||||||||||||||||
Trade names | 65,024 | — | 11,663 | 53,361 | 12.5 | ||||||||||||||||
Software | 15,484 | — | 9,411 | 6,073 | 1.7 | ||||||||||||||||
Total | $ | 390,774 | $ | 20,800 | $ | 90,367 | $ | 279,607 | 11.5 | ||||||||||||
Intangible assets, net at December 31, 2013 consisted of the following (in thousands): | |||||||||||||||||||||
Gross Carrying | Impairment | Accumulated | Net Carrying | Weighted-Average | |||||||||||||||||
Amount | Loss | Amortization | Amount | Amortization | |||||||||||||||||
Period (in years) | |||||||||||||||||||||
Customer relationships | $ | 196,296 | $ | — | $ | 29,219 | $ | 167,077 | 12 | ||||||||||||
Acquired intellectual property | 98,855 | — | 19,176 | 79,679 | 13.5 | ||||||||||||||||
Trade names | 66,048 | — | 7,954 | 58,094 | 13.2 | ||||||||||||||||
Software | 11,223 | — | 6,381 | 4,842 | 1.5 | ||||||||||||||||
Total | $ | 372,422 | $ | — | $ | 62,730 | $ | 309,692 | 12.5 | ||||||||||||
The Company’s intangible assets for certain of its foreign subsidiaries are recorded in their functional currency, which is their local currency, and therefore are subject to foreign currency translation adjustments. | |||||||||||||||||||||
As part of the interim impairment test for PDRI (see Note 6), the Company completed a recoverability test related to the intangible assets of PDRI, which is included in the CEB segment. On an undiscounted basis, the cash flows projected for PDRI’s current customer list did not exceed the carrying value of the asset at June 30, 2014. Management then performed a fair value calculation of the customer list asset based on estimates of future revenues and cash flows from those customers. The estimated fair value of the asset was $7.9 million, which was less than the carrying value of $28.7 million. As a result, the Company recorded a pre-tax impairment loss of $20.8 million in the second quarter of 2014. This non-cash loss did not impact the Company’s liquidity position or cash flows. | |||||||||||||||||||||
Amortization expense was $9.7 million and $8.7 million in the three months ended September 30, 2014 and 2013, respectively. Amortization expense was $29.5 million and $26.1 million in the nine months ended September 30, 2014 and 2013, respectively. Future expected amortization of intangible assets at September 30, 2014 was as follows (in thousands): | |||||||||||||||||||||
2014 (1) | $ | 9,526 | |||||||||||||||||||
2015 | 35,227 | ||||||||||||||||||||
2016 | 31,988 | ||||||||||||||||||||
2017 | 28,787 | ||||||||||||||||||||
2018 | 28,318 | ||||||||||||||||||||
Thereafter | 145,761 | ||||||||||||||||||||
Total | $ | 279,607 | |||||||||||||||||||
-1 | For the three month period ended December 31, 2014 |
Other_Liabilities
Other Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
Note 8. Other Liabilities | |||||||||
Other liabilities consist of the following (in thousands): | |||||||||
September 30, 2014 | December 31, 2013 | ||||||||
Deferred compensation | $ | 18,583 | $ | 15,875 | |||||
Lease incentives | 35,670 | 33,209 | |||||||
Deferred rent benefit | 36,627 | 34,596 | |||||||
Deferred revenue – long term | 13,251 | 13,739 | |||||||
Other | 14,262 | 18,005 | |||||||
Total other liabilities | $ | 118,393 | $ | 115,424 | |||||
Senior_Secured_Credit_Faciliti
Senior Secured Credit Facilities | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Debt Disclosure [Abstract] | ' | ||||
Senior Secured Credit Facilities | ' | ||||
Note 9. Senior Secured Credit Facilities | |||||
On July 2, 2012, the Company, together with certain of its subsidiaries acting as guarantors, entered into a senior secured credit agreement which was subsequently amended and restated on July 18, 2012, on August 1, 2012, and again on August 2, 2013 (as amended and restated, the “Credit Agreement”). The Credit Agreement originally provided for (i) a term loan A in an aggregate principal amount of $275 million (the “Term Loan A Facility”), (ii) a term loan B in an aggregate principal amount of $250 million (the “Term Loan B Facility” and together with the Term Loan A Facility, the “Term Facilities”) and (iii) a $100 million revolving credit facility (the “Revolving Credit Facility”, and together with the Term Facilities, the “Original Senior Secured Credit Facilities”). The Term Loan A Facility and the Revolving Credit Facility were scheduled to mature on August 2, 2017 and the Term Loan B Facility was scheduled to mature on August 2, 2019. | |||||
On August 2, 2012, in connection with the closing of the SHL acquisition, the full amounts of the Term Loan A Facility and the Term Loan B Facility were drawn and $30 million under the Revolving Credit Facility was drawn. In addition, approximately $6 million of availability under the Revolving Credit Facility was used to cover letters of credit that were issued to replace similar letters of credit previously issued under the Company’s prior senior unsecured credit facility which was terminated concurrently with the drawings under the Senior Secured Credit Facilities. The Company repaid $10 million of the principal amount outstanding under the Revolving Credit Facility in December 2012 and the remaining outstanding amount of $20 million in January 2013. | |||||
On August 2, 2013, the Company entered into Amendment No. 3 (the “Amendment”) to the Credit Agreement. The Amendment (i) replaced the existing Term Loan A Facility with new refinancing term A-1 loans (the “Refinancing Term A-1 Loans”) in an aggregate principal amount of $269.9 million, which was fully drawn on August 2, 2013, (ii) established a new tranche of incremental term A-1 loans (the “Incremental Term A-1 Loans” and together with the Refinancing Term A-1 Loans, the “Term A-1 Loans”) in an aggregate principal amount of $253.8 million, which was fully drawn on August 2, 2013, and (iii) increased the existing revolving commitments with new tranche A revolving commitments (the “Tranche A Revolving Commitments” and the loans thereunder, the “Tranche A Revolving Loans”) in an aggregate principal amount of $100 million for a total aggregate principal amount of $200 million, none of which was drawn in connection with the closing of the Amendment. The Company refers to the Original Senior Secured Credit Facilities, as modified by the Amendment, as the Senior Secured Credit Facilities. | |||||
Amounts drawn under the Refinancing Term A-1 Loan tranche were used to prepay and terminate the Company’s existing Term Loan A Facility. Amounts drawn under the Incremental Term A-1 Loan tranche were used to prepay and terminate the Company’s existing Term Loan B Facility and pay transaction related fees and expenses. | |||||
The maturity date of all Term A-1 Loans is August 2, 2018. The principal amount of the Term A-1 Loans amortizes in quarterly installments equal to (i) for the first two years after the closing of the Amendment, approximately 2% of the original principal amount of the Term A-1 Loans and (ii) for the next three years thereafter, approximately 4% of the original principal amount of the Term A-1 Loans, with the balance payable at maturity. The termination date of all revolving commitments under the Credit Agreement, including the new Tranche A Revolving Commitments, is August 2, 2018. The Term A-1 Loans and Tranche A Revolving Loans will, at the option of the Company, bear interest at the Eurodollar Rate plus 2.25% or a base rate plus 1.25%, as applicable, with future “step-downs” upon achievement of specified first lien net leverage ratios, which the Company achieved during the nine months ended September 30, 2014. As a result, the annual interest rate on the Term A-1 Loans was the Eurodollar Rate plus 2.00%, or 2.15%, at September 30, 2014. | |||||
The Credit Agreement contains customary representations and warranties, affirmative and negative covenants, and events of default. The Company is required to comply with a net leverage ratio covenant on a quarterly basis. Mandatory prepayments attributable to excess cash flows will be based on the Company’s net leverage ratio and will be determined at the end of each fiscal year. Pursuant to the Amendment on August 2, 2013, a net leverage ratio of 2.0x or higher will trigger mandatory prepayments of 25% and a net leverage ratio of 2.5x or higher will trigger mandatory prepayments of 50% of excess cash flows. Based on current projections, the Company does not believe that any mandatory prepayments will be required for the year ended December 31, 2014. Thus, no amounts have been reclassified to current debt at September 30, 2014. In the event actual results trigger the mandatory prepayment, such prepayment amount will be reclassified from long-term debt to current debt in the Company’s condensed consolidated balance sheets. The Company was in compliance with all of the covenants of the Credit Agreement at September 30, 2014. | |||||
In applying debt modification accounting in 2013, the Company recorded $12.9 million in loan origination fees and deferred financing costs, of which $10.6 million related to investors of the Term Facilities that reinvested in the Term A-1 Loans and the Revolving Credit Facility and $2.3 million related to costs associated with the refinancing. These loan origination fees and deferred financing costs are being amortized into interest expense over the term of the Term A-1 Loans using the effective interest method. | |||||
Total amortization expense of loan origination fees and deferred financing costs was $0.7 million in the three months ended September 30, 2014 and 2013 and $2.0 million and $2.3 million in the nine months ended September 30, 2014 and 2013, respectively. The Company paid interest of $3.8 million and $5.4 million in the three months ended September 30, 2014 and 2013, respectively, and $11.7 million and $16.2 million in the nine months ended September 30, 2014 and 2013, respectively. | |||||
The future minimum payments for the Senior Secured Credit Facilities are as follows for the years ended December 31 (in thousands): | |||||
2014 (1) | $ | 2,688 | |||
2015 | 15,750 | ||||
2016 | 20,750 | ||||
2017 | 20,750 | ||||
2018 | 450,000 | ||||
Total principal payments | 509,938 | ||||
Less: unamortized original issue discount | 1,816 | ||||
Present value of principal payments | 508,122 | ||||
Less: current portion | 12,769 | ||||
Debt – long term | $ | 495,353 | |||
-1 | For the three months ended December 31, 2014. | ||||
The Company believes the carrying value of its long term debt approximates its fair value as the terms and interest rates approximate market rates. |
Stockholders_Equity_and_ShareB
Stockholders' Equity and Share-Based Compensation | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||
Stockholders' Equity and Share-Based Compensation | ' | ||||||||
Note 10. Stockholders’ Equity and Share-Based Compensation | |||||||||
Share-Based Compensation | |||||||||
Share-based compensation expense is recognized on a straight-line basis, net of an estimated forfeiture rate, for those shares expected to vest over the requisite service period of the award, which is generally the vesting term of four years. Forfeitures are estimated at the time of grant and adjusted, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate is based on historical experience. | |||||||||
The Company recognized total share-based compensation costs of $3.8 million and $3.3 million in the three months ended September 30, 2014 and 2013, respectively, and $11.6 million and $9.1 million in the nine months ended September 30, 2014 and 2013, respectively. These amounts are allocated to cost of services, member relations and marketing, and general and administrative expenses in the condensed consolidated statements of operations. At September 30, 2014, $27.8 million of total estimated unrecognized share-based compensation cost is expected to be recognized over a weighted-average period of approximately 3 years. | |||||||||
Restricted Stock Units | |||||||||
The following table summarizes the changes in RSUs: | |||||||||
Nine Months Ended | |||||||||
September 30, 2014 | |||||||||
Number | Weighted Average | ||||||||
of RSUs | Grant Date Fair | ||||||||
Value | |||||||||
Non-vested, beginning of year | 749,955 | $ | 46.03 | ||||||
Granted | 327,095 | 69.92 | |||||||
Forfeited | (58,524 | ) | 53.48 | ||||||
Vested | (287,930 | ) | 40.93 | ||||||
Non-vested, end of period | 730,596 | 58.14 | |||||||
Performance Based Stock Awards | |||||||||
CEB grants performance based restricted stock units (“PSAs”) to certain members of the corporate leadership team. The ultimate number of PSAs that will vest is based upon the achievement of specified levels of revenue and adjusted EBITDA during the three-year period beginning on January 1st of the year of grant and ending on December 31st of the third calendar year following the date of grant. Vesting is also subject to continued employment through the end of the performance period. | |||||||||
The following table summarizes the changes in PSAs: | |||||||||
Nine Months Ended | |||||||||
September 30, 2014 | |||||||||
Number | Weighted Average | ||||||||
of PSAs | Grant Date Fair | ||||||||
Value | |||||||||
Non-vested, beginning of year | 60,639 | $ | 48.42 | ||||||
Granted | 29,873 | 69.44 | |||||||
Forfeited | (11,909 | ) | 52.6 | ||||||
Vested | — | — | |||||||
Non-vested, end of period | 78,603 | 55.77 | |||||||
Dividends | |||||||||
On August 7, 2014 the Board of Directors declared a third quarter cash dividend of $0.2625 per share. The dividend, totaling $8.8 million, was paid on September 30, 2014 to stockholders of record at the close of business on September 15, 2014. | |||||||||
Share Repurchases | |||||||||
In February 2013, the Company’s Board of Directors approved a $50 million stock repurchase program which is authorized through December 31, 2014. Repurchases may be made through open market purchases or privately negotiated transactions. The timing of repurchases and the exact number of shares of common stock to be repurchased will be determined by the Company’s management, in its discretion, and will depend upon market conditions and other factors. The program will be funded using cash on hand and cash generated from operations. The Company repurchased approximately 175,800 shares for an aggregated purchase price of $11.5 million in the three months ended September 30, 2014. The Company repurchased approximately 252,500 shares and 48,100 shares for an aggregated purchase price of $16.7 million and $2.8 million in the nine months ended September 30, 2014 and 2013, respectively. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging Activities | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||
Derivative Instruments and Hedging Activities | ' | ||||||||||||||||
Note 11. Derivative Instruments and Hedging Activities | |||||||||||||||||
The Company’s international operations are subject to risks related to currency exchange fluctuations. Prices for the CEB segment’s products and services are denominated primarily in US dollars (“USD”), including products and services sold to members that are located outside the United States. Many of the costs associated with the CEB segment operations located outside the United States are denominated in local currencies. As a consequence, increases in local currencies against the USD in countries where the CEB segment has foreign operations would result in higher effective operating costs and reduced earnings. The Company uses forward currency contracts, designated as cash flow hedging instruments, to protect against foreign currency exchange rate risks inherent with its cost reimbursement agreements with its CEB UK subsidiary. A forward currency contract obligates the Company to exchange a predetermined amount of USD to make equivalent GBP payments equal to the value of such exchanges. | |||||||||||||||||
In October 2013, the Company entered into interest rate swap arrangements with notional amounts totaling $275 million which amortize to $232 million through the August 2, 2018 maturity date of the Term A-1 Loans. The interest rate swap arrangements will effectively fix the Company’s interest payments on the hedged debt at approximately 1.34% plus the credit spread on the Term A-1 Loans. The arrangements, designated as cash flow hedging instruments, protect against adverse fluctuations in interest rates by reducing the Company’s exposure to variability in cash flows relating to interest payments on a portion of its outstanding debt. | |||||||||||||||||
The Company formally documents all relationships between hedging instruments and hedged items as well as its risk management objective and strategy for undertaking hedge transactions. The maximum length of time over which the Company is hedging its exposure to the variability in future cash flows from foreign currency exchange contracts is 12 months and from interest rate swaps is 56 months. The forward currency contracts and interest rate swaps are recognized in the condensed consolidated balance sheets at fair value. The Company’s asset and liability derivative positions are offset on a counterparty by counterparty basis if the contractual agreement provides for the net settlement of contracts with the counterparty in the event of default or termination of any one contract. Changes in the fair value measurements of the derivative instruments are reflected as adjustments to other comprehensive income (“OCI”) until such time as the actual foreign currency expenditures or interest payments are made and the unrealized gain/loss is reclassified from accumulated OCI to current earnings. There is generally no or an immaterial amount of ineffectiveness. The notional amount of outstanding forward currency contracts was $1.9 million and $11.9 million at September 30, 2014 and December 31, 2013, respectively. | |||||||||||||||||
The fair value of derivative instruments on the Company’s condensed consolidated balance sheets was as follows (in thousands) | |||||||||||||||||
Balance Sheet Location | September 30, 2014 | December 31, 2013 | |||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||
Asset Derivatives | |||||||||||||||||
Prepaid expenses and other current assets | $ | — | $ | 761 | |||||||||||||
Other non-current assets | $ | 545 | $ | 880 | |||||||||||||
Liability Derivatives | |||||||||||||||||
Accounts payable and accrued liabilities | $ | 12 | $ | — | |||||||||||||
The pre-tax effect of derivative instruments on the Company’s condensed consolidated statements of operations was as follows (in thousands): | |||||||||||||||||
Amount of Gain (Loss) | Amount of Gain (Loss) | ||||||||||||||||
Recognized in OCI on | Recognized in OCI on | ||||||||||||||||
Derivative (Effective portion) | Derivative (Effective portion) | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Forward currency contracts | $ | (261 | ) | $ | 940 | $ | 102 | $ | (67 | ) | |||||||
Interest rate swap arrangements | 931 | (144 | ) | (1,146 | ) | (144 | ) | ||||||||||
Location of Gain (Loss) Reclassified from Accumulated OCI into | Amount of Gain (Loss) | Amount of Gain (Loss) | |||||||||||||||
Income (Effective portion) | Reclassified from | Reclassified from | |||||||||||||||
Accumulated OCI into | Accumulated OCI into | ||||||||||||||||
Income (Effective portion) | Income (Effective portion) | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Cost of services | $ | 16 | $ | 81 | $ | 337 | $ | (209 | ) | ||||||||
Member relations and marketing | 14 | 67 | 279 | (173 | ) | ||||||||||||
General and administrative | 7 | 32 | 135 | (84 | ) | ||||||||||||
Interest expense | (822 | ) | — | (811 | ) | — | |||||||||||
$ | (785 | ) | $ | 180 | $ | (60 | ) | $ | (466 | ) | |||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Note 12. Income Taxes | |
The Company computes its provision for income taxes by applying the estimated annual effective tax rate to income from operations and adjusting the provision for discrete tax items recorded during the period. US income taxes are not provided for the undistributed earnings of the Company’s foreign subsidiaries including SHL, as such earnings are deemed to be permanently reinvested locally. | |
The effective income tax rate in the three months ended September 30, 2014 and 2013 was 45.8% and (32.7%), respectively and 48.4% and 39.2% in the nine months ended September 30, 2014 and 2013, respectively. The effective income tax rate was primarily impacted by the PDRI goodwill impairment loss, limitations on interest deductibility in certain foreign jurisdictions, and the tax impact in 2013 of the UK Finance Act receiving royal assent leading to a scheduled decrease of UK corporate tax rate to 20%. The impact of this legislative change on the Company’s net deferred tax liabilities was $4.6 million and was accounted for as a discrete item in the three months ended September 30, 2013. The $39.7 million impairment loss associated with PDRI’s non-deductible intangible assets and goodwill recognized in the second quarter of 2014 was not treated as a discrete event; rather, it was considered to be a component of the estimated annual effective tax rate. | |
The Company made income tax payments of $9.5 million and $10.5 million in the three months ended September 30, 2014 and 2013, respectively, and $29.0 million and $36.8 million in the nine months ended September 30, 2014 and 2013, respectively. The Company had net prepaid income taxes of $6.9 million at September 30, 2014. |
Earnings_per_Share
Earnings per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Earnings per Share | ' | ||||||||||||||||
Note 13. Earnings per Share | |||||||||||||||||
A reconciliation of basic to diluted weighted average common shares outstanding is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic weighted average common shares outstanding | 33,789 | 33,597 | 33,761 | 33,519 | |||||||||||||
Effect of dilutive common shares outstanding | 260 | 336 | 372 | 380 | |||||||||||||
Diluted weighted average common shares outstanding | 34,049 | 33,933 | 34,133 | 33,899 | |||||||||||||
Approximately 0.3 million and 0.4 million shares in the three and nine months ended September 30, 2013, respectively have been excluded from the calculation of the dilutive effect shown above because their impact would be anti-dilutive. Because the Company had a net loss for the three months ended September 30, 2013, the dilutive common shares outstanding were also excluded from the calculation of earnings per share for the three months ended September 30, 2013. These shares related to share-based compensation awards. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||||||||
Note 14. Commitments and Contingencies | |||||||||||||||||||||||||||||
Operating Leases | |||||||||||||||||||||||||||||
The Company leases office facilities that expire on various dates through 2032. Generally, the leases carry renewal provisions and rental escalations and require the Company to pay executory costs such as taxes and insurance. | |||||||||||||||||||||||||||||
In July 2014, the Company entered into a lease agreement to become the primary tenant of a new commercial building in Arlington, Virginia. The lease is for approximately 349,000 square feet and is estimated to commence in 2018 for a fifteen-year term. The Company currently expects to pay approximately $22 million per year beginning in 2018, subject to rental escalations and a pro rata share of increased operating expenses and real estate taxes above the base year. In connection with the new lease, the lessor agreed to assume the Company’s previous obligations for one of its Arlington, Virginia locations. In the event the lessor fails to make required payments, as provided in the assignment agreement, the Company has the right to reduce its rental payments for the new lease. Based on the information available at September 30, 2014, the lease assignment is included in the sublease receipts amounts in the table below beginning in 2018 and thereafter. The Company will remain the primary obligor in case of default by the new lease lessor under this assumption. The new lease lessor may negotiate a sublease or settlement of the obligation it has assumed. If and when such sublease or settlement is negotiated, the Company would be required to recognize a loss on the sublease or settlement equal to the difference between the fair value of the sublease rentals (or in the event of settlement, the settlement payment) and the Company’s obligation under the lease. The new lease agreement provides the Company with various incentives, currently estimated to total approximately $55 million. The Company will accrue these lease incentives and recognize them on a straight-line basis over the term of the new Arlington, Virginia lease as a reduction of rent expense. | |||||||||||||||||||||||||||||
Future minimum rental payments under non-cancelable operating leases (including the new Arlington, Virginia lease) and future minimum receipts under subleases (including the lease assignment discussed above), excluding executory costs, are as follows at September 30, 2014: | |||||||||||||||||||||||||||||
Total | 2014 (1) | YE 2015 | YE 2016 | YE 2017 | YE 2018 | Thereafter | |||||||||||||||||||||||
Operating lease obligations | $ | 965,231 | $ | 12,972 | $ | 52,406 | $ | 52,746 | $ | 50,432 | $ | 69,934 | $ | 726,741 | |||||||||||||||
Sublease receipts | (313,549 | ) | (5,392 | ) | (21,813 | ) | (22,338 | ) | (22,427 | ) | (28,484 | ) | (213,095 | ) | |||||||||||||||
Total net lease obligations | $ | 651,682 | $ | 7,580 | $ | 30,593 | $ | 30,408 | $ | 28,005 | $ | 41,450 | $ | 513,646 | |||||||||||||||
-1 | For the three months ended December 31, 2014. | ||||||||||||||||||||||||||||
Contingencies | |||||||||||||||||||||||||||||
From time to time, the Company is subject to litigation related to normal business operations. The Company vigorously defends itself in litigation and is not currently a party to, and the Company’s property is not subject to, any legal proceedings likely to materially affect the Company’s financial results. | |||||||||||||||||||||||||||||
The Company continues to evaluate potential tax exposures relating to sales and use, payroll, income and property tax laws, and regulations for various states in which the Company sells or supports its goods and services. Accruals for potential contingencies are recorded by the Company when it is probable that a liability has been incurred and the liability can be reasonably estimated. As additional information becomes available, changes in the estimates of the liability are reported in the period that those changes occur. The Company had a $5.8 million liability at September 30, 2014 and December 31, 2013, relating to certain sales and use tax regulations for states in which the Company sells or supports its goods and services. |
Changes_in_Accumulated_Other_C
Changes in Accumulated Other Comprehensive Income (Loss) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Changes in Accumulated Other Comprehensive Income (Loss) | ' | ||||||||||||
Note 15. Changes in Accumulated Other Comprehensive Income (Loss) | |||||||||||||
Accumulated elements of other comprehensive income (loss) (“AOCI”) is a balance sheet item in the stockholders’ equity section of the Company’s condensed consolidated balance sheets. It is comprised of items that have not been recognized in earnings but may be recognized in earnings in the future when certain events occur. Changes in each component of AOCI in the three and nine months ended September 30, 2014 are, as follows (in thousands): | |||||||||||||
Three Months Ended September 30, 2014 | Cash Flow Hedge, | Foreign Currency | Total | ||||||||||
Net of Tax | Translation | ||||||||||||
Adjustments | |||||||||||||
Balance, June 30, 2014 | $ | (555 | ) | $ | 61,440 | $ | 60,885 | ||||||
Net unrealized gains | 402 | — | 402 | ||||||||||
Reclassification of losses into earnings | 471 | — | 471 | ||||||||||
Net translation of investments in foreign operations | — | (25,197 | ) | (25,197 | ) | ||||||||
Net translation of intra-entity loans | — | (12,654 | ) | (12,654 | ) | ||||||||
Net change in Accumulated other comprehensive income (loss) | 873 | (37,851 | ) | (36,978 | ) | ||||||||
Balance, September 30, 2014 | $ | 318 | $ | 23,589 | $ | 23,907 | |||||||
Nine Months Ended September 30, 2014 | Cash Flow Hedge, | Foreign Currency | Total | ||||||||||
Net of Tax | Translation | ||||||||||||
Adjustments | |||||||||||||
Balance, December 31, 2013 | $ | 909 | $ | 42,378 | $ | 43,287 | |||||||
Net unrealized losses | (627 | ) | — | (627 | ) | ||||||||
Reclassification of losses into earnings | 36 | — | 36 | ||||||||||
Net translation of investments in foreign operations | — | (13,583 | ) | (13,583 | ) | ||||||||
Net translation of intra-entity loans | — | (5,206 | ) | (5,206 | ) | ||||||||
Net change in Accumulated other comprehensive loss | (591 | ) | (18,789 | ) | (19,380 | ) | |||||||
Balance, September 30, 2014 | $ | 318 | $ | 23,589 | $ | 23,907 | |||||||
The translation impact of the intra-entity loans included in AOCI relates to those intercompany loans which the Company deems to be of a long-term investment nature. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Information | ' | ||||||||||||||||
Note 16. Segment Information | |||||||||||||||||
Operating segments are components of an enterprise about which separate financial information is available and regularly evaluated by the chief operating decision maker of an enterprise. The Company has two reportable segments, CEB and SHL Talent Measurement. The CEB segment, which includes the Company’s historical business operations prior to the acquisition of SHL, provides comprehensive data analysis, research, and advisory services that align to executive leadership roles and key recurring decisions. CEB’s products and services focus on several key corporate functions across a wide range of industries. The CEB segment also includes the operations of PDRI, a service provider of customized personnel assessment tools and services primarily to various agencies of the US government and also to commercial enterprises, and recently-acquired KnowledgeAdvisors and Talent Neuron. | |||||||||||||||||
The SHL Talent Measurement segment, which includes the operations of SHL (other than PDRI), provides cloud-based solutions for talent assessment, talent mobility, and decision support as well as professional services that support those solutions, enabling client access to data, analytics and insights for assessing and managing employees and applicants. SHL Talent Measurement provides assessments that assist customers in determining potential candidates for employment and career planning, consulting services that are customizations to the assessments, and training services related to use of assessments. | |||||||||||||||||
The Company evaluates the performance of its operating segments based on segment Adjusted revenue, segment Adjusted EBITDA, and segment Adjusted EBITDA margin. The Company defines segment Adjusted revenue as segment revenue before the impact of the reduction of SHL and KnowledgeAdvisors revenue recognized in the post-acquisition period to reflect the adjustment of deferred revenue at the acquisition date to fair value (the “deferred revenue fair value adjustment”). The Company defines segment Adjusted EBITDA as segment net income/(loss) before loss from discontinued operations, net of provision for income taxes; interest expense, net; depreciation and amortization; provision for income taxes; the impact of the deferred revenue fair value adjustment; acquisition related costs; impairment loss; debt extinguishment costs; share-based compensation; costs associated with exit activities; restructuring costs; and gain on acquisition. Segment Adjusted EBITDA margin refers to segment Adjusted EBITDA as a percentage of segment Adjusted revenue. | |||||||||||||||||
Management uses these non-GAAP financial measures to evaluate and compare segment operating performance. These segment non-GAAP measures may be considered in addition to results prepared in accordance with GAAP, but they should not be considered a substitute for, or superior to, GAAP results. | |||||||||||||||||
Information for the Company’s reportable segments was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Revenue | |||||||||||||||||
CEB segment | $ | 179,100 | $ | 158,709 | $ | 515,189 | $ | 463,666 | |||||||||
SHL Talent Measurement segment | 49,908 | 43,026 | 153,683 | 132,951 | |||||||||||||
Total revenue | $ | 229,008 | $ | 201,735 | $ | 668,872 | $ | 596,617 | |||||||||
Adjusted revenue | |||||||||||||||||
CEB segment | $ | 180,128 | $ | 158,709 | $ | 518,064 | $ | 463,666 | |||||||||
SHL Talent Measurement segment | 50,583 | 44,393 | 155,745 | 141,777 | |||||||||||||
Total Adjusted revenue | $ | 230,711 | $ | 203,102 | $ | 673,809 | $ | 605,443 | |||||||||
Operating profit | |||||||||||||||||
CEB segment | $ | 39,750 | $ | 10,357 | $ | 52,966 | $ | 67,683 | |||||||||
SHL Talent Measurement segment | (1,701 | ) | (4,612 | ) | (5,669 | ) | (10,721 | ) | |||||||||
Total operating profit | $ | 38,049 | $ | 5,745 | $ | 47,297 | $ | 56,962 | |||||||||
Adjusted EBITDA | |||||||||||||||||
CEB segment | $ | 56,343 | $ | 45,014 | $ | 136,328 | $ | 124,879 | |||||||||
SHL Talent Measurement segment | 10,165 | 5,125 | 25,251 | 23,483 | |||||||||||||
Total Adjusted EBITDA | $ | 66,508 | $ | 50,139 | $ | 161,579 | $ | 148,362 | |||||||||
Adjusted EBITDA margin | |||||||||||||||||
CEB segment | 31.3 | % | 28.4 | % | 26.3 | % | 26.9 | % | |||||||||
SHL Talent Measurement segment | 20.1 | % | 11.5 | % | 16.2 | % | 16.6 | % | |||||||||
Total Adjusted EBITDA margin | 28.8 | % | 24.7 | % | 24 | % | 24.5 | % | |||||||||
Depreciation and amortization | |||||||||||||||||
CEB segment | $ | 7,917 | $ | 6,964 | $ | 25,052 | $ | 21,256 | |||||||||
SHL Talent Measurement segment | 8,738 | 8,323 | 26,534 | 23,520 | |||||||||||||
Total depreciation and amortization | $ | 16,655 | $ | 15,287 | $ | 51,586 | $ | 44,776 | |||||||||
The table below reconciles revenue to Adjusted revenue (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Revenue | $ | 229,008 | $ | 201,735 | $ | 668,872 | $ | 596,617 | |||||||||
Impact of deferred revenue fair value adjustment | 1,703 | 1,367 | 4,937 | 8,826 | |||||||||||||
Adjusted revenue | $ | 230,711 | $ | 203,102 | $ | 673,809 | $ | 605,443 | |||||||||
The table below reconciles net income to Adjusted EBITDA (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Net income (loss) | $ | 21,382 | $ | (5,383 | ) | $ | 22,617 | $ | 19,393 | ||||||||
Provision for income taxes | 18,040 | (2,612 | ) | 21,239 | 12,485 | ||||||||||||
Interest expense, net | 4,477 | 4,901 | 13,632 | 17,424 | |||||||||||||
Depreciation and amortization | 16,655 | 15,287 | 51,586 | 44,776 | |||||||||||||
Impact of the deferred revenue fair value adjustment | 1,703 | 1,367 | 4,937 | 8,826 | |||||||||||||
Acquisition related costs | 407 | 4,022 | 2,852 | 7,044 | |||||||||||||
Impairment loss | — | 22,600 | 39,700 | 22,600 | |||||||||||||
Debt extinguishment costs | — | 6,691 | — | 6,691 | |||||||||||||
Gain on cost method investment | — | — | (6,585 | ) | — | ||||||||||||
Share-based compensation | 3,844 | 3,266 | 11,601 | 9,123 | |||||||||||||
Total Adjusted EBITDA | $ | 66,508 | $ | 50,139 | $ | 161,579 | $ | 148,362 | |||||||||
Total Adjusted EBITDA margin | 28.8 | % | 24.7 | % | 24 | % | 24.5 | % | |||||||||
Recent_Accounting_Pronouncemen1
Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Presentation of Financial Statements - Going Concern | ' |
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements — Going Concern (Subtopic 205-40). This ASU requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. It requires an assessment for a period of one year after the date that the financial statements are issued. Further, based on certain conditions and circumstances, additional disclosures may be required. This ASU is effective beginning with the first annual period ending after December 15, 2016, and for all annual and interim periods thereafter. Early application is permitted. The Company does not expect this ASU to have an impact on the Company’s consolidated financial statements or related disclosures. | |
Revenue from Contracts with Customers | ' |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The ASU is the result of joint efforts by the FASB and International Accounting Standards Board to develop a common revenue standard for GAAP and International Financial Reporting Standards. This ASU provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, and changes disclosure requirements. Under this ASU, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This ASU is effective for annual periods beginning after December 15, 2016, including interim periods within that reporting period, and may be adopted either retrospectively or on a modified retrospective basis whereby the new standard would be applied to new contracts and existing contracts with remaining performance obligations as of the effective date, with a cumulative catch-up adjustment recorded to beginning retained earnings at the effective date for existing contracts with remaining performance obligations. Early adoption is not permitted. The Company is in the process of evaluating the methods of adoption allowed by the ASU and assessing its impact on the Company’s consolidated financial statements and related disclosures. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||
Measurement of Financial Assets and Liabilities at Fair Value on Recurring Basis | ' | ||||||||||||||||||||||||
The Company has segregated all assets and liabilities that are measured at fair value on a recurring basis into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the tables below (in thousands): | |||||||||||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||
Financial assets | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 87,045 | $ | — | $ | — | $ | 119,554 | $ | — | $ | — | |||||||||||||
Investments held through variable insurance products in a Rabbi Trust | — | 17,264 | — | — | 16,975 | — | |||||||||||||||||||
Forward currency exchange contracts | — | — | — | — | 761 | — | |||||||||||||||||||
Interest rate swaps | — | 545 | — | — | 880 | — | |||||||||||||||||||
Available-for-sale securities | — | — | 2,664 | — | — | — | |||||||||||||||||||
Financial liabilities | |||||||||||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 12 | $ | — | $ | — | $ | — | $ | — |
Accounts_Receivable_net_Tables
Accounts Receivable, net (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Receivables [Abstract] | ' | ||||||||
Summary of Accounts Receivable, Net | ' | ||||||||
Accounts receivable, net consists of the following (in thousands): | |||||||||
September 30, 2014 | December 31, 2013 | ||||||||
Billed | $ | 130,616 | $ | 199,327 | |||||
Unbilled | 65,877 | 74,033 | |||||||
196,493 | 273,360 | ||||||||
Allowance for uncollectible revenue | (2,237 | ) | (2,096 | ) | |||||
Accounts receivable, net | $ | 194,256 | $ | 271,264 | |||||
Goodwill_Tables
Goodwill (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Changes in Carrying Amount of Goodwill | ' | ||||||||||||||||||||||||
Changes in the carrying amount of goodwill were as follows (in thousands): | |||||||||||||||||||||||||
Nine Months Ended September 30, 2014 | Year Ended December 31, 2013 | ||||||||||||||||||||||||
CEB segment | SHL Talent | Total | CEB segment | SHL Talent | Total | ||||||||||||||||||||
Measurement | Measurement | ||||||||||||||||||||||||
segment | segment | ||||||||||||||||||||||||
Beginning of year | $ | 71,119 | $ | 371,656 | $ | 442,775 | $ | 94,286 | $ | 377,013 | $ | 471,299 | |||||||||||||
Goodwill acquired | 44,436 | — | 44,436 | — | — | — | |||||||||||||||||||
Purchase accounting adjustments | (3,090 | ) | — | (3,090 | ) | (422 | ) | (11,822 | ) | (12,244 | ) | ||||||||||||||
Impairment loss | (18,900 | ) | — | (18,900 | ) | (22,600 | ) | — | (22,600 | ) | |||||||||||||||
Impact of foreign currency | 193 | (8,255 | ) | (8,062 | ) | (145 | ) | 6,465 | 6,320 | ||||||||||||||||
Goodwill, end of period | $ | 93,758 | $ | 363,401 | $ | 457,159 | $ | 71,119 | $ | 371,656 | $ | 442,775 | |||||||||||||
Accumulated impairment loss, end of period | $ | 41,500 | $ | — | $ | 41,500 | $ | 22,600 | $ | — | $ | 22,600 | |||||||||||||
Intangible_Assets_net_Tables
Intangible Assets, net (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||
Schedule of Intangible Assets by Major Class | ' | ||||||||||||||||||||
Intangible assets, net at September 30, 2014 consisted of the following (in thousands): | |||||||||||||||||||||
Gross Carrying | Impairment | Accumulated | Net Carrying | Weighted-Average | |||||||||||||||||
Amount | Loss | Amortization | Amount | Amortization | |||||||||||||||||
Period (in years) | |||||||||||||||||||||
Customer relationships | $ | 208,766 | $ | 20,800 | $ | 41,968 | $ | 145,998 | 11.2 | ||||||||||||
Acquired intellectual property | 101,500 | — | 27,325 | 74,175 | 12.2 | ||||||||||||||||
Trade names | 65,024 | — | 11,663 | 53,361 | 12.5 | ||||||||||||||||
Software | 15,484 | — | 9,411 | 6,073 | 1.7 | ||||||||||||||||
Total | $ | 390,774 | $ | 20,800 | $ | 90,367 | $ | 279,607 | 11.5 | ||||||||||||
Intangible assets, net at December 31, 2013 consisted of the following (in thousands): | |||||||||||||||||||||
Gross Carrying | Impairment | Accumulated | Net Carrying | Weighted-Average | |||||||||||||||||
Amount | Loss | Amortization | Amount | Amortization | |||||||||||||||||
Period (in years) | |||||||||||||||||||||
Customer relationships | $ | 196,296 | $ | — | $ | 29,219 | $ | 167,077 | 12 | ||||||||||||
Acquired intellectual property | 98,855 | — | 19,176 | 79,679 | 13.5 | ||||||||||||||||
Trade names | 66,048 | — | 7,954 | 58,094 | 13.2 | ||||||||||||||||
Software | 11,223 | — | 6,381 | 4,842 | 1.5 | ||||||||||||||||
Total | $ | 372,422 | $ | — | $ | 62,730 | $ | 309,692 | 12.5 | ||||||||||||
Intangible Assets Expected Future Amortization Expense | ' | ||||||||||||||||||||
Future expected amortization of intangible assets at September 30, 2014 was as follows (in thousands): | |||||||||||||||||||||
2014 (1) | $ | 9,526 | |||||||||||||||||||
2015 | 35,227 | ||||||||||||||||||||
2016 | 31,988 | ||||||||||||||||||||
2017 | 28,787 | ||||||||||||||||||||
2018 | 28,318 | ||||||||||||||||||||
Thereafter | 145,761 | ||||||||||||||||||||
Total | $ | 279,607 | |||||||||||||||||||
-1 | For the three month period ended December 31, 2014 |
Other_Liabilities_Tables
Other Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
Other liabilities consist of the following (in thousands): | |||||||||
September 30, 2014 | December 31, 2013 | ||||||||
Deferred compensation | $ | 18,583 | $ | 15,875 | |||||
Lease incentives | 35,670 | 33,209 | |||||||
Deferred rent benefit | 36,627 | 34,596 | |||||||
Deferred revenue – long term | 13,251 | 13,739 | |||||||
Other | 14,262 | 18,005 | |||||||
Total other liabilities | $ | 118,393 | $ | 115,424 | |||||
Senior_Secured_Credit_Faciliti1
Senior Secured Credit Facilities (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Debt Disclosure [Abstract] | ' | ||||
Future Minimum Payments on Senior Secured Credit Facilities | ' | ||||
The future minimum payments for the Senior Secured Credit Facilities are as follows for the years ended December 31 (in thousands): | |||||
2014 (1) | $ | 2,688 | |||
2015 | 15,750 | ||||
2016 | 20,750 | ||||
2017 | 20,750 | ||||
2018 | 450,000 | ||||
Total principal payments | 509,938 | ||||
Less: unamortized original issue discount | 1,816 | ||||
Present value of principal payments | 508,122 | ||||
Less: current portion | 12,769 | ||||
Debt – long term | $ | 495,353 | |||
-1 | For the three months ended December 31, 2014. |
Stockholders_Equity_and_ShareB1
Stockholders' Equity and Share-Based Compensation (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||
Summarization of Changes in Restricted Stock Units | ' | ||||||||
The following table summarizes the changes in RSUs: | |||||||||
Nine Months Ended | |||||||||
September 30, 2014 | |||||||||
Number | Weighted Average | ||||||||
of RSUs | Grant Date Fair | ||||||||
Value | |||||||||
Non-vested, beginning of year | 749,955 | $ | 46.03 | ||||||
Granted | 327,095 | 69.92 | |||||||
Forfeited | (58,524 | ) | 53.48 | ||||||
Vested | (287,930 | ) | 40.93 | ||||||
Non-vested, end of period | 730,596 | 58.14 | |||||||
Summary of Changes in Performance Based Stock Awards | ' | ||||||||
The following table summarizes the changes in PSAs: | |||||||||
Nine Months Ended | |||||||||
September 30, 2014 | |||||||||
Number | Weighted Average | ||||||||
of PSAs | Grant Date Fair | ||||||||
Value | |||||||||
Non-vested, beginning of year | 60,639 | $ | 48.42 | ||||||
Granted | 29,873 | 69.44 | |||||||
Forfeited | (11,909 | ) | 52.6 | ||||||
Vested | — | — | |||||||
Non-vested, end of period | 78,603 | 55.77 | |||||||
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||
Fair Value of Designated Derivative Hedging Instruments | ' | ||||||||||||||||
The fair value of derivative instruments on the Company’s condensed consolidated balance sheets was as follows (in thousands) | |||||||||||||||||
Balance Sheet Location | September 30, 2014 | December 31, 2013 | |||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||
Asset Derivatives | |||||||||||||||||
Prepaid expenses and other current assets | $ | — | $ | 761 | |||||||||||||
Other non-current assets | $ | 545 | $ | 880 | |||||||||||||
Liability Derivatives | |||||||||||||||||
Accounts payable and accrued liabilities | $ | 12 | $ | — | |||||||||||||
Pre-Tax Effect of Derivative Instruments | ' | ||||||||||||||||
The pre-tax effect of derivative instruments on the Company’s condensed consolidated statements of operations was as follows (in thousands): | |||||||||||||||||
Amount of Gain (Loss) | Amount of Gain (Loss) | ||||||||||||||||
Recognized in OCI on | Recognized in OCI on | ||||||||||||||||
Derivative (Effective portion) | Derivative (Effective portion) | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Forward currency contracts | $ | (261 | ) | $ | 940 | $ | 102 | $ | (67 | ) | |||||||
Interest rate swap arrangements | 931 | (144 | ) | (1,146 | ) | (144 | ) | ||||||||||
Location of Gain (Loss) Reclassified from Accumulated OCI into | Amount of Gain (Loss) | Amount of Gain (Loss) | |||||||||||||||
Income (Effective portion) | Reclassified from | Reclassified from | |||||||||||||||
Accumulated OCI into | Accumulated OCI into | ||||||||||||||||
Income (Effective portion) | Income (Effective portion) | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Cost of services | $ | 16 | $ | 81 | $ | 337 | $ | (209 | ) | ||||||||
Member relations and marketing | 14 | 67 | 279 | (173 | ) | ||||||||||||
General and administrative | 7 | 32 | 135 | (84 | ) | ||||||||||||
Interest expense | (822 | ) | — | (811 | ) | — | |||||||||||
$ | (785 | ) | $ | 180 | $ | (60 | ) | $ | (466 | ) | |||||||
Earnings_per_Share_Tables
Earnings per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Reconciliation of Basic to Diluted Weighted Average Common Shares Outstanding | ' | ||||||||||||||||
A reconciliation of basic to diluted weighted average common shares outstanding is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic weighted average common shares outstanding | 33,789 | 33,597 | 33,761 | 33,519 | |||||||||||||
Effect of dilutive common shares outstanding | 260 | 336 | 372 | 380 | |||||||||||||
Diluted weighted average common shares outstanding | 34,049 | 33,933 | 34,133 | 33,899 | |||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||
Future Minimum Rental Payments under Non-Cancelable Operating Leases and Future Minimum Receipts under Subleases | ' | ||||||||||||||||||||||||||||
Future minimum rental payments under non-cancelable operating leases (including the new Arlington, Virginia lease) and future minimum receipts under subleases (including the lease assignment discussed above), excluding executory costs, are as follows at September 30, 2014: | |||||||||||||||||||||||||||||
Total | 2014 (1) | YE 2015 | YE 2016 | YE 2017 | YE 2018 | Thereafter | |||||||||||||||||||||||
Operating lease obligations | $ | 965,231 | $ | 12,972 | $ | 52,406 | $ | 52,746 | $ | 50,432 | $ | 69,934 | $ | 726,741 | |||||||||||||||
Sublease receipts | (313,549 | ) | (5,392 | ) | (21,813 | ) | (22,338 | ) | (22,427 | ) | (28,484 | ) | (213,095 | ) | |||||||||||||||
Total net lease obligations | $ | 651,682 | $ | 7,580 | $ | 30,593 | $ | 30,408 | $ | 28,005 | $ | 41,450 | $ | 513,646 | |||||||||||||||
-1 | For the three months ended December 31, 2014. |
Changes_in_Accumulated_Other_C1
Changes in Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Schedule of Changes in Accumulated Balances of Each Component of Other Comprehensive Income | ' | ||||||||||||
Changes in each component of AOCI in the three and nine months ended September 30, 2014 are, as follows (in thousands): | |||||||||||||
Three Months Ended September 30, 2014 | Cash Flow Hedge, | Foreign Currency | Total | ||||||||||
Net of Tax | Translation | ||||||||||||
Adjustments | |||||||||||||
Balance, June 30, 2014 | $ | (555 | ) | $ | 61,440 | $ | 60,885 | ||||||
Net unrealized gains | 402 | — | 402 | ||||||||||
Reclassification of losses into earnings | 471 | — | 471 | ||||||||||
Net translation of investments in foreign operations | — | (25,197 | ) | (25,197 | ) | ||||||||
Net translation of intra-entity loans | — | (12,654 | ) | (12,654 | ) | ||||||||
Net change in Accumulated other comprehensive income (loss) | 873 | (37,851 | ) | (36,978 | ) | ||||||||
Balance, September 30, 2014 | $ | 318 | $ | 23,589 | $ | 23,907 | |||||||
Nine Months Ended September 30, 2014 | Cash Flow Hedge, | Foreign Currency | Total | ||||||||||
Net of Tax | Translation | ||||||||||||
Adjustments | |||||||||||||
Balance, December 31, 2013 | $ | 909 | $ | 42,378 | $ | 43,287 | |||||||
Net unrealized losses | (627 | ) | — | (627 | ) | ||||||||
Reclassification of losses into earnings | 36 | — | 36 | ||||||||||
Net translation of investments in foreign operations | — | (13,583 | ) | (13,583 | ) | ||||||||
Net translation of intra-entity loans | — | (5,206 | ) | (5,206 | ) | ||||||||
Net change in Accumulated other comprehensive loss | (591 | ) | (18,789 | ) | (19,380 | ) | |||||||
Balance, September 30, 2014 | $ | 318 | $ | 23,589 | $ | 23,907 | |||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Schedule of Company's Reportable Segments | ' | ||||||||||||||||
Information for the Company’s reportable segments was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Revenue | |||||||||||||||||
CEB segment | $ | 179,100 | $ | 158,709 | $ | 515,189 | $ | 463,666 | |||||||||
SHL Talent Measurement segment | 49,908 | 43,026 | 153,683 | 132,951 | |||||||||||||
Total revenue | $ | 229,008 | $ | 201,735 | $ | 668,872 | $ | 596,617 | |||||||||
Adjusted revenue | |||||||||||||||||
CEB segment | $ | 180,128 | $ | 158,709 | $ | 518,064 | $ | 463,666 | |||||||||
SHL Talent Measurement segment | 50,583 | 44,393 | 155,745 | 141,777 | |||||||||||||
Total Adjusted revenue | $ | 230,711 | $ | 203,102 | $ | 673,809 | $ | 605,443 | |||||||||
Operating profit | |||||||||||||||||
CEB segment | $ | 39,750 | $ | 10,357 | $ | 52,966 | $ | 67,683 | |||||||||
SHL Talent Measurement segment | (1,701 | ) | (4,612 | ) | (5,669 | ) | (10,721 | ) | |||||||||
Total operating profit | $ | 38,049 | $ | 5,745 | $ | 47,297 | $ | 56,962 | |||||||||
Adjusted EBITDA | |||||||||||||||||
CEB segment | $ | 56,343 | $ | 45,014 | $ | 136,328 | $ | 124,879 | |||||||||
SHL Talent Measurement segment | 10,165 | 5,125 | 25,251 | 23,483 | |||||||||||||
Total Adjusted EBITDA | $ | 66,508 | $ | 50,139 | $ | 161,579 | $ | 148,362 | |||||||||
Adjusted EBITDA margin | |||||||||||||||||
CEB segment | 31.3 | % | 28.4 | % | 26.3 | % | 26.9 | % | |||||||||
SHL Talent Measurement segment | 20.1 | % | 11.5 | % | 16.2 | % | 16.6 | % | |||||||||
Total Adjusted EBITDA margin | 28.8 | % | 24.7 | % | 24 | % | 24.5 | % | |||||||||
Depreciation and amortization | |||||||||||||||||
CEB segment | $ | 7,917 | $ | 6,964 | $ | 25,052 | $ | 21,256 | |||||||||
SHL Talent Measurement segment | 8,738 | 8,323 | 26,534 | 23,520 | |||||||||||||
Total depreciation and amortization | $ | 16,655 | $ | 15,287 | $ | 51,586 | $ | 44,776 | |||||||||
Reconciliation of Revenue to Adjusted Revenue | ' | ||||||||||||||||
The table below reconciles revenue to Adjusted revenue (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Revenue | $ | 229,008 | $ | 201,735 | $ | 668,872 | $ | 596,617 | |||||||||
Impact of deferred revenue fair value adjustment | 1,703 | 1,367 | 4,937 | 8,826 | |||||||||||||
Adjusted revenue | $ | 230,711 | $ | 203,102 | $ | 673,809 | $ | 605,443 | |||||||||
Reconciliation of Net Income to Adjusted EBITDA | ' | ||||||||||||||||
The table below reconciles net income to Adjusted EBITDA (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Net income (loss) | $ | 21,382 | $ | (5,383 | ) | $ | 22,617 | $ | 19,393 | ||||||||
Provision for income taxes | 18,040 | (2,612 | ) | 21,239 | 12,485 | ||||||||||||
Interest expense, net | 4,477 | 4,901 | 13,632 | 17,424 | |||||||||||||
Depreciation and amortization | 16,655 | 15,287 | 51,586 | 44,776 | |||||||||||||
Impact of the deferred revenue fair value adjustment | 1,703 | 1,367 | 4,937 | 8,826 | |||||||||||||
Acquisition related costs | 407 | 4,022 | 2,852 | 7,044 | |||||||||||||
Impairment loss | — | 22,600 | 39,700 | 22,600 | |||||||||||||
Debt extinguishment costs | — | 6,691 | — | 6,691 | |||||||||||||
Gain on cost method investment | — | — | (6,585 | ) | — | ||||||||||||
Share-based compensation | 3,844 | 3,266 | 11,601 | 9,123 | |||||||||||||
Total Adjusted EBITDA | $ | 66,508 | $ | 50,139 | $ | 161,579 | $ | 148,362 | |||||||||
Total Adjusted EBITDA margin | 28.8 | % | 24.7 | % | 24 | % | 24.5 | % | |||||||||
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Oct. 31, 2014 | Sep. 30, 2014 | Feb. 28, 2014 | Sep. 30, 2014 | Feb. 28, 2014 | Jan. 14, 2014 | Jan. 14, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Investment | Investment | Subsequent Event [Member] | PayScale [Member] | KnowledgeAdvisors, Inc. [Member] | KnowledgeAdvisors, Inc. [Member] | KnowledgeAdvisors, Inc. [Member] | Talent Neuron [Member] | Talent Neuron [Member] | Senior Subordinated Convertible Promissory Note [Member] | Senior Subordinated Convertible Promissory Note [Member] | ||||||
Entity | Entity | |||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity interests in acquiree | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Purchase price, net of cash acquired | ' | ' | ' | ' | $58,902,000 | ' | ' | ' | ' | $50,900,000 | ' | ' | ' | ' | ' | ' |
Intangible assets acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,000,000 | ' | ' | ' | ' |
Amortization period | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' | ' | '3 years | ' | ' | ' |
Goodwill related primarily to workforce | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35,000,000 | ' | ' | ' | ' |
Deferred tax liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,600,000 | ' | ' | ' | ' |
Deferred tax assets, net operating loss carryforwards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' | ' | ' | ' |
Deferred revenue amount recognized | ' | ' | ' | ' | ' | ' | ' | ' | ' | -3,600,000 | ' | ' | ' | ' | ' | ' |
Proforma deferred revenue | ' | ' | 1,703,000 | 1,367,000 | 4,937,000 | 8,826,000 | ' | ' | ' | ' | 2,900,000 | ' | ' | ' | ' | ' |
Initial cash payment to acquire business | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000,000 | ' | ' | ' |
Company allocation to intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,700,000 | ' | ' |
Non deductible to tax purposes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,300,000 | ' | ' |
Additional investments in private entity | ' | ' | ' | ' | 3,735,000 | 11,213,000 | ' | 4,800,000 | ' | ' | ' | ' | ' | ' | 2,600,000 | ' |
Number of private entity investments | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | 1 | ' |
Convertible note maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12-Aug-18 |
Convertible note interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | 8.00% |
Debt instrument, convertible type of investee's equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Further, the Convertible Note provides an automatic conversion to preferred shares upon the investee's equity financing event. The Company has bifurcated the automatic conversion feature since it represents an embedded derivative. The Company has accounted for the Convertible Note as an available-for-sale security. |
Fair value of the convertible note and the bifurcated automatic conversion feature amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,700,000 | 2,700,000 |
Carrying value of company's investment | ' | ' | ' | ' | 6,585,000 | ' | ' | ' | 6,600,000 | ' | ' | ' | ' | ' | ' | ' |
Number of investment | 5 | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value of company's investment | ' | ' | $21,200,000 | ' | $21,200,000 | ' | $14,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair_Value_Measurements_Measur
Fair Value Measurements - Measurement of Financial Assets and Liabilities at Fair Value on Recurring Basis (Detail) (Fair Value, Measurements, Recurring [Member], USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Level 1 [Member] | ' | ' |
Financial assets | ' | ' |
Cash and cash equivalents | $87,045 | $119,554 |
Available-for-sale securities | ' | ' |
Level 1 [Member] | Forward Currency Exchange Contracts [Member] | ' | ' |
Financial assets | ' | ' |
Fair value of derivative assets | ' | ' |
Level 2 [Member] | ' | ' |
Financial assets | ' | ' |
Investments held through variable insurance products in a Rabbi Trust | 17,264 | 16,975 |
Available-for-sale securities | ' | ' |
Level 2 [Member] | Forward Currency Exchange Contracts [Member] | ' | ' |
Financial assets | ' | ' |
Fair value of derivative assets | ' | 761 |
Financial liabilities | ' | ' |
Fair value of derivative liability | 12 | ' |
Level 2 [Member] | Interest Rate Swaps [Member] | ' | ' |
Financial assets | ' | ' |
Fair value of derivative assets | 545 | 880 |
Level 3 [Member] | ' | ' |
Financial assets | ' | ' |
Available-for-sale securities | 2,664 | ' |
Level 3 [Member] | Forward Currency Exchange Contracts [Member] | ' | ' |
Financial assets | ' | ' |
Fair value of derivative assets | ' | ' |
Accounts_Receivable_net_Summar
Accounts Receivable, net - Summary of Accounts Receivable, Net (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | $196,493 | $273,360 |
Allowance for uncollectible revenue | -2,237 | -2,096 |
Accounts receivable, net | 194,256 | 271,264 |
Billed [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | 130,616 | 199,327 |
Unbilled [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | $65,877 | $74,033 |
Goodwill_Changes_in_Carrying_A
Goodwill - Changes in Carrying Amount of Goodwill (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 |
Goodwill [Line Items] | ' | ' | ' |
Beginning of year | $442,775 | $471,299 | ' |
Goodwill acquired | 44,436 | ' | ' |
Purchase accounting adjustments | -3,090 | -12,244 | ' |
Impairment loss | -18,900 | -22,600 | ' |
Impact of foreign currency | -8,062 | 6,320 | ' |
Goodwill, end of period | 457,159 | 442,775 | ' |
Accumulated impairment loss, end of period | 41,500 | 22,600 | ' |
CEB Segment [Member] | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Beginning of year | 71,119 | 94,286 | ' |
Goodwill acquired | 44,436 | ' | ' |
Purchase accounting adjustments | -3,090 | -422 | ' |
Impairment loss | -18,900 | -22,600 | ' |
Impact of foreign currency | 193 | -145 | ' |
Goodwill, end of period | 93,758 | 71,119 | ' |
Accumulated impairment loss, end of period | 41,500 | 22,600 | ' |
SHL Talent Measurement Segment [Member] | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Beginning of year | 371,656 | 377,013 | 375,000 |
Goodwill acquired | ' | ' | ' |
Purchase accounting adjustments | ' | -11,822 | ' |
Impairment loss | ' | ' | ' |
Impact of foreign currency | -8,255 | 6,465 | ' |
Goodwill, end of period | 363,401 | 371,656 | 375,000 |
Accumulated impairment loss, end of period | ' | ' | ' |
Goodwill_Additional_Informatio
Goodwill - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Customer Relationships [Member] | PDRI [Member] | PDRI [Member] | PDRI [Member] | PDRI [Member] | PDRI [Member] | PDRI [Member] | SHL Talent Measurement Segment [Member] | SHL Talent Measurement Segment [Member] | SHL Talent Measurement Segment [Member] | SHL Talent Measurement Segment [Member] | ||||||
Income Approach Valuation Technique [Member] | Customer Relationships [Member] | Customer Relationships [Member] | ||||||||||||||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment loss | $22,600,000 | $39,700,000 | $22,600,000 | ' | ' | ' | $39,700,000 | ' | ' | ' | ' | $8,000,000 | ' | ' | ' | ' |
Intangible asset impairment loss | ' | 20,800,000 | ' | ' | ' | 20,800,000 | ' | ' | ' | ' | 20,800,000 | ' | ' | ' | ' | ' |
Goodwill impairment loss | ' | 18,900,000 | ' | 22,600,000 | ' | ' | 18,900,000 | 22,600,000 | 18,900,000 | ' | ' | ' | ' | ' | ' | ' |
Estimated fair value of asset | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,900,000 | ' | ' | ' | ' | ' |
Goodwill | ' | 457,159,000 | ' | 442,775,000 | 471,299,000 | ' | ' | ' | 12,400,000 | ' | ' | ' | 363,401,000 | 375,000,000 | 371,656,000 | 377,013,000 |
Deferred tax liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,200,000 | ' | ' | ' | ' |
Assumed discount rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14.50% | ' | ' | ' | ' | ' | ' |
Increase in discount rate | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | 1.00% | ' | ' |
Decrease in estimated fair value | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | 26,000,000 | ' | ' |
Carrying value of reporting unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000,000 | ' | ' |
Amortizable intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 269,000,000 | ' | ' |
Percentage exceeded in estimated value over carrying value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' |
Decrease in the selected market multiples | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' |
Decrease in estimated fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 | ' | ' |
Intangible_Assets_Net_Schedule
Intangible Assets, Net - Schedule of Intangible Assets by Major Class (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | $390,774 | $372,422 |
Impairment Loss | 20,800 | ' |
Accumulated Amortization | 90,367 | 62,730 |
Net Carrying Amount | 279,607 | 309,692 |
Weighted-Average Amortization Period (in years) | '11 years 6 months | '12 years 6 months |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 208,766 | 196,296 |
Impairment Loss | 20,800 | ' |
Accumulated Amortization | 41,968 | 29,219 |
Net Carrying Amount | 145,998 | 167,077 |
Weighted-Average Amortization Period (in years) | '11 years 2 months 12 days | '12 years |
Acquired Intellectual Property [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 101,500 | 98,855 |
Accumulated Amortization | 27,325 | 19,176 |
Net Carrying Amount | 74,175 | 79,679 |
Weighted-Average Amortization Period (in years) | '12 years 2 months 12 days | '13 years 6 months |
Trade Names [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 65,024 | 66,048 |
Accumulated Amortization | 11,663 | 7,954 |
Net Carrying Amount | 53,361 | 58,094 |
Weighted-Average Amortization Period (in years) | '12 years 6 months | '13 years 2 months 12 days |
Software [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 15,484 | 11,223 |
Accumulated Amortization | 9,411 | 6,381 |
Net Carrying Amount | $6,073 | $4,842 |
Weighted-Average Amortization Period (in years) | '1 year 8 months 12 days | '1 year 6 months |
Intangible_Assets_Net_Addition
Intangible Assets, Net - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 3 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | |
Customer Relationships [Member] | Customer Relationships [Member] | PDRI [Member] | ||||||
Customer Relationships [Member] | ||||||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated fair value of asset | ' | ' | ' | ' | ' | ' | ' | $7,900,000 |
Carrying value | 279,607,000 | ' | 279,607,000 | ' | 309,692,000 | 145,998,000 | 167,077,000 | 28,700,000 |
Pre-tax impairment loss | ' | ' | 20,800,000 | ' | ' | 20,800,000 | ' | 20,800,000 |
Amortization expense | $9,700,000 | $8,700,000 | $29,500,000 | $26,100,000 | ' | ' | ' | ' |
Intangible_Assets_Net_Intangib
Intangible Assets, Net - Intangible Assets Expected Future Amortization Expense (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
2014 | $9,526 | ' |
2015 | 35,227 | ' |
2016 | 31,988 | ' |
2017 | 28,787 | ' |
2018 | 28,318 | ' |
Thereafter | 145,761 | ' |
Total | $279,607 | $309,692 |
Other_Liabilities_Other_Liabil
Other Liabilities - Other Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ' | ' |
Deferred compensation | $18,583 | $15,875 |
Lease incentives | 35,670 | 33,209 |
Deferred rent benefit | 36,627 | 34,596 |
Deferred revenue - long term | 13,251 | 13,739 |
Other | 14,262 | 18,005 |
Total other liabilities | $118,393 | $115,424 |
Senior_Secured_Credit_Faciliti2
Senior Secured Credit Facilities - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | |||||||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Aug. 02, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Jan. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Aug. 02, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 02, 2013 | Aug. 02, 2013 | Aug. 02, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Leverage Ratio Range One [Member] | Leverage Ratio Range Two [Member] | Term Facilities [Member] | Refinancing of Debt [Member] | Term Loan A Facility [Member] | Term Loan B Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility Second Amendment [Member] | Revolving Credit Facility Third Amendment [Member] | Refinancing Term A-1 Loans [Member] | Incremental Term A-1 Loans and Refinancing Term A-1 Loans [Member] | Tranche A Revolving Loans [Member] | Tranche A Revolving Loans [Member] | Term A-1 Loans [Member] | Term A-1 Loans [Member] | Term A-1 Loans [Member] | ||||||
Base Rate [Member] | Eurodollar [Member] | Interest Rate [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | ' | ' | ' | ' | $200,000,000 | ' | ' | ' | ' | $275,000,000 | $250,000,000 | ' | ' | $100,000,000 | ' | ' | ' | $269,900,000 | $253,800,000 | $100,000,000 | ' | ' | ' | ' |
Credit facility maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2-Aug-17 | 2-Aug-19 | ' | ' | 2-Aug-17 | ' | ' | ' | ' | ' | ' | ' | 2-Aug-18 | ' | ' |
Line of credit facility, initiation date | ' | ' | 2-Jul-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, amendment date | ' | ' | 18-Jul-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Aug-12 | 2-Aug-13 | ' | ' | ' | ' | ' | ' | ' |
Amount drawn from Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letters of credit covered by Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment of principal amount under Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Installment payment as a percentage of principal, first two years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' |
Installment payment as a percentage of principal, next three years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' |
Percentage added to annual referred interest rate on the Secured Credit Facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.25% | ' | 2.25% | ' |
Annual interest rate on the Senior Secured Credit Facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | 2.15% |
Leverage ratio triggering mandatory prepayments | ' | ' | ' | ' | ' | '2.0x or higher | '2.5x or higher | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Triggering mandatory prepayments percentage | ' | ' | ' | ' | ' | 25.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount reclassified to current debt | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan origination fee and deferred financing costs | ' | ' | 12,900,000 | ' | ' | ' | ' | 10,600,000 | 2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest paid | 3,800,000 | 5,400,000 | 11,700,000 | 16,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense for loan origination fees and deferred financing cost | $700,000 | $700,000 | $1,954,000 | $2,308,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior_Secured_Credit_Faciliti3
Senior Secured Credit Facilities - Future Minimum Payments on Senior Secured Credit Facilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Less: current portion | $12,769 | $10,274 |
Debt - long term | 495,353 | 505,554 |
Term A-1 Loans [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
2014 | 2,688 | ' |
2015 | 15,750 | ' |
2016 | 20,750 | ' |
2017 | 20,750 | ' |
2018 | 450,000 | ' |
Total principal payments | 509,938 | ' |
Less: unamortized original issue discount | 1,816 | ' |
Present value of principal payments | 508,122 | ' |
Less: current portion | 12,769 | ' |
Debt - long term | 495,353 | ' |
Present value of principal payments | $508,122 | ' |
Stockholders_Equity_and_ShareB2
Stockholders' Equity and Share-Based Compensation - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |||
Aug. 07, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 28, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' |
Recognized total share-based compensation costs | ' | $3,844,000 | $3,266,000 | $11,601,000 | $9,123,000 | ' |
Cash dividend declared per share | $0.26 | ' | ' | ' | ' | ' |
Dividend date of record | ' | ' | ' | 15-Sep-14 | ' | ' |
Dividend date of declared | ' | '2014-08 | ' | '2014-08 | ' | ' |
Dividend payment date | ' | ' | ' | 30-Sep-14 | ' | ' |
Dividend paid in cash | ' | ' | ' | 8,800,000 | ' | ' |
Authorization of common stock repurchase | ' | ' | ' | ' | ' | 50,000,000 |
Number of shares repurchased | ' | 175,800 | ' | 252,500 | 48,100 | ' |
Cost of shares repurchased | ' | 11,500,000 | ' | 16,039,000 | 2,751,000 | ' |
Cost of shares repurchased, contractual amount | ' | ' | ' | 16,700,000 | ' | ' |
Share-Based Compensation [Member] | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' |
Vesting period for share-based compensation awards | ' | ' | ' | '4 years | ' | ' |
Total unrecognized share-based compensation cost which is expected to be recognized | ' | $27,800,000 | ' | $27,800,000 | ' | ' |
Total compensation cost not yet recognized, period for recognition | ' | ' | ' | '3 years | ' | ' |
Stockholders_Equity_and_ShareB3
Stockholders' Equity and Share-Based Compensation - Summarization of Changes in Restricted Stock Units (Detail) (Restricted Stock Units (RSUs) [Member], USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Restricted Stock Units (RSUs) [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of Restricted Stock Units, Non-vested, beginning of year | 749,955 |
Number of Restricted Stock Units, Granted | 327,095 |
Number of Restricted Stock Units, Forfeited | -58,524 |
Number of Restricted Stock Units, Vested | -287,930 |
Number of Restricted Stock Units, Non-vested, end of period | 730,596 |
Weighted Average Grant Date Fair Value, Non-vested, beginning of year | $46.03 |
Weighted Average Grant Date Fair Value, Granted | $69.92 |
Weighted Average Grant Date Fair Value, Forfeited | $53.48 |
Weighted Average Grant Date Fair Value, Vested | $40.93 |
Weighted Average Grant Date Fair Value, Non-vested, end of period | $58.14 |
Stockholders_Equity_and_ShareB4
Stockholders' Equity and Share-Based Compensation - Summary of Changes in Performance Based Stock Awards (Detail) (Performance Based Stock Awards (PSAs) [Member], USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Performance Based Stock Awards (PSAs) [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of Restricted Stock Units, Non-vested, beginning of year | 60,639 |
Number of Performance Based Stock Awards, Granted | 29,873 |
Number of Performance Based Stock Awards, Forfeited | -11,909 |
Number of Performance Based Stock Awards, Vested | ' |
Number of Restricted Stock Units, Non-vested, end of period | 78,603 |
Weighted Average Grant Date Fair Value, Non-vested, beginning of year | $48.42 |
Weighted Average Grant Date Fair Value, Granted | $69.44 |
Weighted Average Grant Date Fair Value, Forfeited | $52.60 |
Weighted Average Grant Date Fair Value, Vested | ' |
Weighted Average Grant Date Fair Value, Non-vested, end of period | $55.77 |
Derivative_Instruments_and_Hed2
Derivative Instruments and Hedging Activities - Additional Information (Detail) (USD $) | 9 Months Ended | 9 Months Ended | |||||
Sep. 30, 2014 | Sep. 30, 2014 | Oct. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Oct. 31, 2013 | |
Interest Rate Swaps [Member] | Interest Rate Swaps [Member] | Forward Currency Exchange Contracts [Member] | Forward Currency Exchange Contracts [Member] | Term A-1 Loans [Member] | Term A-1 Loans [Member] | ||
Interest Rate Swaps [Member] | |||||||
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Derivatives notional amount | ' | ' | $275,000,000 | $1,900,000 | $11,900,000 | ' | ' |
Interest rate swap arrangements, amortized notional amount | ' | ' | $232,000,000 | ' | ' | ' | ' |
Credit facility maturity date | ' | ' | ' | ' | ' | 2-Aug-18 | ' |
Interest payments on the hedged debt | ' | ' | ' | ' | ' | ' | 1.34% |
Maximum length of time of hedging exposed to variability of future cash flows | '12 months | '56 months | ' | ' | ' | ' | ' |
Derivative_Instruments_and_Hed3
Derivative Instruments and Hedging Activities - Fair Value of Designated Derivative Hedging Instruments (Detail) (Derivatives Designated as Hedging Instruments [Member], USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Prepaid Expenses and Other Current Assets [Member] | ' | ' |
Asset Derivatives | ' | ' |
Prepaid expenses and other current and non-current assets | ' | $761 |
Other Non-Current Assets [Member] | ' | ' |
Asset Derivatives | ' | ' |
Prepaid expenses and other current and non-current assets | 545 | 880 |
Accounts Payable and Accrued Liabilities [Member] | ' | ' |
Liability Derivatives | ' | ' |
Accounts payable and accrued liabilities | $12 | ' |
Derivative_Instruments_and_Hed4
Derivative Instruments and Hedging Activities - Pre-Tax Effect of Derivative Instruments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective portion) | ($785) | $180 | ($60) | ($466) |
Forward Currency Exchange Contracts [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Recognized in OCI on Derivative (Effective portion) | -261 | 940 | 102 | -67 |
Interest Rate Swaps [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Recognized in OCI on Derivative (Effective portion) | 931 | -144 | -1,146 | -144 |
Cost of Services [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective portion) | 16 | 81 | 337 | -209 |
Member Relations and Marketing [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective portion) | 14 | 67 | 279 | -173 |
General and Administrative [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective portion) | 7 | 32 | 135 | -84 |
Interest Expense [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective portion) | ($822) | ' | ($811) | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2014 | |
UNITED KINGDOM | PDRI [Member] | |||||
Income Tax [Line Items] | ' | ' | ' | ' | ' | ' |
Effective income tax rate | 45.80% | -32.70% | 48.40% | 39.20% | ' | ' |
Impairment loss | ' | $22,600,000 | $39,700,000 | $22,600,000 | ' | $39,700,000 |
Income tax payments | 9,500,000 | 10,500,000 | 29,000,000 | 36,800,000 | ' | ' |
Prepaid income taxes | 6,900,000 | ' | 6,900,000 | ' | ' | ' |
Reduction in UK corporation tax rate | ' | ' | ' | ' | 20.00% | ' |
Net deferred tax liabilities | ' | ' | ' | ' | $4,600,000 | ' |
Earnings_per_Share_Reconciliat
Earnings per Share - Reconciliation of Basic to Diluted Weighted Average Common Shares Outstanding (Detail) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Basic weighted average common shares outstanding | 33,789 | 33,597 | 33,761 | 33,519 |
Effect of dilutive common shares outstanding | 260 | 336 | 372 | 380 |
Diluted weighted average common shares outstanding | 34,049 | 33,933 | 34,133 | 33,899 |
Earnings_per_Share_Additional_
Earnings per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' |
Anti-dilutive securities excluded from computation of earnings per share, amount | 0.3 | 0.4 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | |
Jul. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Facility | |||
sqft | |||
Commitments Contingencies And Guarantees [Line Items] | ' | ' | ' |
Leased office facilities expiration date | ' | 31-Jan-32 | ' |
Area under lease agreement | 349,000 | ' | ' |
Aggregate rent expense in future years | $22,000,000 | ' | ' |
Term of capital lease | '15 years | ' | ' |
Number of existing facilities assigned to new lessor | 1 | ' | ' |
Estimated lease incentives | ' | 35,670,000 | 33,209,000 |
Certain sales liabilities | ' | 5,800,000 | 5,800,000 |
Arlington [Member] | ' | ' | ' |
Commitments Contingencies And Guarantees [Line Items] | ' | ' | ' |
Estimated lease incentives | ' | $55,000,000 | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Future Minimum Rental Payments under Non-Cancelable Operating Leases and Future Minimum Receipts under Subleases (Detail) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Operating lease obligations, Total | $965,231 |
Sublease receipts, Total | -313,549 |
Total net lease obligations, Total | 651,682 |
Operating lease obligations, YE 2014 | 12,972 |
Sublease receipts, YE 2014 | -5,392 |
Total net lease obligations, YE 2014 | 7,580 |
Operating lease obligations, YE 2015 | 52,406 |
Sublease receipts, YE 2015 | -21,813 |
Total net lease obligations, YE 2015 | 30,593 |
Operating lease obligations, YE 2016 | 52,746 |
Sublease receipts, YE 2016 | -22,338 |
Total net lease obligations, YE 2016 | 30,408 |
Operating lease obligations, YE 2017 | 50,432 |
Sublease receipts, YE 2017 | -22,427 |
Total net lease obligations, YE 2017 | 28,005 |
Operating lease obligations, YE 2018 | 69,934 |
Sublease receipts, YE 2018 | -28,484 |
Total net lease obligations, YE 2018 | 41,450 |
Operating lease obligations, Thereafter | 726,741 |
Sublease receipts, Thereafter | -213,095 |
Total net lease obligations, Thereafter | $513,646 |
Changes_in_Accumulated_Other_C2
Changes in Accumulated Other Comprehensive Income (Loss) - Schedule of Changes in Accumulated Balances of Each Component of Other Comprehensive Income (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Beginning balance | $60,885 | $43,287 |
Net unrealized (losses) gains | 402 | -627 |
Reclassification of losses into earnings | 471 | 36 |
Net translation of investments in foreign operations | -25,197 | -13,583 |
Net translation of intra-entity loans | -12,654 | -5,206 |
Net change in Accumulated other comprehensive income (loss) | -36,978 | -19,380 |
Ending balance | 23,907 | 23,907 |
Cash Flow Hedge, Net of Tax [Member] | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Beginning balance | -555 | 909 |
Net unrealized (losses) gains | 402 | -627 |
Reclassification of losses into earnings | 471 | 36 |
Net change in Accumulated other comprehensive income (loss) | 873 | -591 |
Ending balance | 318 | 318 |
Foreign Currency Translation Adjustments [Member] | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Beginning balance | 61,440 | 42,378 |
Net translation of investments in foreign operations | -25,197 | -13,583 |
Net translation of intra-entity loans | -12,654 | -5,206 |
Net change in Accumulated other comprehensive income (loss) | -37,851 | -18,789 |
Ending balance | $23,589 | $23,589 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2014 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segments | 2 |
Segment_Information_Schedule_o
Segment Information - Schedule of Company's Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenue | ' | ' | ' | ' |
Total revenue | $229,008 | $201,735 | $668,872 | $596,617 |
Adjusted revenue | ' | ' | ' | ' |
Total Adjusted revenue | 230,711 | 203,102 | 673,809 | 605,443 |
Operating profit | ' | ' | ' | ' |
Operating profit | 38,049 | 5,745 | 47,297 | 56,962 |
Adjusted EBITDA | ' | ' | ' | ' |
Total Adjusted EBITDA | 66,508 | 50,139 | 161,579 | 148,362 |
Adjusted EBITDA margin | ' | ' | ' | ' |
Total Adjusted EBITDA margin | 28.80% | 24.70% | 24.00% | 24.50% |
Depreciation and amortization | ' | ' | ' | ' |
Total depreciation and amortization | 16,655 | 15,287 | 51,586 | 44,776 |
CEB Segment [Member] | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' |
Total revenue | 179,100 | 158,709 | 515,189 | 463,666 |
Adjusted revenue | ' | ' | ' | ' |
Total Adjusted revenue | 180,128 | 158,709 | 518,064 | 463,666 |
Operating profit | ' | ' | ' | ' |
Operating profit | 39,750 | 10,357 | 52,966 | 67,683 |
Adjusted EBITDA | ' | ' | ' | ' |
Total Adjusted EBITDA | 56,343 | 45,014 | 136,328 | 124,879 |
Adjusted EBITDA margin | ' | ' | ' | ' |
Total Adjusted EBITDA margin | 31.30% | 28.40% | 26.30% | 26.90% |
Depreciation and amortization | ' | ' | ' | ' |
Total depreciation and amortization | 7,917 | 6,964 | 25,052 | 21,256 |
SHL Talent Measurement Segment [Member] | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' |
Total revenue | 49,908 | 43,026 | 153,683 | 132,951 |
Adjusted revenue | ' | ' | ' | ' |
Total Adjusted revenue | 50,583 | 44,393 | 155,745 | 141,777 |
Operating profit | ' | ' | ' | ' |
Operating profit | -1,701 | -4,612 | -5,669 | -10,721 |
Adjusted EBITDA | ' | ' | ' | ' |
Total Adjusted EBITDA | 10,165 | 5,125 | 25,251 | 23,483 |
Adjusted EBITDA margin | ' | ' | ' | ' |
Total Adjusted EBITDA margin | 20.10% | 11.50% | 16.20% | 16.60% |
Depreciation and amortization | ' | ' | ' | ' |
Total depreciation and amortization | $8,738 | $8,323 | $26,534 | $23,520 |
Segment_Information_Reconcilia
Segment Information - Reconciliation of Revenue to Adjusted Revenue (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting [Abstract] | ' | ' | ' | ' |
Revenue | $229,008 | $201,735 | $668,872 | $596,617 |
Impact of deferred revenue fair value adjustment | 1,703 | 1,367 | 4,937 | 8,826 |
Adjusted revenue | $230,711 | $203,102 | $673,809 | $605,443 |
Segment_Information_Reconcilia1
Segment Information - Reconciliation of Net Income to Adjusted EBITDA (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting [Abstract] | ' | ' | ' | ' |
Net income (loss) | $21,382 | ($5,383) | $22,617 | $19,393 |
Provision for income taxes | 18,040 | -2,612 | 21,239 | 12,485 |
Interest expense, net | 4,477 | 4,901 | 13,632 | 17,424 |
Depreciation and amortization | 16,655 | 15,287 | 51,586 | 44,776 |
Impact of the deferred revenue fair value adjustment | 1,703 | 1,367 | 4,937 | 8,826 |
Acquisition related costs | 407 | 4,022 | 2,852 | 7,044 |
Impairment loss | ' | 22,600 | 39,700 | 22,600 |
Debt extinguishment costs | ' | 6,691 | ' | 6,691 |
Gain on cost method investment | ' | ' | -6,585 | ' |
Share-based compensation | 3,844 | 3,266 | 11,601 | 9,123 |
Total Adjusted EBITDA | $66,508 | $50,139 | $161,579 | $148,362 |
Total Adjusted EBITDA margin | 28.80% | 24.70% | 24.00% | 24.50% |