Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 03, 2014 | Jun. 28, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Registrant Name | 'PERFICIENT INC | ' | ' |
Trading Symbol | '0 | ' | ' |
Entity Central Index Key | '0001085869 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $421,152,097 |
Entity Common Stock, Shares Outstanding | ' | 33,957,812 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $7,018 | $5,813 |
Accounts receivable, net | 78,887 | 69,662 |
Prepaid expenses | 2,569 | 1,649 |
Other current assets | 6,759 | 3,717 |
Total current assets | 95,233 | 80,841 |
Property and equipment, net | 7,709 | 4,398 |
Goodwill | 193,510 | 160,936 |
Intangible assets, net | 25,487 | 17,350 |
Other non-current assets | 3,810 | 3,669 |
Total assets | 325,749 | 267,194 |
Current liabilities: | ' | ' |
Accounts payable | 7,667 | 7,959 |
Other current liabilities | 30,298 | 20,605 |
Total current liabilities | 37,965 | 28,564 |
Long-term debt | 19,000 | 2,800 |
Other non-current liabilities | 9,294 | 1,417 |
Total liabilities | 66,259 | 32,781 |
Commitments and contingencies (see Note 12) | ' | ' |
Stockholders' equity: | ' | ' |
Common stock (par value $.001 per share; 50,000,000 shares authorized and 40,843,435 shares issued and 31,341,276 shares outstanding as of December 31, 2013; 39,024,337 shares issued and 30,825,123 shares outstanding as of December 31, 2012) | 41 | 39 |
Additional paid-in capital | 297,997 | 276,201 |
Accumulated other comprehensive loss | -378 | -306 |
Treasury stock, at cost ( 9,512,545 shares as of December 31, 2013; 8,199,214 shares as of December 31, 2012) | -81,051 | -62,970 |
Retained earnings | 42,881 | 21,449 |
Total stockholders' equity | 259,490 | 234,413 |
Total liabilities and stockholders' equity | $325,749 | $267,194 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Current assets: | ' | ' |
Accounts receivable, allowance for doubtful accounts | $763 | $724 |
Stockholders' equity: | ' | ' |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 40,843,435 | 39,024,337 |
Common stock, shares outstanding (in shares) | 31,341,276 | 30,825,123 |
Treasury stock, shares (in shares) | 9,512,545 | 8,199,214 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues | ' | ' | ' |
Services | $326,589 | $286,548 | $233,166 |
Software and hardware | 30,224 | 25,188 | 15,624 |
Reimbursable expenses | 16,512 | 15,360 | 13,649 |
Total revenues | 373,325 | 327,096 | 262,439 |
Cost of revenues (exclusive of depreciation and amortization, shown separately below) | ' | ' | ' |
Project personnel costs | 202,897 | 182,719 | 149,243 |
Software and hardware costs | 26,648 | 21,536 | 13,521 |
Reimbursable expenses | 16,512 | 15,360 | 13,649 |
Other project-related expenses | 4,169 | 4,078 | 4,892 |
Total cost of revenues | 250,226 | 223,693 | 181,305 |
Gross margin | 123,099 | 103,403 | 81,134 |
Selling, general, and administrative | 77,601 | 64,853 | 51,672 |
Depreciation | 3,262 | 2,251 | 1,754 |
Amortization | 7,974 | 7,827 | 6,341 |
Acquisition costs | 2,297 | 1,871 | 1,249 |
Adjustment to fair value of contingent consideration for purchase of business | 287 | 517 | 1,586 |
Income from operations | 31,678 | 26,084 | 18,532 |
Net interest expense | -293 | -143 | 68 |
Net other (expense) income | 112 | 44 | 45 |
Income before income taxes | 31,497 | 25,985 | 18,645 |
Provision for income taxes | 10,065 | 9,878 | 7,898 |
Net income | $21,432 | $16,107 | $10,747 |
Basic net income per share (in dollars per share) | $0.71 | $0.54 | $0.39 |
Diluted net income per share (in dollars per share) | $0.67 | $0.52 | $0.37 |
Shares used in computing basic net income per share (in shares) | 30,294 | 29,536 | 27,745 |
Shares used in computing diluted net income per share (in shares) | 31,808 | 31,086 | 29,184 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Consolidated Statements of Comprehensive Income [Abstract] | ' | ' | ' |
Net income | $21,432 | $16,107 | $10,747 |
Other comprehensive income, net of reclassification adjustments: | ' | ' | ' |
Foreign currency translation adjustment | -72 | -27 | -35 |
Net unrealized gain (loss) on investments | 0 | 0 | -19 |
Total comprehensive income | $21,360 | $16,080 | $10,693 |
Consolidated_Statement_Of_Stoc
Consolidated Statement Of Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Treasury Stock [Member] | Retained Earnings (Deficit) [Member] | Total |
In Thousands, except Share data | ||||||
Balance at Dec. 31, 2010 | $33 | $224,966 | ($225) | ($42,205) | ($5,405) | $177,164 |
Balance, shares at Dec. 31, 2010 | 27,276,000 | ' | ' | ' | ' | ' |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan | 1 | 3,711 | 0 | 0 | 0 | 3,712 |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan (in shares) | 814,000 | ' | ' | ' | ' | ' |
Net tax benefit from stock option exercises and restricted stock vesting | 0 | 1,219 | 0 | 0 | 0 | 1,219 |
Stock compensation related to restricted stock vesting and retirement savings plan contributions | 1 | 9,177 | 0 | 0 | 0 | 9,178 |
Stock compensation related to restricted stock vesting and retirement savings plan contributions, shares | 929,000 | ' | ' | ' | ' | ' |
Purchases of treasury stock | 0 | 0 | 0 | -12,790 | 0 | -12,790 |
Purchases of treasury stock, Shares | -1,378,000 | ' | ' | ' | ' | ' |
Issuance of stock for acquisitions | 1 | 9,782 | 0 | 0 | 0 | 9,783 |
Issuance of stock for acquisitions, shares | 1,102,000 | ' | ' | ' | ' | ' |
Net income | 0 | 0 | 0 | 0 | 10,747 | 10,747 |
Foreign currency translation adjustment | 0 | 0 | -35 | 0 | 0 | -35 |
Net unrealized gain (loss) on investments | 0 | 0 | -19 | 0 | 0 | -19 |
Balance at Dec. 31, 2011 | 36 | 248,855 | -279 | -54,995 | 5,342 | 198,959 |
Balance, shares at Dec. 31, 2011 | 28,743,000 | ' | ' | ' | ' | ' |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan | 0 | 202 | 0 | 0 | 0 | 202 |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan (in shares) | 56,000 | ' | ' | ' | ' | ' |
Net tax benefit from stock option exercises and restricted stock vesting | 0 | 855 | 0 | 0 | 0 | 855 |
Stock compensation related to restricted stock vesting and retirement savings plan contributions | 1 | 9,589 | 0 | 0 | 0 | 9,590 |
Stock compensation related to restricted stock vesting and retirement savings plan contributions, shares | 950,000 | ' | ' | ' | ' | ' |
Purchases of treasury stock and buyback of shares for taxes | 0 | 0 | 0 | -7,975 | 0 | -7,975 |
Purchases of treasury stock and buyback of shares for taxes, shares | -724,000 | ' | ' | ' | ' | ' |
Issuance of stock for acquisitions | 2 | 16,700 | 0 | 0 | 0 | 16,702 |
Issuance of stock for acquisitions, shares | 1,800,000 | ' | ' | ' | ' | ' |
Net income | 0 | 0 | 0 | 0 | 16,107 | 16,107 |
Foreign currency translation adjustment | 0 | 0 | -27 | 0 | 0 | -27 |
Net unrealized gain (loss) on investments | 0 | 0 | 0 | 0 | 0 | 0 |
Balance at Dec. 31, 2012 | 39 | 276,201 | -306 | -62,970 | 21,449 | 234,413 |
Balance, shares at Dec. 31, 2012 | 30,825,000 | ' | ' | ' | ' | 30,825,123 |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan | 0 | 332 | 0 | 0 | 0 | 332 |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan (in shares) | 80,000 | ' | ' | ' | ' | ' |
Net tax benefit from stock option exercises and restricted stock vesting | 0 | 2,578 | 0 | 0 | 0 | 2,578 |
Stock compensation related to restricted stock vesting and retirement savings plan contributions | 0 | 11,034 | 0 | 0 | 0 | 11,034 |
Stock compensation related to restricted stock vesting and retirement savings plan contributions, shares | 949,000 | ' | ' | ' | ' | ' |
Purchases of treasury stock and buyback of shares for taxes | 0 | 0 | 0 | -18,081 | 0 | -18,081 |
Purchases of treasury stock and buyback of shares for taxes, shares | -1,313,000 | ' | ' | ' | ' | ' |
Issuance of stock for acquisitions | 2 | 7,852 | 0 | 0 | 0 | 7,854 |
Issuance of stock for acquisitions, shares | 800,000 | ' | ' | ' | ' | ' |
Net income | 0 | 0 | 0 | 0 | 21,432 | 21,432 |
Foreign currency translation adjustment | 0 | 0 | -72 | 0 | 0 | -72 |
Net unrealized gain (loss) on investments | ' | ' | ' | ' | ' | 0 |
Balance at Dec. 31, 2013 | $41 | $297,997 | ($378) | ($81,051) | $42,881 | $259,490 |
Balance, shares at Dec. 31, 2013 | 31,341,000 | ' | ' | ' | ' | 31,341,276 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
OPERATING ACTIVITIES | ' | ' | ' |
Net income | $21,432 | $16,107 | $10,747 |
Adjustments to reconcile net income to net cash provided by operations: | ' | ' | ' |
Depreciation | 3,262 | 2,251 | 1,754 |
Amortization | 7,974 | 7,827 | 6,341 |
Deferred income taxes | 1,604 | -613 | 531 |
Non-cash stock compensation and retirement savings plan contributions | 11,034 | 9,590 | 9,178 |
Tax benefit from stock option exercises and restricted stock vesting | -2,618 | -1,061 | -1,838 |
Adjustment to fair value of contingent consideration for purchase of business | 287 | 517 | 1,586 |
Changes in operating assets and liabilities, net of acquisitions: | ' | ' | ' |
Accounts receivable | 1,462 | -818 | -7,587 |
Other assets | -126 | 1,074 | -320 |
Accounts payable | -361 | 2,190 | -1,522 |
Other liabilities | 2,901 | 2,147 | -4,550 |
Net cash provided by operating activities | 46,851 | 39,211 | 14,320 |
INVESTING ACTIVITIES | ' | ' | ' |
Proceeds from maturity of investments | 0 | 0 | 13,555 |
Purchase of property and equipment | -4,649 | -1,923 | -2,776 |
Capitalization of software developed for internal use | -3,329 | -187 | -179 |
Purchase of business | -38,434 | -36,560 | -19,385 |
Net cash used in investing activities | -46,412 | -38,670 | -8,785 |
FINANCING ACTIVITIES | ' | ' | ' |
Payment of credit facility financing fees | -399 | 0 | -306 |
Proceeds from line of credit | 181,150 | 134,900 | 14,000 |
Payments on line of credit | -164,950 | -132,100 | -14,000 |
Payment of contingent consideration for purchase of business | 0 | -556 | -1,244 |
Tax benefit on stock option exercises and restricted stock vesting | 2,618 | 1,061 | 1,838 |
Proceeds from the exercise of stock options and sales of stock through the Employee Stock Purchase Plan | 332 | 202 | 3,712 |
Purchase of treasury stock | -13,794 | -6,118 | -11,791 |
Remittance of taxes withheld as part of a net share settlement of restricted stock vesting | -4,287 | -1,857 | -747 |
Net cash used in financing activities | 670 | -4,468 | -8,538 |
Effect of exchange rate on cash and cash equivalents | 96 | 8 | 28 |
Change in cash and cash equivalents | 1,205 | -3,919 | -2,975 |
Cash and cash equivalents at beginning of period | 5,813 | 9,732 | 12,707 |
Cash and cash equivalents at end of period | 7,018 | 5,813 | 9,732 |
Supplemental disclosures: | ' | ' | ' |
Cash paid for interest | 273 | 168 | 5 |
Cash paid for income taxes | 7,862 | 9,687 | 7,810 |
Non-cash activity: | ' | ' | ' |
Stock issued for purchase of business (net of stock reaquired for escrow claim) | 7,854 | 14,411 | 6,616 |
Stock issued for settlement of contingent consideration for purchase of business | 0 | 2,199 | 2,915 |
Estimated fair value of contingent consideration for purchase of business | 5,114 | 0 | 2,377 |
Accrued Additions To Property And Equipment | $1,488 | $0 | $0 |
Description_of_Business_and_Pr
Description of Business and Principles of Consolidation | 12 Months Ended |
Dec. 31, 2013 | |
Description of Business and Principles of Consolidation [Abstract] | ' |
Description of Business and Principles of Consolidation | ' |
1. Description of Business and Principles of Consolidation | |
Perficient, Inc. (the "Company") is an information technology consulting firm. The Company helps its clients use Internet-based technologies to make their businesses more responsive to market opportunities and threats; strengthen relationships with customers, suppliers, and partners; improve productivity; and reduce information technology costs. The Company designs, builds, and delivers solutions using a core set of middleware software products developed by third-party vendors. The Company's solutions enable its clients to meet the changing demands of an increasingly global, Internet-driven, and competitive marketplace. | |
The Company is incorporated in Delaware. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2013 | |
Summary Of Significant Accounting Policies [Abstract] | ' |
Summary Of Significant Accounting Policies | ' |
2. Summary of Significant Accounting Policies | |
Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates, and such differences could be material to the financial statements. | |
Reclassification | |
The Company has reclassified the presentation of certain prior period information to conform to the current year presentation. | |
Revenue Recognition | |
Revenues are primarily derived from professional services provided on a time and materials basis. For time and material contracts, revenues are recognized and billed by multiplying the number of hours expended in the performance of the contract by the established billing rates. For fixed fee projects, revenues are generally recognized using an input method based on the ratio of hours expended to total estimated hours. Amounts invoiced and collected in excess of revenues recognized are classified as deferred revenues. On many projects the Company is also reimbursed for out-of-pocket expenses such as airfare, lodging, and meals. These reimbursements are included as a component of revenues. Revenues from software and hardware sales are generally recorded on a gross basis considering the Company's role as a principal in the transaction. On rare occasions, the Company enters into a transaction where it is not the principal. In these cases, revenue is recorded on a net basis. | |
Unbilled revenues represent the project time and expenses that have been incurred, but not yet billed to the client, prior to the end of the fiscal period. For time and materials projects, the client is invoiced for the amount of hours worked multiplied by the billing rates as stated in the contract. For fixed fee arrangements, the client is invoiced according to the agreed-upon schedule detailing the amount and timing of payments in the contract. Clients are typically billed monthly for services provided during that month, but can be billed on a more or less frequent basis as determined by the contract. If the time and expenses are worked/incurred and approved at the end of a fiscal period and the invoice has not yet been sent to the client, the amount is recorded as unbilled revenue once the Company verifies all other revenue recognition criteria have been met. | |
Revenues are recognized when the following criteria are met: (1) persuasive evidence of the customer arrangement exists; (2) fees are fixed and determinable; (3) delivery and acceptance have occurred; and (4) collectability is deemed probable. The Company's policy for revenue recognition in instances where multiple deliverables are sold contemporaneously to the same customer is in accordance with Financial Accounting Standards Board ASC Subtopic 985-605, Software – Revenue Recognition, ASC Subtopic 605-25, Revenue Recognition – Multiple-Element Arrangements, and ASC Section 605-10-S99 (Staff Accounting Bulletin Topic 13, Revenue Recognition). Specifically, if the Company enters into contracts for the sale of services and software or hardware, then the Company evaluates whether each element should be accounted for separately by considering the following criteria: (1) whether the deliverables have value to the client on a stand-alone basis; and (2) whether delivery or performance of the undelivered item or items is considered probable and substantially in the control of the Company (only if the arrangement includes a general right of return related to the delivered item). Further, for sales of software and services, the Company also evaluates whether the services are essential to the functionality of the software and if it has fair value evidence for each deliverable. If the Company has concluded that the separation criteria are met, then it accounts for each deliverable in the transaction separately, based on the relevant revenue recognition policies. Generally, all deliverables of the Company's multiple element arrangements meet these criteria and are accounted for separately, with the arrangement consideration allocated among the deliverables using vendor specific objective evidence of the selling price. As a result, the Company generally recognizes software and hardware sales upon delivery to the customer and services consistent with the policies described herein. | |
Further, delivery of software and hardware sales, when sold contemporaneously with services, can generally occur at varying times depending on the specific client project arrangement. Delivery of services generally occurs over a period of time consistent with the timeline as outlined in the client contract. | |
There are no significant cancellation or termination-type provisions for the Company's software and hardware sales. Contracts for professional services provide for a general right, to the client or the Company, to cancel or terminate the contract within a given period of time (generally 10 to 30 days' notice is required). The client is responsible for any time and expenses incurred up to the date of cancellation or termination of the contract. | |
The Company may provide multiple services under the terms of an arrangement and is required to assess whether one or more units of accounting are present. Service fees are typically accounted for as one unit of accounting, as fair value evidence for individual tasks or milestones is not available. The Company follows the guidelines discussed above in determining revenues; however, certain judgments and estimates are made and used to determine revenues recognized in any accounting period. If estimates are revised, material differences may result in the amount and timing of revenues recognized for a given period. | |
Revenues are presented net of taxes assessed by governmental authorities. Sales taxes are generally collected and subsequently remitted on all software and hardware sales and certain services transactions as appropriate. | |
Allowance for Doubtful Accounts | |
An allowance for doubtful accounts is based upon specific identification of likely and probable losses. Each accounting period, accounts receivable is evaluated for risk associated with a client's inability to make contractual payments, historical experience, and other currently available information. | |
Stock-Based Compensation | |
Stock-based compensation is accounted for in accordance with ASC Topic 718, Compensation – Stock Compensation ("ASC Topic 718"). Under this method, the Company recognizes share-based compensation ratably using the straight-line attribution method over the requisite service period. In addition, pursuant to ASC Topic 718, the Company is required to estimate the amount of expected forfeitures when calculating share-based compensation, instead of accounting for forfeitures as they occur. | |
Income Taxes | |
The Company accounts for income taxes in accordance with ASC Subtopic 740-10, Income Taxes ("ASC Subtopic 740-10"), and ASC Section 740-10-25, Income Taxes – Recognition ("ASC Section 740-10-25"). ASC Subtopic 740-10 prescribes the use of the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are subject to tests of recoverability. A valuation allowance is provided for such deferred tax assets to the extent realization is not judged to be more likely than not. ASC Subtopic 740-10-25 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Subtopic 740-10-25 also provides guidance on derecognition, classification, treatment of interest and penalties, and disclosure of such positions. | |
Cash and Cash Equivalents | |
Cash and cash equivalents consist of all cash balances and liquid investments with original maturities of three months or less. | |
Property and Equipment | |
Property and equipment are recorded at cost. Depreciation of property and equipment is computed using the straight-line method over the useful lives of the assets (generally one to seven years). Leasehold improvements are amortized over the shorter of the life of the lease or the estimated useful life of the assets. | |
Goodwill and Intangible Assets | |
Goodwill represents the excess purchase price over the fair value of net assets acquired, or net liabilities assumed, in a business combination. In accordance with ASC Topic 350, Intangibles – Goodwill and Other ("ASC Topic 350"), the Company performs an annual impairment test of goodwill. The Company evaluates goodwill as of October 1 each year and more frequently if events or changes in circumstances indicate that goodwill might be impaired. ASC Topic 350 permits, but does not require, an assessment of qualitative factors to determine whether it is more likely than not that the fair value is less than the carrying amount of the Company before applying the two-step goodwill impairment test. If it is more likely than not that the fair value is less than the carrying amount of the Company, the two-step goodwill impairment test will be conducted. The first step screens for impairment and, when impairment is indicated, a second step is employed to measure the impairment. The Company has elected to go directly to step one rather than making a more-likely-than-not assessment based on an evaluation of qualitative factors. | |
The Company performed its annual impairment test of goodwill as of October 1, 2013. Based on the test performed, the Company's fair value as of the annual testing date exceeded its book value and consequently, no impairment was indicated. The Company's fair value was determined by weighting the results of two valuation methods: (1) market capitalization based on the average price of the Company's common stock, including a control premium, for a reasonable period of time prior to the evaluation date (generally 15 days) and (2) a discounted cash flow model. The fair value calculated using the Company's average common stock price (including a control premium) was weighted 40% while the value calculated by the discounted cash flow model was weighted 60% in the Company's determination of its overall fair value. | |
Other intangible assets include customer relationships, non-compete arrangements, trade names, customer backlog, and internally developed software, which are being amortized over the assets' estimated useful lives using the straight-line method. Estimated useful lives range from less than one year to ten years. Amortization of customer relationships, non-compete arrangements, trade names, customer backlog, and internally developed software is considered an operating expense and is included in "Amortization" in the accompanying Consolidated Statements of Operations. The Company periodically reviews the estimated useful lives of its identifiable intangible assets, taking into consideration any events or circumstances that might result in a lack of recoverability or revised useful life. | |
Fair Value of Financial Instruments | |
Cash equivalents, accounts receivable, accounts payable, and other accrued liabilities are stated at amounts which approximate fair value due to the near term maturities of these instruments. Investments are stated at amounts which approximate fair value based on quoted market prices or other observable inputs. | |
Treasury Stock | |
The Company uses the cost method to account for repurchases of its own stock. | |
Segment Information | |
The Company operates as one reportable operating segment according to ASC Topic 280, Segment Reporting, which establishes standards for the way that business enterprises report information about operating segments. The chief operating decision maker formulates decisions about how to allocate resources and assess performance based on consolidated financial results. The Company also has one reporting unit for purposes of the goodwill impairment analysis discussed above. | |
Recently Adopted Accounting Pronouncements | |
Effective January 1, 2012, the Company adopted Accounting Standard Update ("ASU") 2011-05, Presentation of Comprehensive Income. ASU 2011-05 requires entities to report components of comprehensive income in either (1) a continuous statement of comprehensive income or (2) two separate but consecutive statements. Under the two-statement approach, the first statement would include components of net income, and the second statement would include components of other comprehensive income. ASU 2011-05 does not change the items that must be reported in other comprehensive income. The adoption of ASU 2011-05 did not impact the accounting for comprehensive income, but did affect the presentation of components of comprehensive income by eliminating the practice of showing these items within the Consolidated Statement of Stockholders' Equity. | |
Effective January 1, 2012, the Company adopted ASU 2011-08, Intangibles – Goodwill and Other. ASU 2011-08 permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying amount before applying the two-step goodwill impairment test. If an entity concludes it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it need not perform the two-step impairment test. The adoption of ASU 2011-08 did not have a material impact on the Company's consolidated financial statements. | |
In February 2013, the Financial Accounting Standards Board issued ASU No. 2013-02, "Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income" that requires entities to disclose either on the face of or in the notes to the financial statements the effects of reclassifications out of accumulated other comprehensive income ("AOCI"). For items reclassified out of AOCI and into net income in their entirety, entities must disclose the effect of the reclassification on each affected net income item. For items that are not reclassified in their entirety into net income, entities must provide a cross reference to other required U.S. GAAP disclosures. This ASU does not change the items currently reported in other comprehensive income and is effective for annual reporting periods beginning after December 15, 2012 and interim periods within those years. The adoption of these provisions did not have an impact on the consolidated financial statements of the Company. |
Net_Income_Per_Share
Net Income Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Net Income Per Share [Abstract] | ' | ||||||||||||
Net Income Per Share | ' | ||||||||||||
3. Net Income Per Share | |||||||||||||
Basic earnings per share is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share includes the weighted average number of common shares outstanding and the number of equivalent shares which would be issued related to the stock options, unvested restricted stock, and warrants using the treasury method, unless such additional equivalent shares are anti-dilutive. | |||||||||||||
The following table presents the calculation of basic and diluted net income per share (in thousands, except per share information): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net income | $ | 21,432 | $ | 16,107 | $ | 10,747 | |||||||
Basic: | |||||||||||||
Weighted-average shares of common stock outstanding | 30,294 | 29,536 | 27,745 | ||||||||||
Shares used in computing basic net income per share | 30,294 | 29,536 | 27,745 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Stock options | 152 | 194 | 279 | ||||||||||
Warrants (1) | - | - | 5 | ||||||||||
Restricted stock subject to vesting | 674 | 621 | 578 | ||||||||||
Contingently issuable shares (2) | - | 81 | 222 | ||||||||||
Shares issuable for acquisition consideration (3) | 688 | 654 | 355 | ||||||||||
Shares used in computing diluted net income per share | 31,808 | 31,086 | 29,184 | ||||||||||
Basic net income per share | $ | 0.71 | $ | 0.54 | $ | 0.39 | |||||||
Diluted net income per share | $ | 0.67 | $ | 0.52 | $ | 0.37 | |||||||
Anti-dilutive options and restricted stock not included in the calculation of diluted net income per share | 1 | 12 | 278 | ||||||||||
-1 | All outstanding warrants expired on December 30, 2011. | ||||||||||||
-2 | Represents the Company's estimate of shares to be issued to Exervio pursuant to the Asset Purchase Agreement. | ||||||||||||
-3 | For the year ended December 31, 2013, this represents the shares held in escrow pursuant to: (i) the Agreement and Plan of Merger with Northridge; (ii) the Asset Purchase Agreement with Nascent; (iii) the Agreement and Plan of Merger with TriTek; (iv) the Asset Purchase Agreement with Clear Task; and (v) the Asset Purchase Agreement with CoreMatrix as part of the consideration. For the year ended December 31, 2012, this represents the shares held in escrow pursuant to: (i) the Agreement and Plan of Merger with speakTECH; (ii) the Asset Purchase Agreement with PointBridge; (iii) the Asset Purchase Agreement with Nascent; and (iv) the Agreement and Plan of Merger with Northridge as part of the consideration. For the year ended December 31, 2011 this represents the shares held in escrow pursuant to the Agreement and Plan of Merger with speakTECH and pursuant to the Asset Purchase Agreement with Exervio and the Asset Purchase Agreement with JCB as part of the consideration. These shares were not included in the calculation of basic net income per share due to the uncertainty of their ultimate status. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2013 | |
Investments [Abstract] | ' |
Investments | ' |
4. Investments | |
During the second quarter 2011, the Company sold all of its short- and long-term investments to fund acquisition activity. The realized gains and losses for these investments were immaterial. As of December 31, 2013, the Company's investments consisted of cash equivalents with original maturities of three months or less. |
Concentration_of_Credit_Risk_a
Concentration of Credit Risk and Significant Customers | 12 Months Ended |
Dec. 31, 2013 | |
Concentration of Credit Risk and Significant Customers [Abstract] | ' |
Concentration of Credit Risk and Significant Customers | ' |
5. Concentration of Credit Risk and Significant Customers | |
Cash and accounts receivable potentially expose the Company to concentrations of credit risk. Cash is placed with highly rated financial institutions. The Company provides credit, in the normal course of business, to its customers. The Company generally does not require collateral or up-front payments. The Company performs periodic credit evaluations of its customers and maintains allowances for potential credit losses. Customers can be denied access to services in the event of non-payment. During 2013, a substantial portion of the services the Company provided were built on IBM, Oracle, and Microsoft platforms, among others, and a significant number of the Company's clients are identified through joint selling opportunities conducted with and through sales leads obtained from the relationships with these vendors. Due to the Company's significant fixed operating expenses, the loss of sales to any significant customer could result in the Company's inability to generate net income or positive cash flow from operations for some time in the future. However, the Company has remained relatively diversified, with no one customer providing more than 10% of total revenues for the year ended December 31, 2013, 2012 or 2011. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2013 | |
Employee Benefit Plans [Abstract] | ' |
Employee Benefit Plans | ' |
6. Employee Benefit Plans | |
The Company has a qualified 401(k) profit sharing plan available to full-time employees who meet the plan's eligibility requirements. This defined contribution plan permits employees to make contributions up to maximum limits allowed by the Internal Revenue Code of 1986 (the "Code"). The Company, at its discretion, matches a portion of the employee's contribution under a predetermined formula based on the level of contribution and years of service. For 2013, the Company made matching contributions of 50% (25% in cash and 25% in Company stock) of the first 6% of eligible compensation deferred by the participant. The Company recognized $3.3 million, $3.3 million, and $3.2 million of expense for the matching cash and Company stock contribution in 2013, 2012, and 2011, respectively. All matching contributions vest over a three-year period of service. | |
The Company has a deferred compensation plan for officers, directors, and certain sales personnel. The plan is designed to allow eligible participants to accumulate additional income through a nonqualified deferred compensation plan that enables them to make elective deferrals of compensation to which they will become entitled in the future. As of December 31, 2013 and 2012, the deferred compensation liability balance was $2.3 million and $1.7 million, respectively. | |
Business_Combinations
Business Combinations | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Business Combinations | ' | ||||||||
7. Business Combinations | |||||||||
Acquisition of PointBridge | |||||||||
On February 8, 2012, the Company acquired substantially all of the assets of PointBridge pursuant to the terms of an Asset Purchase Agreement. PointBridge was based in Chicago, Illinois, and was a business and technology consulting firm focused on collaboration, web content management, unified communications and business intelligence, primarily leveraging Microsoft technologies. The acquisition of PointBridge further solidified the Company's position among the largest and most capable Microsoft systems integrator consulting firms, as well as extended the Company's presence in Chicago, Milwaukee and Boston. | |||||||||
The Company's total allocable purchase price consideration was $20.5 million. The purchase price was comprised of $14.4 million in cash paid and $6.1 million of Company common stock issued at closing. The Company incurred approximately $0.7 million in transaction costs, which were expensed when incurred. | |||||||||
The Company allocated the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 5 | |||||||
Acquired intangible assets | 6.2 | ||||||||
Liabilities assumed | (1.1 | ) | |||||||
Goodwill | 10.4 | ||||||||
Total purchase price | $ | 20.5 | |||||||
The Company estimated that the intangible assets acquired have useful lives of eleven months to five years. | |||||||||
Acquisition of Nascent | |||||||||
On June 1, 2012, the Company acquired substantially all of the assets of Nascent pursuant to the terms of an Asset Purchase Agreement. Nascent was based in Dallas, Texas, and was a full-service software evaluation and implementation firm that specialized in working with the Oracle E-Business Suite and Vertex for sales, use and value added taxes. The acquisition of Nascent allowed the Company significant cross-selling and growth opportunity within the existing client base with Oracle E-Business Suite, as well as extended the Company's presence in Texas, Oklahoma, Louisiana, and Arkansas. | |||||||||
The Company's total allocable purchase price consideration was $16.8 million. The purchase price was comprised of $11.6 million in cash paid and $5.2 million of Company common stock issued at closing. The Company incurred approximately $0.6 million in transaction costs, which were expensed when incurred. | |||||||||
The Company allocated the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 3.8 | |||||||
Acquired intangible assets | 4.4 | ||||||||
Liabilities assumed | (1.1 | ) | |||||||
Goodwill | 9.7 | ||||||||
Total purchase price | $ | 16.8 | |||||||
The Company estimated that the intangible assets acquired have useful lives of seven months to five years. | |||||||||
Acquisition of Northridge | |||||||||
On July 1, 2012, the Company acquired Northridge pursuant to the terms of an Agreement and Plan of Merger. Northridge was based in Atlanta, Georgia, and was an expert in the areas of business consulting, user experience, and collaboration technology primarily leveraging Microsoft technologies. The acquisition of Northridge further enhanced the Company's portfolio of services in collaboration strategy, portal migration and implementation, dashboards and analytics, user experience and branding, collaborative websites, and custom collaboration solutions utilizing Microsoft systems, as well as extended the Company's presence in the Atlanta and Charlotte markets. | |||||||||
The Company's total allocable purchase price consideration was $13.9 million. The purchase price was comprised of $10.7 million in cash paid and $3.2 million of Company common stock issued at closing. The Company incurred approximately $0.6 million in transaction costs, which were expensed when incurred. | |||||||||
The Company allocated the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 3.1 | |||||||
Acquired intangible assets | 4.1 | ||||||||
Liabilities assumed | (2.9 | ) | |||||||
Goodwill | 9.6 | ||||||||
Total purchase price | $ | 13.9 | |||||||
The Company estimated that the intangible assets acquired have useful lives of nine months to five years. | |||||||||
Acquisition of TriTek | |||||||||
On May 1, 2013, the Company acquired TriTek, pursuant to the terms of an Agreement and Plan of Merger. TriTek was an IBM-focused enterprise content management and business process management consulting firm. The acquisition of TriTek further enhanced the Company's existing capabilities and further positioned the Company as the IBM solution provider of choice for enterprises across North America. | |||||||||
The Company has initially estimated the total allocable purchase price consideration to be $21.1 million. The purchase price was comprised of $17.0 million in cash paid and $4.1 million of Company common stock issued at closing. The Company incurred approximately $0.8 million in transaction costs, which were expensed when incurred. | |||||||||
The Company has estimated the allocation of the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 11.8 | |||||||
Acquired intangible assets | 6.2 | ||||||||
Liabilities assumed | (6.2 | ) | |||||||
Goodwill | 9.3 | ||||||||
Total purchase price | $ | 21.1 | |||||||
The Company estimated that the intangible assets acquired have useful lives of eight months to eight years. | |||||||||
The amounts above represent the fair value estimates as of December 31, 2013 and are subject to subsequent adjustment as the Company obtains additional information during the measurement period and finalizes its fair value estimates. Any subsequent adjustments to these fair value estimates occurring during the measurement period will result in an adjustment to goodwill or income, as applicable. | |||||||||
Acquisition of Clear Task | |||||||||
On May 17, 2013, the Company acquired Clear Task, pursuant to the terms of an Asset Purchase Agreement. Clear Task provided salesforce.com implementations and customizations for enterprise customers. Clear Task's professionals helped clients implement Service Cloud, Sales Cloud, Chatter and platform engagement solutions to strengthen customer, employee and partner relationships, and maintain their competitive advantage. The acquisition of Clear Task further expanded Perficient's cloud capabilities to include offerings from each of the world's leading cloud computing providers - IBM, Microsoft, Oracle and salesforce.com. | |||||||||
The Company has initially estimated the total allocable purchase price consideration to be $8.6 million. The purchase price was comprised of $6.0 million in cash paid and $1.2 million of Company common stock issued at closing increased by $1.4 million representing the initial fair value estimate of additional earnings-based contingent consideration, which may be realized by the Clear Task selling shareholders 12 months after the closing date of the acquisition. If the contingency is achieved, 80% of the earnings-based contingent consideration will be paid in cash and 20% will be issued in stock to the Clear Task selling shareholders. The contingent consideration is recorded in "Other current liabilities" on the Consolidated Balance Sheet as of December 31, 2013. The Company incurred approximately $0.6 million in transaction costs, which were expensed when incurred. | |||||||||
The Company has estimated the allocation of the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 2.1 | |||||||
Acquired intangible assets | 1.6 | ||||||||
Liabilities assumed | (0.8 | ) | |||||||
Goodwill | 5.7 | ||||||||
Total purchase price | $ | 8.6 | |||||||
The Company estimated that the intangible assets acquired have useful lives of five months to five years. | |||||||||
The amounts above represent the fair value estimates as of December 31, 2013 and are subject to subsequent adjustment as the Company obtains additional information during the measurement period and finalizes its fair value estimates. Any subsequent adjustments to these fair value estimates occurring during the measurement period will result in an adjustment to goodwill or income, as applicable. | |||||||||
Acquisition of CoreMatrix | |||||||||
On October 11, 2013, the Company acquired CoreMatrix, pursuant to the terms of an Asset Purchase Agreement. CoreMatrix was a salesforce.com cloud computing services and solutions firm. The acquisition of CoreMatrix provides the Company with the comprehensive capacity to sell and deliver salesforce.com solutions across North America. | |||||||||
The Company has initially estimated the total allocable purchase price consideration to be $24.4 million. The purchase price was comprised of $18.5 million in cash paid and $2.5 million of Company common stock issued at closing increased by $3.4 million representing the initial fair value estimate of additional earnings-based contingent consideration, which may be realized by the CoreMatrix selling shareholders 12 and 24 months after the closing date of the acquisition. If the first contingency is achieved, 60% of the earnings-based contingent consideration will be paid in cash and 40% will be issued in stock to the CoreMatrix selling shareholders. If the second contingency is achieved, 80% of the earnings-based contingent consideration will be paid in cash and 20% will be issued in stock to the CoreMatrix selling shareholders. As of December 31, 2013, the contingent consideration is recorded in "Other non-current liabilities" on the Consolidated Balance Sheet, based on when settlement is expected to occur. The Company incurred approximately $0.8 million in transaction costs, which were expensed when incurred. | |||||||||
The Company has estimated the allocation of the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 3.8 | |||||||
Acquired intangible assets | 4.8 | ||||||||
Liabilities assumed | (1.3 | ) | |||||||
Goodwill | 17.1 | ||||||||
Total purchase price | $ | 24.4 | |||||||
The Company estimated that the intangible assets acquired have useful lives of six months to ten years. | |||||||||
The amounts above represent the fair value estimates as of December 31, 2013 and are subject to subsequent adjustment as the Company obtains additional information during the measurement period and finalizes its fair value estimates. Any subsequent adjustments to these fair value estimates occurring during the measurement period will result in an adjustment to goodwill or income, as applicable. | |||||||||
The results of the PointBridge, Nascent, Northridge, TriTek, Clear Task, and CoreMatrix operations have been included in the Company's consolidated financial statements since the respective acquisition dates. | |||||||||
The aggregate amounts of revenue and net income of TriTek, Clear Task, and CoreMatrix included in the Company's Consolidated Statements of Operations from the respective acquisition dates to December 31, 2013 are as follows (in thousands): | |||||||||
Acquisition Date to | |||||||||
31-Dec-13 | |||||||||
Revenues | $ | 21,095 | |||||||
Net income | $ | 2,260 | |||||||
Pro-forma Results of Operations (Unaudited) | |||||||||
The following presents the unaudited pro-forma combined results of operations of the Company with TriTek, Clear Task, and CoreMatrix for the year ended December 31, 2013 and PointBridge, Nascent, Northridge, TriTek, Clear Task, and CoreMatrix for the year ended December 31, 2012, after giving effect to certain pro-forma adjustments related to the amortization of acquired intangible assets and assuming TriTek, Clear Task, and CoreMatrix were acquired as of the beginning of 2012 and PointBridge, Nascent, and Northridge were acquired as of the beginning of 2011. These unaudited pro-forma results are presented in compliance with the adoption of ASU 2010-29, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations, and are not necessarily indicative of the actual consolidated results of operations had the acquisitions actually occurred on January 1, 2012 or January 1, 2011 or of future results of operations of the consolidated entities (in thousands except per share data): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Revenues | $ | 396,486 | $ | 379,049 | |||||
Net income | $ | 25,041 | $ | 16,312 | |||||
Basic net income per share | $ | 0.8 | $ | 0.53 | |||||
Diluted net income per share | $ | 0.78 | $ | 0.5 | |||||
Shares used in computing basic net income per share | 31,315 | 31,046 | |||||||
Shares used in computing dilute net income per share | 32,141 | 32,394 |
Goodwill_And_Intangible_Assets
Goodwill And Intangible Assets | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Goodwill And Intangible Assets [Abstract] | ' | ||||||||||||||||||||||||
Goodwill And Intangible Assets | ' | ||||||||||||||||||||||||
8. Goodwill and Intangible Assets | |||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||
Activity related to goodwill consisted of the following (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Balance, beginning of year | $ | 160,936 | $ | 132,038 | |||||||||||||||||||||
Preliminary purchase price allocations for acquisitions (Note 7) | 32,041 | 29,132 | |||||||||||||||||||||||
Purchase accounting adjustments | 533 | (234 | ) | ||||||||||||||||||||||
Balance, end of year | $ | 193,510 | $ | 160,936 | |||||||||||||||||||||
Intangible Assets with Definite Lives | |||||||||||||||||||||||||
Following is a summary of the Company's intangible assets that are subject to amortization (in thousands): | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net | Gross Carrying | Accumulated | Net | ||||||||||||||||||||
Amount | Amortization | Carrying Amount | Amount | Amortization | Carrying Amount | ||||||||||||||||||||
Customer relationships | $ | 31,156 | $ | (10,835 | ) | $ | 20,321 | $ | 22,682 | $ | (7,299 | ) | $ | 15,383 | |||||||||||
Non-compete agreements | 1,477 | (715 | ) | 762 | 1,156 | (425 | ) | 731 | |||||||||||||||||
Customer backlog | 402 | (170 | ) | 232 | 306 | (184 | ) | 122 | |||||||||||||||||
Trade name | 159 | (83 | ) | 76 | 265 | (204 | ) | 61 | |||||||||||||||||
Internally developed software | 4,604 | (508 | ) | 4,096 | 1,642 | (589 | ) | 1,053 | |||||||||||||||||
Total | $ | 37,798 | $ | (12,311 | ) | $ | 25,487 | $ | 26,051 | $ | (8,701 | ) | $ | 17,350 | |||||||||||
The estimated useful lives of identifiable intangible assets are as follows: | |||||||||||||||||||||||||
Customer relationships | 3 – 10 years | ||||||||||||||||||||||||
Non-compete agreements | 2 – 5 years | ||||||||||||||||||||||||
Customer backlog | 6 – 8 months | ||||||||||||||||||||||||
Internally developed software | 1 – 7 years | ||||||||||||||||||||||||
Trade name | 1 year | ||||||||||||||||||||||||
The weighted average amortization periods for customer relationships and non-compete agreements are five years. Total amortization expense for the years ended December 31, 2013, 2012, and 2011 was approximately $8.0 million, $7.8 million, and $6.3 million, respectively. | |||||||||||||||||||||||||
Estimated annual amortization expense for the next five years ended December 31 is as follows (in thousands): | |||||||||||||||||||||||||
2014 | $ | 7,631 | |||||||||||||||||||||||
2015 | $ | 5,824 | |||||||||||||||||||||||
2016 | $ | 4,770 | |||||||||||||||||||||||
2017 | $ | 2,411 | |||||||||||||||||||||||
2018 | $ | 1,459 | |||||||||||||||||||||||
Thereafter | $ | 3,392 | |||||||||||||||||||||||
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Stock-Based Compensation [Abstract] | ' | ||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||
9. Stock-Based Compensation | |||||||||||||||||
Stock Option Plans | |||||||||||||||||
The Company made various award grants under the 2009 Long-Term Incentive Plan prior to May 2012. In May 2012, the Company's stockholders approved the 2012 Long-Term Incentive Plan (the "Incentive Plan"), which had been previously approved by the Company's Board of Directors. The Incentive Plan allows for the granting of various types of stock awards, not to exceed a total of 2.5 million shares, to eligible individuals. The Compensation Committee of the Board of Directors administers the Incentive Plan and determines the terms of all stock awards made under the Incentive Plan. | |||||||||||||||||
Stock option activity for the year ended December 31, 2013 was as follows (in thousands, except exercise price and remaining contractual terms information): | |||||||||||||||||
Shares | Weighted-Average Exercise Price | Weighted-Average Remaining Contractual Terms (In Years) (1) | Aggregate Intrinsic Value | ||||||||||||||
Options outstanding at December 31, 2012 | 303 | $ | 5.08 | 1.69 | $ | 2,027 | |||||||||||
Options exercised (2) | (71 | ) | 2.56 | $ | 978 | ||||||||||||
Options canceled | (10 | ) | 0.63 | ||||||||||||||
Options outstanding at December 31, 2013 | 222 | $ | 6.08 | 0.94 | $ | 3,845 | |||||||||||
Options vested, December 31, 2013 | 222 | $ | 6.08 | 0.94 | $ | 3,845 | |||||||||||
(1) Generally stock options have a maximum contractual term of 10 years. | |||||||||||||||||
(2) The total aggregate intrinsic value of stock options exercised during 2012 and 2011 was $0.4 million and $5.6 million, respectively. | |||||||||||||||||
Restricted stock activity for the year ended December 31, 2013 was as follows (in thousands, except fair value information): | |||||||||||||||||
Shares | Weighted-Average | ||||||||||||||||
Grant Date Fair | |||||||||||||||||
Value | |||||||||||||||||
Restricted stock awards outstanding at December 31, 2012 | 1,939 | $ | 9.93 | ||||||||||||||
Awards granted (1) | 705 | $ | 14.62 | ||||||||||||||
Awards vested (2) | (833 | ) | $ | 9.17 | |||||||||||||
Awards forfeited | (112 | ) | $ | 10.1 | |||||||||||||
Restricted stock awards outstanding at December 31, 2013 | 1,699 | $ | 12.13 | ||||||||||||||
-1 | The weighted average grant date fair value of shares granted during 2012 and 2011 was $11.31 and $10.31, respectively. | ||||||||||||||||
-2 | The total fair value of restricted shares vested during the years ended December 31, 2013, 2012 and 2011 was $13.4 million, $9.7 million and $7.8 million, respectively. | ||||||||||||||||
The Company recognized $11.1 million, $9.6 million, and $9.2 million of share-based compensation expense during 2013, 2012 and 2011, respectively, which included $1.7 million, $1.4 million, and $1.1 million of expense for retirement savings plan contributions, respectively. The associated current and future income tax benefit recognized during 2013, 2012 and 2011 was $3.6 million, $3.2 million, and $3.1 million, respectively. As of December 31, 2013, there was $15.6 million of total unrecognized compensation cost related to non-vested share-based awards. This cost is expected to be recognized over a weighted-average period of two years. Generally restricted stock awards vest over a three to five year requisite service period. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
The Employee Stock Purchase Plan (the "ESPP") was initiated January 1, 2006 and is a broadly-based stock purchase plan in which any eligible employee may elect to participate by authorizing the Company to make payroll deductions in a specific amount or designated percentage to pay the exercise price of an option. In no event will an employee be granted ability under the ESPP that would permit the purchase of common stock with a fair market value in excess of $25,000 in any calendar year and the Compensation Committee of the Company has set the current annual participation limit at $12,500. During the year ended December 31, 2013, approximately 9,600 shares were purchased under the ESPP. | |||||||||||||||||
There are four three-month offering periods in each calendar year beginning on January 1, April 1, July 1, and October 1, respectively. The purchase price of shares offered under the ESPP is an amount equal to 95% of the fair market value of the common stock on the date of purchase (occurring on, respectively, March 31, June 30, September 30, and December 31). The ESPP is designed to comply with Section 423 of the Code and thus is eligible for the favorable tax treatment afforded by Section 423. | |||||||||||||||||
Line_Of_Credit
Line Of Credit | 12 Months Ended |
Dec. 31, 2013 | |
Line Of Credit [Abstract] | ' |
Line Of Credit | ' |
10. Line of Credit | |
On July 31, 2013, we renewed and extended the term of our Credit Agreement (the "Credit Agreement") with Silicon Valley Bank ("SVB"), U.S. Bank National Association, and Bank of America, N.A. The Credit Agreement provides for revolving credit borrowings up to a maximum principal amount of $75.0 million, subject to a commitment increase of $25.0 million. The Credit Agreement also allows for the issuance of letters of credit in the aggregate amount of up to $5.0 million at any one time; outstanding letters of credit reduce the credit available for revolving credit borrowings. As of December 31, 2013, the Company had an outstanding letter of credit in the amount of $0.2 million to secure an office space lease. Substantially all of our assets are pledged to secure the credit facility. | |
All outstanding amounts owed under the Credit Agreement become due and payable no later than the final maturity date of July 31, 2017. Borrowings under the Credit Agreement bear interest at our option of SVB's prime rate (4.00% on December 31, 2013) plus a margin ranging from 0.00% to 0.50% or one-month LIBOR (0.168% on December 31, 2013) plus a margin ranging from 2.00% to 2.50%. The additional margin amount is dependent on the level of outstanding borrowings. As of December 31, 2013, we had $55.8 million of maximum borrowing capacity. We incur an annual commitment fee of 0.30% on the unused portion of the line of credit | |
The Company is required to comply with various financial covenants under the Credit Agreement. Specifically, the Company is required to maintain a ratio of earnings before interest, taxes, depreciation, and amortization ("EBITDA") plus stock compensation and minus income taxes paid and capital expenditures to interest expense and scheduled payments due for borrowings on a trailing three months basis annualized of not less than 2.00 to 1.00 and a ratio of current maturities of long-term debt to EBITDA plus stock compensation and minus income taxes paid and capital expenditures of not more than 2.75 to 1.00. | |
At December 31, 2013, the Company was in compliance with all covenants under the Credit Agreement. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
11. Income Taxes | |||||||||||||
The Company files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. The Internal Revenue Service (the "IRS") has completed examinations of the Company's U.S. income tax returns or the statute has passed on returns for the years through 2008. As of December 31, 2013, the IRS has proposed no significant adjustments to any of the Company's tax positions. The Company's 2011 U.S. income tax return is currently under examination by the IRS. | |||||||||||||
As of December 31, 2013, the Company had U.S. Federal tax net operating loss carry forwards of approximately $3.9 million that will begin to expire in 2020 if not utilized. Utilization of net operating losses may be subject to an annual limitation due to the "change in ownership" provisions of the Code. The annual limitation may result in the expiration of net operating losses before utilization. | |||||||||||||
Significant components of the provision for income taxes are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | 7,292 | $ | 8,405 | $ | 6,358 | |||||||
State | 883 | 1,704 | 996 | ||||||||||
Foreign | 286 | 382 | 13 | ||||||||||
Total current | 8,461 | 10,491 | 7,367 | ||||||||||
Deferred: | |||||||||||||
Federal | 1,455 | (581 | ) | 487 | |||||||||
State | 149 | (32 | ) | 44 | |||||||||
Total deferred | 1,604 | (613 | ) | 531 | |||||||||
Total provision for income taxes | $ | 10,065 | $ | 9,878 | $ | 7,898 | |||||||
The components of pretax income for the years ended December 31, 2013, 2012 and 2011 are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic | $ | 29,280 | $ | 23,533 | $ | 17,614 | |||||||
Foreign | 2,217 | 2,452 | 1,031 | ||||||||||
Total | $ | 31,497 | $ | 25,985 | $ | 18,645 | |||||||
For the year ended December 31, 2013, 2012, and 2011, foreign operations included Canada, China, and India. | |||||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred taxes as of December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Accrued liabilities | $ | 1,172 | $ | 849 | |||||||||
Bad debt reserve | 365 | 280 | |||||||||||
Net operating losses | 1,510 | 1,908 | |||||||||||
Deferred compensation | 2,728 | 1,936 | |||||||||||
Intangibles | 2,101 | 3,256 | |||||||||||
Acquisition-related costs | 490 | 529 | |||||||||||
Total deferred tax assets | 8,366 | 8,758 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Prepaid expenses | 829 | 421 | |||||||||||
Equity in undistributed foreign earnings | 125 | 125 | |||||||||||
Goodwill | 7,594 | 5,893 | |||||||||||
Accrued liabilities | - | 18 | |||||||||||
Fixed assets | 1,372 | 786 | |||||||||||
Total deferred tax liabilities | 9,920 | 7,243 | |||||||||||
Net deferred tax (liability) asset | $ | (1,554 | ) | $ | 1,515 | ||||||||
Management regularly assesses the likelihood that deferred tax assets will be recovered from future taxable income. To the extent management believes that it is more likely than not that a deferred tax asset will not be realized, a valuation allowance is established. Management believes it is more likely than not that the Company will generate sufficient taxable income in future years to realize the benefits of its deferred tax assets. | |||||||||||||
The federal corporate statutory tax rate is reconciled to the Company's effective income tax rate as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal statutory rate | 35 | % | 35 | % | 34.6 | % | |||||||
State taxes, net of federal benefit | 4.3 | 4.4 | 4.1 | ||||||||||
Effect of foreign operations | -1.3 | -1.8 | -0.9 | ||||||||||
Stock compensation | 1.7 | 1.8 | 1.4 | ||||||||||
Non-deductible acquisition costs | 0.2 | 0.8 | 2.1 | ||||||||||
Research and development tax credit | -5.7 | -2.7 | - | ||||||||||
U.S. domestic production deduction | -3.1 | - | - | ||||||||||
Other | 0.9 | 0.5 | 1.1 | ||||||||||
Effective tax rate | 32 | % | 38 | % | 42.4 | % | |||||||
The effective income tax rate decreased to 32.0% for the year ended December 31, 2013 from 38.0% for the year ended December 31, 2012 primarily due to the research and development tax credit for 2013, the research and development tax credit for 2012, which was approved by Congress in January 2013 and recorded in the first quarter of 2013, and the U.S. domestic production deduction for 2010, 2011, 2012 and 2013. | |||||||||||||
Under the provisions of the ASC Subtopic 740-10-25, Income Taxes - Recognition, the Company had an unrecognized tax benefit of $0.5 million and $0.1 million as of December 31, 2013 and 2012, respectively. If the Company's assessment of unrecognized tax benefits is not representative of actual outcomes, the Company's financial statements could be significantly impacted in the period of settlement or when the statute of limitations expires. | |||||||||||||
The following table is a reconciliation of beginning and ending balances of total amounts of gross unrecognized tax benefits (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Balance at beginning of year | $ | 79 | $ | - | |||||||||
Unrecognized tax benefits related to current year | 440 | 79 | |||||||||||
Balance at end of year | $ | 519 | $ | 79 |
Commitments_And_Contingencies
Commitments And Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies [Abstract] | ' | ||||
Commitments And Contingencies | ' | ||||
12. Commitments and Contingencies | |||||
Certain of the Company's operating leases contain predetermined fixed escalations of minimum rentals during the original lease terms. For these leases, the Company recognizes the related rental expense on a straight-line basis over the life of the lease and records the difference between the amounts charged to operations and amounts paid as accrued rent expense. | |||||
The Company leases office space and certain equipment under various operating lease agreements. The Company has the option to extend the term of certain lease agreements. Future minimum commitments under these lease agreements as of December 31, 2013 are as follows (in thousands): | |||||
Operating | |||||
Leases | |||||
2014 | $ | 4,063 | |||
2015 | 3,849 | ||||
2016 | 3,528 | ||||
2017 | 2,959 | ||||
2018 | 1,675 | ||||
Thereafter | 2,776 | ||||
Total minimum lease payments | $ | 18,850 | |||
Rent expense for the years ended December 31, 2013, 2012, and 2011 was approximately $4.9 million, $3.8 million, and $2.9 million, respectively. | |||||
Balance_Sheet_Components
Balance Sheet Components | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Balance Sheet Components [Abstract] | ' | ||||||||
Balance Sheet Components | ' | ||||||||
13. Balance Sheet Components | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Accounts receivable: | |||||||||
Accounts receivable | $ | 56,376 | $ | 49,661 | |||||
Unbilled revenues | 23,274 | 20,725 | |||||||
Allowance for doubtful accounts | (763 | ) | (724 | ) | |||||
Total | $ | 78,887 | $ | 69,662 | |||||
Property and Equipment: | |||||||||
Computer hardware (useful life of 3 years) | $ | 8,104 | $ | 6,906 | |||||
Furniture and fixtures (useful life of 5 years) | 1,891 | 2,046 | |||||||
Leasehold improvements (useful life of 5 years) | 1,997 | 1,775 | |||||||
Software (useful life of 1 to 7 years) | 6,042 | 2,006 | |||||||
Less: Accumulated depreciation | (10,325 | ) | (8,335 | ) | |||||
Total | $ | 7,709 | $ | 4,398 | |||||
Other current liabilities: | |||||||||
Accrued variable compensation | $ | 13,467 | $ | 9,846 | |||||
Deferred revenues | 3,590 | 2,974 | |||||||
Payroll related costs | 2,035 | 1,193 | |||||||
Accrued subcontractor fees | 2,551 | 2,294 | |||||||
Accrued medical claims expense | 1,296 | 1,145 | |||||||
Acquired liabilities | 1,680 | 64 | |||||||
Estimated fair value of contingent consideration liability (Note 7) | 1,606 | - | |||||||
Other current liabilities | 4,073 | 3,089 | |||||||
Total | $ | 30,298 | $ | 20,605 | |||||
Other non-current liabilities: | |||||||||
Deferred compensation liability | $ | 2,160 | $ | 1,383 | |||||
Deferred income taxes | 2,345 | - | |||||||
Estimated fair value of contingent consideration liability (Note 7) | 3,508 | - | |||||||
Other non-current liabilities | 1,281 | 34 | |||||||
Total | $ | 9,294 | $ | 1,417 |
Allowance_for_Doubtful_Account
Allowance for Doubtful Accounts | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Allowance for Doubtful Accounts [Abstract] | ' | ||||||||||||
Allowance for Doubtful Accounts | ' | ||||||||||||
14. Allowance for Doubtful Accounts | |||||||||||||
Activity in the allowance for doubtful accounts is summarized as follows for the years presented (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance, beginning of year | $ | 724 | $ | 1,057 | $ | 228 | |||||||
Charges to expense | 280 | 744 | 1,037 | ||||||||||
Uncollected balances written off, net of recoveries | (241 | ) | (1,077 | ) | (208 | ) | |||||||
Balance, end of year | $ | 763 | $ | 724 | $ | 1,057 | |||||||
Quarterly_Financial_Results
Quarterly Financial Results | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Results (Unaudited) [Abstract] | ' | ||||||||||||||||
Quarterly Financial Results (Unaudited) | ' | ||||||||||||||||
15. Quarterly Financial Results (Unaudited) | |||||||||||||||||
The following tables set forth certain unaudited supplemental quarterly financial information for the years ended December 31, 2013 and 2012. The quarterly operating results are not necessarily indicative of future results of operations (in thousands except per share data). | |||||||||||||||||
Three Months Ended, | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
2013 | 2013 | 2013 | 2013 | ||||||||||||||
(Unaudited) | |||||||||||||||||
Total revenues | $ | 84,935 | $ | 94,167 | $ | 96,758 | $ | 97,465 | |||||||||
Gross margin | 25,514 | 30,598 | 33,863 | 33,124 | |||||||||||||
Income from operations | 5,208 | 7,538 | 10,346 | 8,586 | |||||||||||||
Income before income taxes | 5,249 | 7,402 | 10,257 | 8,590 | |||||||||||||
Net income | 4,123 | 4,562 | 7,234 | 5,513 | |||||||||||||
Basic net income per share | 0.14 | 0.15 | 0.24 | 0.18 | |||||||||||||
Diluted net income per share | 0.13 | 0.14 | 0.23 | 0.17 | |||||||||||||
Three Months Ended, | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
2012 | 2012 | 2012 | 2012 | ||||||||||||||
(Unaudited) | |||||||||||||||||
Total revenues | $ | 74,698 | $ | 81,796 | $ | 87,474 | $ | 83,128 | |||||||||
Gross margin | 22,647 | 26,757 | 28,227 | 25,772 | |||||||||||||
Income from operations | 4,955 | 6,554 | 7,537 | 7,038 | |||||||||||||
Income before income taxes | 4,988 | 6,527 | 7,449 | 7,021 | |||||||||||||
Net income | 2,986 | 3,603 | 5,142 | 4,376 | |||||||||||||
Basic net income per share | 0.1 | 0.12 | 0.17 | 0.14 | |||||||||||||
Diluted net income per share | 0.1 | 0.12 | 0.16 | 0.14 | |||||||||||||
Subsequent_Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
16. Subsequent Event | |
On February 10, 2014, the Company acquired ForwardThink Group Inc. ("ForwardThink"), a financial services and solutions consulting firm, pursuant to the terms of an Agreement and Plan of Merger, for approximately $46.0 million, of which approximately $30.0 million was cash and $16.0 was Company common stock issued at closing. The acquisition of ForwardThink expands the Company's financial services vertically in the New York area. | |
Goodwill and intangible assets are expected to be recorded on the Consolidated Balance Sheet from the acquisition of ForwardThink. As of March 6, 2014, the initial accounting for the business combination has not been completed, including the measurement of certain intangible assets and goodwill. Acquisition costs for the year ended December 31, 2013 were immaterial. | |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policy) | 12 Months Ended |
Dec. 31, 2013 | |
Summary Of Significant Accounting Policies [Abstract] | ' |
Use Of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates, and such differences could be material to the financial statements. | |
Reclassification, Policy [Policy Text Block] | ' |
Reclassification | |
The Company has reclassified the presentation of certain prior period information to conform to the current year presentation. | |
Revenue Recognition | ' |
Revenue Recognition | |
Revenues are primarily derived from professional services provided on a time and materials basis. For time and material contracts, revenues are recognized and billed by multiplying the number of hours expended in the performance of the contract by the established billing rates. For fixed fee projects, revenues are generally recognized using an input method based on the ratio of hours expended to total estimated hours. Amounts invoiced and collected in excess of revenues recognized are classified as deferred revenues. On many projects the Company is also reimbursed for out-of-pocket expenses such as airfare, lodging, and meals. These reimbursements are included as a component of revenues. Revenues from software and hardware sales are generally recorded on a gross basis considering the Company's role as a principal in the transaction. On rare occasions, the Company enters into a transaction where it is not the principal. In these cases, revenue is recorded on a net basis. | |
Unbilled revenues represent the project time and expenses that have been incurred, but not yet billed to the client, prior to the end of the fiscal period. For time and materials projects, the client is invoiced for the amount of hours worked multiplied by the billing rates as stated in the contract. For fixed fee arrangements, the client is invoiced according to the agreed-upon schedule detailing the amount and timing of payments in the contract. Clients are typically billed monthly for services provided during that month, but can be billed on a more or less frequent basis as determined by the contract. If the time and expenses are worked/incurred and approved at the end of a fiscal period and the invoice has not yet been sent to the client, the amount is recorded as unbilled revenue once the Company verifies all other revenue recognition criteria have been met. | |
Revenues are recognized when the following criteria are met: (1) persuasive evidence of the customer arrangement exists; (2) fees are fixed and determinable; (3) delivery and acceptance have occurred; and (4) collectability is deemed probable. The Company's policy for revenue recognition in instances where multiple deliverables are sold contemporaneously to the same customer is in accordance with Financial Accounting Standards Board ASC Subtopic 985-605, Software – Revenue Recognition, ASC Subtopic 605-25, Revenue Recognition – Multiple-Element Arrangements, and ASC Section 605-10-S99 (Staff Accounting Bulletin Topic 13, Revenue Recognition). Specifically, if the Company enters into contracts for the sale of services and software or hardware, then the Company evaluates whether each element should be accounted for separately by considering the following criteria: (1) whether the deliverables have value to the client on a stand-alone basis; and (2) whether delivery or performance of the undelivered item or items is considered probable and substantially in the control of the Company (only if the arrangement includes a general right of return related to the delivered item). Further, for sales of software and services, the Company also evaluates whether the services are essential to the functionality of the software and if it has fair value evidence for each deliverable. If the Company has concluded that the separation criteria are met, then it accounts for each deliverable in the transaction separately, based on the relevant revenue recognition policies. Generally, all deliverables of the Company's multiple element arrangements meet these criteria and are accounted for separately, with the arrangement consideration allocated among the deliverables using vendor specific objective evidence of the selling price. As a result, the Company generally recognizes software and hardware sales upon delivery to the customer and services consistent with the policies described herein. | |
Further, delivery of software and hardware sales, when sold contemporaneously with services, can generally occur at varying times depending on the specific client project arrangement. Delivery of services generally occurs over a period of time consistent with the timeline as outlined in the client contract. | |
There are no significant cancellation or termination-type provisions for the Company's software and hardware sales. Contracts for professional services provide for a general right, to the client or the Company, to cancel or terminate the contract within a given period of time (generally 10 to 30 days' notice is required). The client is responsible for any time and expenses incurred up to the date of cancellation or termination of the contract. | |
The Company may provide multiple services under the terms of an arrangement and is required to assess whether one or more units of accounting are present. Service fees are typically accounted for as one unit of accounting, as fair value evidence for individual tasks or milestones is not available. The Company follows the guidelines discussed above in determining revenues; however, certain judgments and estimates are made and used to determine revenues recognized in any accounting period. If estimates are revised, material differences may result in the amount and timing of revenues recognized for a given period. | |
Revenues are presented net of taxes assessed by governmental authorities. Sales taxes are generally collected and subsequently remitted on all software and hardware sales and certain services transactions as appropriate. | |
Allowance for Doubtful Accounts | ' |
Allowance for Doubtful Accounts | |
An allowance for doubtful accounts is based upon specific identification of likely and probable losses. Each accounting period, accounts receivable is evaluated for risk associated with a client's inability to make contractual payments, historical experience, and other currently available information. | |
Stock-Based Compensation | ' |
Stock-Based Compensation | |
Stock-based compensation is accounted for in accordance with ASC Topic 718, Compensation – Stock Compensation ("ASC Topic 718"). Under this method, the Company recognizes share-based compensation ratably using the straight-line attribution method over the requisite service period. In addition, pursuant to ASC Topic 718, the Company is required to estimate the amount of expected forfeitures when calculating share-based compensation, instead of accounting for forfeitures as they occur. | |
Income Taxes | ' |
Income Taxes | |
The Company accounts for income taxes in accordance with ASC Subtopic 740-10, Income Taxes ("ASC Subtopic 740-10"), and ASC Section 740-10-25, Income Taxes – Recognition ("ASC Section 740-10-25"). ASC Subtopic 740-10 prescribes the use of the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are subject to tests of recoverability. A valuation allowance is provided for such deferred tax assets to the extent realization is not judged to be more likely than not. ASC Subtopic 740-10-25 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Subtopic 740-10-25 also provides guidance on derecognition, classification, treatment of interest and penalties, and disclosure of such positions. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents | |
Cash and cash equivalents consist of all cash balances and liquid investments with original maturities of three months or less. | |
Property and Equipment | ' |
Property and Equipment | |
Property and equipment are recorded at cost. Depreciation of property and equipment is computed using the straight-line method over the useful lives of the assets (generally one to seven years). Leasehold improvements are amortized over the shorter of the life of the lease or the estimated useful life of the assets. | |
Goodwill and Intangible Assets | ' |
Goodwill and Intangible Assets | |
Goodwill represents the excess purchase price over the fair value of net assets acquired, or net liabilities assumed, in a business combination. In accordance with ASC Topic 350, Intangibles – Goodwill and Other ("ASC Topic 350"), the Company performs an annual impairment test of goodwill. The Company evaluates goodwill as of October 1 each year and more frequently if events or changes in circumstances indicate that goodwill might be impaired. ASC Topic 350 permits, but does not require, an assessment of qualitative factors to determine whether it is more likely than not that the fair value is less than the carrying amount of the Company before applying the two-step goodwill impairment test. If it is more likely than not that the fair value is less than the carrying amount of the Company, the two-step goodwill impairment test will be conducted. The first step screens for impairment and, when impairment is indicated, a second step is employed to measure the impairment. The Company has elected to go directly to step one rather than making a more-likely-than-not assessment based on an evaluation of qualitative factors. | |
The Company performed its annual impairment test of goodwill as of October 1, 2013. Based on the test performed, the Company's fair value as of the annual testing date exceeded its book value and consequently, no impairment was indicated. The Company's fair value was determined by weighting the results of two valuation methods: (1) market capitalization based on the average price of the Company's common stock, including a control premium, for a reasonable period of time prior to the evaluation date (generally 15 days) and (2) a discounted cash flow model. The fair value calculated using the Company's average common stock price (including a control premium) was weighted 40% while the value calculated by the discounted cash flow model was weighted 60% in the Company's determination of its overall fair value. | |
Other intangible assets include customer relationships, non-compete arrangements, trade names, customer backlog, and internally developed software, which are being amortized over the assets' estimated useful lives using the straight-line method. Estimated useful lives range from less than one year to ten years. Amortization of customer relationships, non-compete arrangements, trade names, customer backlog, and internally developed software is considered an operating expense and is included in "Amortization" in the accompanying Consolidated Statements of Operations. The Company periodically reviews the estimated useful lives of its identifiable intangible assets, taking into consideration any events or circumstances that might result in a lack of recoverability or revised useful life. | |
Fair Value Of Financial Instruments | ' |
Fair Value of Financial Instruments | |
Cash equivalents, accounts receivable, accounts payable, and other accrued liabilities are stated at amounts which approximate fair value due to the near term maturities of these instruments. Investments are stated at amounts which approximate fair value based on quoted market prices or other observable inputs. | |
Treasury Stock | ' |
Treasury Stock | |
The Company uses the cost method to account for repurchases of its own stock. | |
Segment Information | ' |
Segment Information | |
The Company operates as one reportable operating segment according to ASC Topic 280, Segment Reporting, which establishes standards for the way that business enterprises report information about operating segments. The chief operating decision maker formulates decisions about how to allocate resources and assess performance based on consolidated financial results. The Company also has one reporting unit for purposes of the goodwill impairment analysis discussed above. | |
Recently Adopted Accounting Pronouncements | ' |
Recently Adopted Accounting Pronouncements | |
Effective January 1, 2012, the Company adopted Accounting Standard Update ("ASU") 2011-05, Presentation of Comprehensive Income. ASU 2011-05 requires entities to report components of comprehensive income in either (1) a continuous statement of comprehensive income or (2) two separate but consecutive statements. Under the two-statement approach, the first statement would include components of net income, and the second statement would include components of other comprehensive income. ASU 2011-05 does not change the items that must be reported in other comprehensive income. The adoption of ASU 2011-05 did not impact the accounting for comprehensive income, but did affect the presentation of components of comprehensive income by eliminating the practice of showing these items within the Consolidated Statement of Stockholders' Equity. | |
Effective January 1, 2012, the Company adopted ASU 2011-08, Intangibles – Goodwill and Other. ASU 2011-08 permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying amount before applying the two-step goodwill impairment test. If an entity concludes it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it need not perform the two-step impairment test. The adoption of ASU 2011-08 did not have a material impact on the Company's consolidated financial statements. | |
In February 2013, the Financial Accounting Standards Board issued ASU No. 2013-02, "Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income" that requires entities to disclose either on the face of or in the notes to the financial statements the effects of reclassifications out of accumulated other comprehensive income ("AOCI"). For items reclassified out of AOCI and into net income in their entirety, entities must disclose the effect of the reclassification on each affected net income item. For items that are not reclassified in their entirety into net income, entities must provide a cross reference to other required U.S. GAAP disclosures. This ASU does not change the items currently reported in other comprehensive income and is effective for annual reporting periods beginning after December 15, 2012 and interim periods within those years. The adoption of these provisions did not have an impact on the consolidated financial statements of the Company. |
Net_Income_Per_Share_Policies
Net Income Per Share (Policies) | 12 Months Ended |
Dec. 31, 2013 | |
Net Income Per Share [Abstract] | ' |
Earnings Per Share, Policy [Policy Text Block] | ' |
Basic earnings per share is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share includes the weighted average number of common shares outstanding and the number of equivalent shares which would be issued related to the stock options, unvested restricted stock, and warrants using the treasury method, unless such additional equivalent shares are anti-dilutive. | |
Commitments_And_Contingencies_
Commitments And Contingencies (Policies) | 12 Months Ended |
Dec. 31, 2013 | |
Commitments And Contingencies [Abstract] | ' |
Lease, Policy [Policy Text Block] | ' |
Certain of the Company's operating leases contain predetermined fixed escalations of minimum rentals during the original lease terms. For these leases, the Company recognizes the related rental expense on a straight-line basis over the life of the lease and records the difference between the amounts charged to operations and amounts paid as accrued rent expense. | |
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Net Income Per Share [Abstract] | ' | ||||||||||||
Basic And Diluted Net Income Per Share | ' | ||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net income | $ | 21,432 | $ | 16,107 | $ | 10,747 | |||||||
Basic: | |||||||||||||
Weighted-average shares of common stock outstanding | 30,294 | 29,536 | 27,745 | ||||||||||
Shares used in computing basic net income per share | 30,294 | 29,536 | 27,745 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Stock options | 152 | 194 | 279 | ||||||||||
Warrants (1) | - | - | 5 | ||||||||||
Restricted stock subject to vesting | 674 | 621 | 578 | ||||||||||
Contingently issuable shares (2) | - | 81 | 222 | ||||||||||
Shares issuable for acquisition consideration (3) | 688 | 654 | 355 | ||||||||||
Shares used in computing diluted net income per share | 31,808 | 31,086 | 29,184 | ||||||||||
Basic net income per share | $ | 0.71 | $ | 0.54 | $ | 0.39 | |||||||
Diluted net income per share | $ | 0.67 | $ | 0.52 | $ | 0.37 | |||||||
Anti-dilutive options and restricted stock not included in the calculation of diluted net income per share | 1 | 12 | 278 | ||||||||||
-1 | All outstanding warrants expired on December 30, 2011. | ||||||||||||
-2 | Represents the Company's estimate of shares to be issued to Exervio pursuant to the Asset Purchase Agreement. | ||||||||||||
-3 | For the year ended December 31, 2013, this represents the shares held in escrow pursuant to: (i) the Agreement and Plan of Merger with Northridge; (ii) the Asset Purchase Agreement with Nascent; (iii) the Agreement and Plan of Merger with TriTek; (iv) the Asset Purchase Agreement with Clear Task; and (v) the Asset Purchase Agreement with CoreMatrix as part of the consideration. For the year ended December 31, 2012, this represents the shares held in escrow pursuant to: (i) the Agreement and Plan of Merger with speakTECH; (ii) the Asset Purchase Agreement with PointBridge; (iii) the Asset Purchase Agreement with Nascent; and (iv) the Agreement and Plan of Merger with Northridge as part of the consideration. For the year ended December 31, 2011 this represents the shares held in escrow pursuant to the Agreement and Plan of Merger with speakTECH and pursuant to the Asset Purchase Agreement with Exervio and the Asset Purchase Agreement with JCB as part of the consideration. These shares were not included in the calculation of basic net income per share due to the uncertainty of their ultimate status. |
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Acquisition [Line Items] | ' | ||||||||
Allocation Of The Total Purchase Price Consideration | ' | ||||||||
The Company allocated the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 5 | |||||||
Acquired intangible assets | 6.2 | ||||||||
Liabilities assumed | (1.1 | ) | |||||||
Goodwill | 10.4 | ||||||||
Total purchase price | $ | 20.5 | |||||||
The Company allocated the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 3.8 | |||||||
Acquired intangible assets | 4.4 | ||||||||
Liabilities assumed | (1.1 | ) | |||||||
Goodwill | 9.7 | ||||||||
Total purchase price | $ | 16.8 | |||||||
The Company allocated the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 3.1 | |||||||
Acquired intangible assets | 4.1 | ||||||||
Liabilities assumed | (2.9 | ) | |||||||
Goodwill | 9.6 | ||||||||
Total purchase price | $ | 13.9 | |||||||
The Company has estimated the allocation of the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 11.8 | |||||||
Acquired intangible assets | 6.2 | ||||||||
Liabilities assumed | (6.2 | ) | |||||||
Goodwill | 9.3 | ||||||||
Total purchase price | $ | 21.1 | |||||||
The Company has estimated the allocation of the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 2.1 | |||||||
Acquired intangible assets | 1.6 | ||||||||
Liabilities assumed | (0.8 | ) | |||||||
Goodwill | 5.7 | ||||||||
Total purchase price | $ | 8.6 | |||||||
The Company has estimated the allocation of the total purchase price consideration between tangible assets, identified intangible assets, liabilities, and goodwill as follows (in millions): | |||||||||
Acquired tangible assets | $ | 3.8 | |||||||
Acquired intangible assets | 4.8 | ||||||||
Liabilities assumed | (1.3 | ) | |||||||
Goodwill | 17.1 | ||||||||
Total purchase price | $ | 24.4 | |||||||
Proforma Results Impact | ' | ||||||||
The aggregate amounts of revenue and net income of TriTek, Clear Task, and CoreMatrix included in the Company's Consolidated Statements of Operations from the respective acquisition dates to December 31, 2013 are as follows (in thousands): | |||||||||
Acquisition Date to | |||||||||
31-Dec-13 | |||||||||
Revenues | $ | 21,095 | |||||||
Net income | $ | 2,260 | |||||||
Pro-Forma Results of Operations (Unaudited) | ' | ||||||||
The following presents the unaudited pro-forma combined results of operations of the Company with TriTek, Clear Task, and CoreMatrix for the year ended December 31, 2013 and PointBridge, Nascent, Northridge, TriTek, Clear Task, and CoreMatrix for the year ended December 31, 2012, after giving effect to certain pro-forma adjustments related to the amortization of acquired intangible assets and assuming TriTek, Clear Task, and CoreMatrix were acquired as of the beginning of 2012 and PointBridge, Nascent, and Northridge were acquired as of the beginning of 2011. These unaudited pro-forma results are presented in compliance with the adoption of ASU 2010-29, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations, and are not necessarily indicative of the actual consolidated results of operations had the acquisitions actually occurred on January 1, 2012 or January 1, 2011 or of future results of operations of the consolidated entities (in thousands except per share data): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Revenues | $ | 396,486 | $ | 379,049 | |||||
Net income | $ | 25,041 | $ | 16,312 | |||||
Basic net income per share | $ | 0.8 | $ | 0.53 | |||||
Diluted net income per share | $ | 0.78 | $ | 0.5 | |||||
Shares used in computing basic net income per share | 31,315 | 31,046 | |||||||
Shares used in computing dilute net income per share | 32,141 | 32,394 |
Goodwill_And_Intangible_Assets1
Goodwill And Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Goodwill And Intangible Assets [Abstract] | ' | ||||||||||||||||||||||||
Changes In The Carrying Amount Of Goodwill | ' | ||||||||||||||||||||||||
Activity related to goodwill consisted of the following (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Balance, beginning of year | $ | 160,936 | $ | 132,038 | |||||||||||||||||||||
Preliminary purchase price allocations for acquisitions (Note 7) | 32,041 | 29,132 | |||||||||||||||||||||||
Purchase accounting adjustments | 533 | (234 | ) | ||||||||||||||||||||||
Balance, end of year | $ | 193,510 | $ | 160,936 | |||||||||||||||||||||
Summary Of Intangible Assets | ' | ||||||||||||||||||||||||
Following is a summary of the Company's intangible assets that are subject to amortization (in thousands): | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net | Gross Carrying | Accumulated | Net | ||||||||||||||||||||
Amount | Amortization | Carrying Amount | Amount | Amortization | Carrying Amount | ||||||||||||||||||||
Customer relationships | $ | 31,156 | $ | (10,835 | ) | $ | 20,321 | $ | 22,682 | $ | (7,299 | ) | $ | 15,383 | |||||||||||
Non-compete agreements | 1,477 | (715 | ) | 762 | 1,156 | (425 | ) | 731 | |||||||||||||||||
Customer backlog | 402 | (170 | ) | 232 | 306 | (184 | ) | 122 | |||||||||||||||||
Trade name | 159 | (83 | ) | 76 | 265 | (204 | ) | 61 | |||||||||||||||||
Internally developed software | 4,604 | (508 | ) | 4,096 | 1,642 | (589 | ) | 1,053 | |||||||||||||||||
Total | $ | 37,798 | $ | (12,311 | ) | $ | 25,487 | $ | 26,051 | $ | (8,701 | ) | $ | 17,350 | |||||||||||
Estimated Useful Lives Of Identifiable Intangible Assets | ' | ||||||||||||||||||||||||
The estimated useful lives of identifiable intangible assets are as follows: | |||||||||||||||||||||||||
Customer relationships | 3 – 10 years | ||||||||||||||||||||||||
Non-compete agreements | 2 – 5 years | ||||||||||||||||||||||||
Customer backlog | 6 – 8 months | ||||||||||||||||||||||||
Internally developed software | 1 – 7 years | ||||||||||||||||||||||||
Trade name | 1 year | ||||||||||||||||||||||||
Estimated Annual Amortization Expense | ' | ||||||||||||||||||||||||
Estimated annual amortization expense for the next five years ended December 31 is as follows (in thousands): | |||||||||||||||||||||||||
2014 | $ | 7,631 | |||||||||||||||||||||||
2015 | $ | 5,824 | |||||||||||||||||||||||
2016 | $ | 4,770 | |||||||||||||||||||||||
2017 | $ | 2,411 | |||||||||||||||||||||||
2018 | $ | 1,459 | |||||||||||||||||||||||
Thereafter | $ | 3,392 | |||||||||||||||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Stock-Based Compensation [Abstract] | ' | ||||||||||||||||
Stock Option Activity | ' | ||||||||||||||||
Stock option activity for the year ended December 31, 2013 was as follows (in thousands, except exercise price and remaining contractual terms information): | |||||||||||||||||
Shares | Weighted-Average Exercise Price | Weighted-Average Remaining Contractual Terms (In Years) (1) | Aggregate Intrinsic Value | ||||||||||||||
Options outstanding at December 31, 2012 | 303 | $ | 5.08 | 1.69 | $ | 2,027 | |||||||||||
Options exercised (2) | (71 | ) | 2.56 | $ | 978 | ||||||||||||
Options canceled | (10 | ) | 0.63 | ||||||||||||||
Options outstanding at December 31, 2013 | 222 | $ | 6.08 | 0.94 | $ | 3,845 | |||||||||||
Options vested, December 31, 2013 | 222 | $ | 6.08 | 0.94 | $ | 3,845 | |||||||||||
(1) Generally stock options have a maximum contractual term of 10 years. | |||||||||||||||||
(2) The total aggregate intrinsic value of stock options exercised during 2012 and 2011 was $0.4 million and $5.6 million, respectively. | |||||||||||||||||
Restricted Stock Activity | ' | ||||||||||||||||
Restricted stock activity for the year ended December 31, 2013 was as follows (in thousands, except fair value information): | |||||||||||||||||
Shares | Weighted-Average | ||||||||||||||||
Grant Date Fair | |||||||||||||||||
Value | |||||||||||||||||
Restricted stock awards outstanding at December 31, 2012 | 1,939 | $ | 9.93 | ||||||||||||||
Awards granted (1) | 705 | $ | 14.62 | ||||||||||||||
Awards vested (2) | (833 | ) | $ | 9.17 | |||||||||||||
Awards forfeited | (112 | ) | $ | 10.1 | |||||||||||||
Restricted stock awards outstanding at December 31, 2013 | 1,699 | $ | 12.13 | ||||||||||||||
-1 | The weighted average grant date fair value of shares granted during 2012 and 2011 was $11.31 and $10.31, respectively. | ||||||||||||||||
-2 | The total fair value of restricted shares vested during the years ended December 31, 2013, 2012 and 2011 was $13.4 million, $9.7 million and $7.8 million, respectively. | ||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | ' | ||||||||||||
Components of the Income Tax Provision | ' | ||||||||||||
Significant components of the provision for income taxes are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | 7,292 | $ | 8,405 | $ | 6,358 | |||||||
State | 883 | 1,704 | 996 | ||||||||||
Foreign | 286 | 382 | 13 | ||||||||||
Total current | 8,461 | 10,491 | 7,367 | ||||||||||
Deferred: | |||||||||||||
Federal | 1,455 | (581 | ) | 487 | |||||||||
State | 149 | (32 | ) | 44 | |||||||||
Total deferred | 1,604 | (613 | ) | 531 | |||||||||
Total provision for income taxes | $ | 10,065 | $ | 9,878 | $ | 7,898 | |||||||
Pretax Income | ' | ||||||||||||
The components of pretax income for the years ended December 31, 2013, 2012 and 2011 are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic | $ | 29,280 | $ | 23,533 | $ | 17,614 | |||||||
Foreign | 2,217 | 2,452 | 1,031 | ||||||||||
Total | $ | 31,497 | $ | 25,985 | $ | 18,645 | |||||||
Deferred Tax Assets and Liabilities | ' | ||||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred taxes as of December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Accrued liabilities | $ | 1,172 | $ | 849 | |||||||||
Bad debt reserve | 365 | 280 | |||||||||||
Net operating losses | 1,510 | 1,908 | |||||||||||
Deferred compensation | 2,728 | 1,936 | |||||||||||
Intangibles | 2,101 | 3,256 | |||||||||||
Acquisition-related costs | 490 | 529 | |||||||||||
Total deferred tax assets | 8,366 | 8,758 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Prepaid expenses | 829 | 421 | |||||||||||
Equity in undistributed foreign earnings | 125 | 125 | |||||||||||
Goodwill | 7,594 | 5,893 | |||||||||||
Accrued liabilities | - | 18 | |||||||||||
Fixed assets | 1,372 | 786 | |||||||||||
Total deferred tax liabilities | 9,920 | 7,243 | |||||||||||
Net deferred tax (liability) asset | $ | (1,554 | ) | $ | 1,515 | ||||||||
Federal Corporate Statutory Income Tax Rate Reconciled to Effective Income Tax Rate | ' | ||||||||||||
The federal corporate statutory tax rate is reconciled to the Company's effective income tax rate as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal statutory rate | 35 | % | 35 | % | 34.6 | % | |||||||
State taxes, net of federal benefit | 4.3 | 4.4 | 4.1 | ||||||||||
Effect of foreign operations | -1.3 | -1.8 | -0.9 | ||||||||||
Stock compensation | 1.7 | 1.8 | 1.4 | ||||||||||
Non-deductible acquisition costs | 0.2 | 0.8 | 2.1 | ||||||||||
Research and development tax credit | -5.7 | -2.7 | - | ||||||||||
U.S. domestic production deduction | -3.1 | - | - | ||||||||||
Other | 0.9 | 0.5 | 1.1 | ||||||||||
Effective tax rate | 32 | % | 38 | % | 42.4 | % | |||||||
Summary of Positions for which Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Table Text Block] | ' | ||||||||||||
The following table is a reconciliation of beginning and ending balances of total amounts of gross unrecognized tax benefits (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Balance at beginning of year | $ | 79 | $ | - | |||||||||
Unrecognized tax benefits related to current year | 440 | 79 | |||||||||||
Balance at end of year | $ | 519 | $ | 79 |
Commitments_And_Contingencies_1
Commitments And Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies [Abstract] | ' | ||||
Schedule Of Operating Lease Agreement | ' | ||||
The Company leases office space and certain equipment under various operating lease agreements. The Company has the option to extend the term of certain lease agreements. Future minimum commitments under these lease agreements as of December 31, 2013 are as follows (in thousands): | |||||
Operating | |||||
Leases | |||||
2014 | $ | 4,063 | |||
2015 | 3,849 | ||||
2016 | 3,528 | ||||
2017 | 2,959 | ||||
2018 | 1,675 | ||||
Thereafter | 2,776 | ||||
Total minimum lease payments | $ | 18,850 |
Balance_Sheet_Components_Table
Balance Sheet Components (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Balance Sheet Components [Abstract] | ' | ||||||||
Components Of Accounts Receivable | ' | ||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Accounts receivable: | |||||||||
Accounts receivable | $ | 56,376 | $ | 49,661 | |||||
Unbilled revenues | 23,274 | 20,725 | |||||||
Allowance for doubtful accounts | (763 | ) | (724 | ) | |||||
Total | $ | 78,887 | $ | 69,662 | |||||
Components Of Property And Equipment | ' | ||||||||
Property and Equipment: | |||||||||
Computer hardware (useful life of 3 years) | $ | 8,104 | $ | 6,906 | |||||
Furniture and fixtures (useful life of 5 years) | 1,891 | 2,046 | |||||||
Leasehold improvements (useful life of 5 years) | 1,997 | 1,775 | |||||||
Software (useful life of 1 to 7 years) | 6,042 | 2,006 | |||||||
Less: Accumulated depreciation | (10,325 | ) | (8,335 | ) | |||||
Total | $ | 7,709 | $ | 4,398 | |||||
Components Of Other Current Liabilities | ' | ||||||||
Other current liabilities: | |||||||||
Accrued variable compensation | $ | 13,467 | $ | 9,846 | |||||
Deferred revenues | 3,590 | 2,974 | |||||||
Payroll related costs | 2,035 | 1,193 | |||||||
Accrued subcontractor fees | 2,551 | 2,294 | |||||||
Accrued medical claims expense | 1,296 | 1,145 | |||||||
Acquired liabilities | 1,680 | 64 | |||||||
Estimated fair value of contingent consideration liability (Note 7) | 1,606 | - | |||||||
Other current liabilities | 4,073 | 3,089 | |||||||
Total | $ | 30,298 | $ | 20,605 | |||||
Components Of Other Non-Current Liabilities | ' | ||||||||
Other non-current liabilities: | |||||||||
Deferred compensation liability | $ | 2,160 | $ | 1,383 | |||||
Deferred income taxes | 2,345 | - | |||||||
Estimated fair value of contingent consideration liability (Note 7) | 3,508 | - | |||||||
Other non-current liabilities | 1,281 | 34 | |||||||
Total | $ | 9,294 | $ | 1,417 |
Allowance_for_Doubtful_Account1
Allowance for Doubtful Accounts (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Allowance for Doubtful Accounts [Abstract] | ' | ||||||||||||
Allowance For Doubtful Accounts | ' | ||||||||||||
Activity in the allowance for doubtful accounts is summarized as follows for the years presented (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance, beginning of year | $ | 724 | $ | 1,057 | $ | 228 | |||||||
Charges to expense | 280 | 744 | 1,037 | ||||||||||
Uncollected balances written off, net of recoveries | (241 | ) | (1,077 | ) | (208 | ) | |||||||
Balance, end of year | $ | 763 | $ | 724 | $ | 1,057 | |||||||
Quarterly_Financial_Results_Un
Quarterly Financial Results (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Results (Unaudited) [Abstract] | ' | ||||||||||||||||
Quarterly Financial Results (Unaudited) | ' | ||||||||||||||||
The following tables set forth certain unaudited supplemental quarterly financial information for the years ended December 31, 2013 and 2012. The quarterly operating results are not necessarily indicative of future results of operations (in thousands except per share data). | |||||||||||||||||
Three Months Ended, | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
2013 | 2013 | 2013 | 2013 | ||||||||||||||
(Unaudited) | |||||||||||||||||
Total revenues | $ | 84,935 | $ | 94,167 | $ | 96,758 | $ | 97,465 | |||||||||
Gross margin | 25,514 | 30,598 | 33,863 | 33,124 | |||||||||||||
Income from operations | 5,208 | 7,538 | 10,346 | 8,586 | |||||||||||||
Income before income taxes | 5,249 | 7,402 | 10,257 | 8,590 | |||||||||||||
Net income | 4,123 | 4,562 | 7,234 | 5,513 | |||||||||||||
Basic net income per share | 0.14 | 0.15 | 0.24 | 0.18 | |||||||||||||
Diluted net income per share | 0.13 | 0.14 | 0.23 | 0.17 | |||||||||||||
Three Months Ended, | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
2012 | 2012 | 2012 | 2012 | ||||||||||||||
(Unaudited) | |||||||||||||||||
Total revenues | $ | 74,698 | $ | 81,796 | $ | 87,474 | $ | 83,128 | |||||||||
Gross margin | 22,647 | 26,757 | 28,227 | 25,772 | |||||||||||||
Income from operations | 4,955 | 6,554 | 7,537 | 7,038 | |||||||||||||
Income before income taxes | 4,988 | 6,527 | 7,449 | 7,021 | |||||||||||||
Net income | 2,986 | 3,603 | 5,142 | 4,376 | |||||||||||||
Basic net income per share | 0.1 | 0.12 | 0.17 | 0.14 | |||||||||||||
Diluted net income per share | 0.1 | 0.12 | 0.16 | 0.14 | |||||||||||||
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Cancellation Period [Line Items] | ' |
Period of time to determine average common stock price | '15 days |
Weighted average volatility rate (in hundredths) | 40.00% |
Weighted average discount rate (in hundredths) | 60.00% |
Minimum [Member] | ' |
Cancellation Period [Line Items] | ' |
Period of cancellation notice | '10 days |
Property and equipment, useful lives | '1 year |
Intangible assets, useful lives | '1 year |
Maximum [Member] | ' |
Cancellation Period [Line Items] | ' |
Period of cancellation notice | '30 days |
Property and equipment, useful lives | '7 years |
Intangible assets, useful lives | '10 years |
Net_Income_Per_Share_Details
Net Income Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Net Income Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net income | $5,513 | $7,234 | $4,562 | $4,123 | $4,376 | $5,142 | $3,603 | $2,986 | $21,432 | $16,107 | $10,747 | |||
Shares used in computing basic net income per share (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 30,294 | 29,536 | 27,745 | |||
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Stock options (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 152 | 194 | 279 | |||
Warrants (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | [1] | 0 | [1] | 5 | [1] |
Restricted stock subject to vesting (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 674 | 621 | 578 | |||
Contingently issuable shares (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | [2] | 81 | [2] | 222 | [2] |
Shares issuable for acquisition consideration (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 688 | [3] | 654 | [3] | 355 | [3] |
Shares used in computing diluted net income per share (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 31,808 | 31,086 | 29,184 | |||
Basic net income per share (in dollars per share) | $0.18 | $0.24 | $0.15 | $0.14 | $0.14 | $0.17 | $0.12 | $0.10 | $0.71 | $0.54 | $0.39 | |||
Diluted net income per share (in dollars per share) | $0.17 | $0.23 | $0.14 | $0.13 | $0.14 | $0.16 | $0.12 | $0.10 | $0.67 | $0.52 | $0.37 | |||
Anti-dilutive options and restricted stock not included in the calculation of diluted net income per share | ' | ' | ' | ' | ' | ' | ' | ' | 1 | 12 | 278 | |||
[1] | All outstanding warrants expired on December 30, 2011. | |||||||||||||
[2] | Represents the Companybs estimate of shares to be issued to Exervio pursuant to the Asset Purchase Agreement. | |||||||||||||
[3] | For the year ended December 31, 2013, this represents the shares held in escrow pursuant to: (i) the Agreement and Plan of Merger with Northridge; (ii) the Asset Purchase Agreement with Nascent; (iii) the Agreement and Plan of Merger with TriTek; (iv) the Asset Purchase Agreement with Clear Task; and (v) the Asset Purchase Agreement with CoreMatrix as part of the consideration. For the year ended December 31, 2012, this represents the shares held in escrow pursuant to: (i) the Agreement and Plan of Merger with speakTECH; (ii) the Asset Purchase Agreement with PointBridge; (iii) the Asset Purchase Agreement with Nascent; and (iv) the Agreement and Plan of Merger with Northridge as part of the consideration. For the year ended December 31, 2011 this represents the shares held in escrow pursuant to the Agreement and Plan of Merger with speakTECH and pursuant to the Asset Purchase Agreement with Exervio and the Asset Purchase Agreement with JCB as part of the consideration. These shares were not included in the calculation of basic net income per share due to the uncertainty of their ultimate status. |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Benefit Plans [Abstract] | ' | ' | ' |
Employer matching contribution (in hundredths) | 50.00% | ' | ' |
Percentage of employer matching contribution in cash (in hundredths) | 25.00% | ' | ' |
Percentage of employer matching contribution in stock (in hundredths) | 25.00% | ' | ' |
Maximum annual contribution per employee (in hundredths) | 6.00% | ' | ' |
Employer matching contribution expense | $3.30 | $3.30 | $3.20 |
Deferred Compensation Liability [Abstract] | ' | ' | ' |
Deferred compensation liability | $2.30 | $1.70 | ' |
Business_Combinations_Narrativ
Business Combinations (Narrative) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
PointBridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Date of acquisition | 8-Feb-12 |
Cash paid for acquisition | $14.40 |
Common stock issued | 6.1 |
Transaction costs | 0.7 |
Nascent [Member] | ' |
Business Acquisition [Line Items] | ' |
Date of acquisition | 1-Jun-12 |
Cash paid for acquisition | 11.6 |
Common stock issued | 5.2 |
Transaction costs | 0.6 |
Northridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Date of acquisition | 1-Jul-12 |
Cash paid for acquisition | 10.7 |
Common stock issued | 3.2 |
Transaction costs | 0.6 |
TriTek [Member] | ' |
Business Acquisition [Line Items] | ' |
Date of acquisition | 1-May-13 |
Cash paid for acquisition | 17 |
Common stock issued | 4.1 |
Transaction costs | 0.8 |
ClearTask [Member] | ' |
Business Acquisition [Line Items] | ' |
Date of acquisition | 17-May-13 |
Cash paid for acquisition | 6 |
Common stock issued | 1.2 |
Estimated Fair Value of Earn-Out | 1.4 |
Percentage of earnings based contingent consideration paid in cash upon achievement of contingency (in hundredths) | 80.00% |
Percentage of earnings based contingent consideration issued in stock upon achievement of contingency (in hundredths) | 20.00% |
Transaction costs | 0.6 |
CoreMatrix [Member] | ' |
Business Acquisition [Line Items] | ' |
Date of acquisition | 11-Oct-13 |
Cash paid for acquisition | 18.5 |
Common stock issued | 2.5 |
Estimated Fair Value of Earn-Out | 3.4 |
Transaction costs | $0.80 |
12 Month Earn-Out [Member] | CoreMatrix [Member] | ' |
Business Acquisition [Line Items] | ' |
Percentage of earnings based contingent consideration paid in cash upon achievement of contingency (in hundredths) | 60.00% |
Percentage of earnings based contingent consideration issued in stock upon achievement of contingency (in hundredths) | 40.00% |
24 Month Earn-Out [Member] | CoreMatrix [Member] | ' |
Business Acquisition [Line Items] | ' |
Percentage of earnings based contingent consideration paid in cash upon achievement of contingency (in hundredths) | 80.00% |
Percentage of earnings based contingent consideration issued in stock upon achievement of contingency (in hundredths) | 20.00% |
Minimum [Member] | PointBridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '11 months |
Minimum [Member] | Nascent [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '7 months |
Minimum [Member] | Northridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '9 months |
Minimum [Member] | TriTek [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '8 months |
Minimum [Member] | ClearTask [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '5 months |
Minimum [Member] | CoreMatrix [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '6 months |
Maximum [Member] | PointBridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '5 years |
Maximum [Member] | Nascent [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '5 years |
Maximum [Member] | Northridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '5 years |
Maximum [Member] | TriTek [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '8 years |
Maximum [Member] | ClearTask [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '5 years |
Maximum [Member] | CoreMatrix [Member] | ' |
Business Acquisition [Line Items] | ' |
Intangible assets estimated useful life | '10 years |
Business_Combinations_Allocati
Business Combinations (Allocation Of The Total Purchase Price Consideration) (Details) (USD $) | Dec. 31, 2013 |
In Millions, unless otherwise specified | |
PointBridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Acquired tangible assets | $5 |
Acquired intangible assets | 6.2 |
Liabilities assumed | -1.1 |
Goodwill | 10.4 |
Total purchase price | 20.5 |
Nascent [Member] | ' |
Business Acquisition [Line Items] | ' |
Acquired tangible assets | 3.8 |
Acquired intangible assets | 4.4 |
Liabilities assumed | -1.1 |
Goodwill | 9.7 |
Total purchase price | 16.8 |
Northridge [Member] | ' |
Business Acquisition [Line Items] | ' |
Acquired tangible assets | 3.1 |
Acquired intangible assets | 4.1 |
Liabilities assumed | -2.9 |
Goodwill | 9.6 |
Total purchase price | 13.9 |
TriTek [Member] | ' |
Business Acquisition [Line Items] | ' |
Acquired tangible assets | 11.8 |
Acquired intangible assets | 6.2 |
Liabilities assumed | -6.2 |
Goodwill | 9.3 |
Total purchase price | 21.1 |
ClearTask [Member] | ' |
Business Acquisition [Line Items] | ' |
Acquired tangible assets | 2.1 |
Acquired intangible assets | 1.6 |
Liabilities assumed | -0.8 |
Goodwill | 5.7 |
Total purchase price | 8.6 |
CoreMatrix [Member] | ' |
Business Acquisition [Line Items] | ' |
Acquired tangible assets | 3.8 |
Acquired intangible assets | 4.8 |
Liabilities assumed | -1.3 |
Goodwill | 17.1 |
Total purchase price | $24.40 |
Business_Combinations_Schedule
Business Combinations (Schedule Of The Amount Of Revenue And Net Income Included In The Condensed Consolidated Statements Of Operation) (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Business Combinations [Abstract] | ' |
Revenues | $21,095 |
Net Income | $2,260 |
Business_Combinations_Suppleme
Business Combinations (Supplementary Pro Forma Information For Business Combinations) (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Business Combinations [Abstract] | ' | ' |
Revenues | $396,486 | $379,049 |
Net income | $25,041 | $16,312 |
Basic net income per share (in dollars per share) | $0.80 | $0.53 |
Diluted net income per share (in dollars per share) | $0.78 | $0.50 |
Shares used in computing basic net income per share (in dollars per share) | 31,315 | 31,046 |
Shares used in computing diluted net income per share (in dollars per share) | 32,141 | 32,394 |
Goodwill_And_Intangible_Assets2
Goodwill And Intangible Assets (Changes In The Carrying Amount Of Goodwill) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill And Intangible Assets [Abstract] | ' | ' |
Balance, beginning of year | $160,936 | $132,038 |
Preliminary purchase price allocations for acquisitions (Note 7) | 32,041 | 29,132 |
Purchase accounting adjustments | 533 | -234 |
Balance, end of year | $193,510 | $160,936 |
Goodwill_And_Intangible_Assets3
Goodwill And Intangible Assets (Summary Of Intangible Assets) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amounts | $37,798 | $26,051 |
Accumulated Amortization | -12,311 | -8,701 |
Net Carrying Amounts | 25,487 | 17,350 |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amounts | 31,156 | 22,682 |
Accumulated Amortization | -10,835 | -7,299 |
Net Carrying Amounts | 20,321 | 15,383 |
Non-Compete Agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amounts | 1,477 | 1,156 |
Accumulated Amortization | -715 | -425 |
Net Carrying Amounts | 762 | 731 |
Customer Backlog [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amounts | 402 | 306 |
Accumulated Amortization | -170 | -184 |
Net Carrying Amounts | 232 | 122 |
Trade Name [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amounts | 159 | 265 |
Accumulated Amortization | -83 | -204 |
Net Carrying Amounts | 76 | 61 |
Internally Developed Software [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amounts | 4,604 | 1,642 |
Accumulated Amortization | -508 | -589 |
Net Carrying Amounts | $4,096 | $1,053 |
Goodwill_And_Intangible_Assets4
Goodwill And Intangible Assets (Estimated Useful Lives Of Identifiable Intangible Assets) (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Trade Name [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '1 year |
Minimum [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '1 year |
Minimum [Member] | Customer Relationships [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '3 years |
Minimum [Member] | Non-Compete Agreements [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '2 years |
Minimum [Member] | Internally Developed Software [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '1 year |
Minimum [Member] | Customer Backlog [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '6 years |
Maximum [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '10 years |
Maximum [Member] | Customer Relationships [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '10 years |
Maximum [Member] | Non-Compete Agreements [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '5 years |
Maximum [Member] | Internally Developed Software [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '7 years |
Maximum [Member] | Customer Backlog [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful lives | '8 years |
Goodwill_And_Intangible_Assets5
Goodwill And Intangible Assets (Weighted Average Amortization and Amortization Expense) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Amortization Expense | $8 | $7.80 | $6.30 |
Customer Relationships [Member] | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Weighted Average Amortization Period | '5 years | ' | ' |
Non-Compete Agreements [Member] | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Weighted Average Amortization Period | '5 years | ' | ' |
Goodwill_And_Intangible_Assets6
Goodwill And Intangible Assets (Estimated Amortization Expense) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Estimated Amortization Expense [Abstract] | ' |
2013 | $7,631 |
2014 | 5,824 |
2015 | 4,770 |
2016 | 2,411 |
2017 | 1,459 |
Thereafter | $3,392 |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Maximum number of shares authorized under plan | 2,500,000 | ' | ' | |
Total intrinsic value | $3,845,000 | ' | ' | |
Weighted average grant date fair value of shares granted (in dollars per share) | $14.62 | [1] | ' | ' |
Stock compensation | 11,100,000 | 9,600,000 | 9,200,000 | |
Stock-based compensation cost recognized, retirement savings plan contributions | 1,700,000 | 1,400,000 | 1,100,000 | |
Associated current and future income tax benefit recognized | 3,600,000 | 3,200,000 | 3,100,000 | |
Unrecognized compensation cost related to non-vested share-based awards | 15,600,000 | ' | ' | |
Unrecognized compensation cost, weighted-average period for recognition | '2 years | ' | ' | |
Employee Stock Purchase Plan [Member] | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Maximum fair value of common stock under ESPP | 25,000 | ' | ' | |
Annual participation limit | 12,500 | ' | ' | |
Shares purchased under the ESPP (in shares) | 9,600 | ' | ' | |
ESPP purchase price, percentage of fair market value (in hundredths) | 95.00% | ' | ' | |
Stock Options [Member] | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Maximum contractual term of stock options | '10 years | ' | ' | |
Total intrinsic value | ' | 400,000 | 5,600,000 | |
Restricted Stock [Member] | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Weighted average grant date fair value of shares granted (in dollars per share) | ' | $11.31 | $10.31 | |
Fair value of shares vested | $13,400,000 | $9,700,000 | $7,800,000 | |
Restricted Stock [Member] | Minimum [Member] | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Requisite service period | '3 years | ' | ' | |
Restricted Stock [Member] | Maximum [Member] | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Requisite service period | '5 years | ' | ' | |
[1] | The weighted average grant date fair value of shares granted during 2012 and 2011 was $11.31 and $10.31, respectively. |
StockBased_Compensation_Summar
Stock-Based Compensation (Summary Of Stock Option Activity) (Details) (USD $) | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | ||
Summary Of Stock Option Activity [Roll Forward] | ' | ' | ||
Options outstanding at December 31, 2012, Shares | 303 | ' | ||
Options exercised, Shares | -71 | [1] | ' | |
Options canceled, Shares | -10 | ' | ||
Options outstanding at December 31, 2013, Shares | 222 | 303 | ||
Options vested at December 31, 2013, Shares | 222 | ' | ||
Options outstanding at December 31, 2012, Weighted-Average Exercise Price (in dollars per share) | $5.08 | ' | ||
Options exercised, Weighted-Average Exercise Price (in dollars per share) | $2.56 | [1] | ' | |
Options canceled, Weighted-Average Exercise Price (in dollars per share) | $0.63 | ' | ||
Options outstanding at December 31, 2013, Weighted-Average Exercise Price (in dollars per share) | $6.08 | $5.08 | ||
Options vested at December 31, 2013, Weighted-Average Exercise Price (in dollars per share) | $6.08 | ' | ||
Options outstanding at December 31, 2012, Weighted-Average Remaining Contractual Term (In Years) | '0 years 11 months 8 days | [2] | '1 year 8 months 8 days | [2] |
Options outstanding at December 31, 2013, Weighted-Average Remaining Contractual Term (In Years) | '0 years 11 months 8 days | [2] | '1 year 8 months 8 days | [2] |
Options vested at December 31, 2013, Weighted-Average Remaining Contractual Term (In Years) | '0 years 11 months 8 days | [2] | ' | |
Options outstanding at December 31, 2012, Aggregate Intrinsic Value | $2,027 | ' | ||
Options exercised, Aggregate Intrinsic Value | 978 | [1] | ' | |
Options outstanding at December 31, 2013, Aggregate Intrinsic Value | 3,845 | 2,027 | ||
Options vested at December 31, 2013, Aggregate Intrinsic Value | $3,845 | ' | ||
[1] | The total aggregate intrinsic value of stock options exercised during 2012 and 2011 was $0.4 million and $5.6 million, respectively. | |||
[2] | Generally stock options have a maximum contractual term of 10 years. |
StockBased_Compensation_Summar1
Stock-Based Compensation (Summary Of Restricted Stock Activity) (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | |
Stock-Based Compensation [Abstract] | ' | |
Restricted stock awards outstanding at December 31, 2012, Shares | 1,939 | |
Awards granted, Shares | 705 | [1] |
Awards vested, Shares | -833 | [2] |
Awards forfeited, Shares | -112 | |
Restricted stock awards outstanding at December 31, 2013, Shares | 1,699 | |
Restricted stock awards outstanding at December 31, 2012, Weighted-Average Grant Date Fair Value | $9.93 | |
Awards granted, Weighted-Average Grant Date Fair Value | $14.62 | [1] |
Awards vested, Weighted-Average Grant Date Fair Value | $9.17 | [2] |
Awards forfeited, Weighted-Average Grant Date Fair Value | $10.10 | |
Restricted stock awards outstanding at December 31, 2013, Weighted-Average Grant Date Fair Value | $12.13 | |
[1] | The weighted average grant date fair value of shares granted during 2012 and 2011 was $11.31 and $10.31, respectively. | |
[2] | The total fair value of restricted shares vested during the years ended December 31, 2013, 2012 and 2011 was $13.4 million, $9.7 million and $7.8 million, respectively. |
Line_Of_Credit_Details
Line Of Credit (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Line of Credit Facility [Line Items] | ' |
Line of credit facility, maximum borrowing capacity, available | $55,800,000 |
Line of credit facility, commitment increase | 25,000,000 |
Line of credit facility, allowable issuance amount of letters of credit | 5 |
Letters of credit outstanding | 200,000 |
Credit agreement, final maturity date | 31-Jul-17 |
Line of credit facility, percentage of annual commitment fee on unused capacity | 0.30% |
Ratio of EBITDA plus stock compensation and minus income taxes paid and capital expenditures to interest expense and scheduled payments due for borrowings | 2 |
Ratio of current maturities of long-term debt to EBITDA plus stock compensation and minus income taxes paid and capital expenditures | 2.75 |
Line of Credit Facility, Maximum Borrowing Capacity | $75,000,000 |
Prime Rate [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Line of credit, interest rate at period end (in hundredths) | 4.00% |
Prime Rate [Member] | Minimum [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Line of credit, margin interest rate percentage (in hundredths) | 0.00% |
Prime Rate [Member] | Maximum [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Line of credit, margin interest rate percentage (in hundredths) | 0.50% |
LIBOR [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Line of credit, interest rate at period end (in hundredths) | 0.17% |
LIBOR [Member] | Minimum [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Line of credit, margin interest rate percentage (in hundredths) | 2.00% |
LIBOR [Member] | Maximum [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Line of credit, margin interest rate percentage (in hundredths) | 2.50% |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes [Abstract] | ' | ' | ' |
Unrecognized tax benefits | $519,000 | $79,000 | $0 |
Net operating loss carryforwards | $3,900,000 | ' | ' |
Income_Taxes_Components_of_the
Income Taxes (Components of the Income Tax Provision) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Components of The Income Tax Provision [Abstract] | ' | ' | ' |
Federal | $7,292 | $8,405 | $6,358 |
State | 883 | 1,704 | 996 |
Foreign | 286 | 382 | 13 |
Total Current | 8,461 | 10,491 | 7,367 |
Federal | 1,455 | -581 | 487 |
State | 149 | -32 | 44 |
Total Deferred | 1,604 | -613 | 531 |
Provision for income taxes | $10,065 | $9,878 | $7,898 |
Income_Taxes_Components_of_Pre
Income Taxes (Components of Pretax Income) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Components of Pretax Income [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Domestic | ' | ' | ' | ' | ' | ' | ' | ' | $29,280 | $23,533 | $17,614 |
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 2,217 | 2,452 | 1,031 |
Total | $8,590 | $10,257 | $7,402 | $5,249 | $7,021 | $7,449 | $6,527 | $4,988 | $31,497 | $25,985 | $18,645 |
Income_Taxes_Components_of_Def
Income Taxes (Components of Deferred Tax Assets and Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Accrued Liabilities | $1,172 | $849 |
Bad debt reserve | 365 | 280 |
Net operating losses | 1,510 | 1,908 |
Deferred compensation | 2,728 | 1,936 |
Intangibles | 2,101 | 3,256 |
Acquisition-related costs | 490 | 529 |
Total deferred tax assets | 8,366 | 8,758 |
Deferred tax liabilities: | ' | ' |
Prepaid expenses | 829 | 421 |
Equity in undistributed foreign earnings | 125 | 125 |
Goodwill | 7,594 | 5,893 |
Accrued liabilities | 0 | 18 |
Fixed assets | 1,372 | 786 |
Total deferred tax liabilities | 9,920 | 7,243 |
Net deferred tax asset | ($1,554) | $1,515 |
Income_Taxes_Reconciliation_of
Income Taxes (Reconciliation of the Federal Corporate Statutory Income Tax Rate to Effective Income Tax Rate) (Details) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Reconciliation of the Federal Corporate Statutory Income Tax Rate to Effective Income Tax Rate [Abstrct] | ' | ' | ' |
Federal statutory rate | 35.00% | 35.00% | 34.60% |
State taxes, net of federal benefit | 4.30% | 4.40% | 4.10% |
Effect of foreign operations | -1.30% | -1.80% | -0.90% |
Stock compensation | 1.70% | 1.80% | 1.40% |
Non-deductible acquisition costs | 0.20% | 0.80% | 2.10% |
Research and development tax credit | -5.70% | -2.70% | 0.00% |
Income Tax Reconciliation Us Domestic Production Deduction | -3.10% | 0.00% | 0.00% |
Other | 0.90% | 0.50% | 1.10% |
Effective tax rate | 32.00% | 38.00% | 42.40% |
Income_Taxes_Income_Tax_Reconc
Income Taxes Income Tax (Reconciliation of Unrecognized Tax Benefit) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Taxes [Abstract] | ' | ' |
Unrecognized tax benefits | $79 | $0 |
Unrecognized Tax Benefits, Increases Resulting from Current Period Tax Positions | 440 | 79 |
Unrecognized Tax Benefits | $519 | $79 |
Commitments_And_Contingencies_2
Commitments And Contingencies (Schedule Of Operaing Lease Agreement) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies [Abstract] | ' |
2013 | $4,063 |
2014 | 3,849 |
2015 | 3,528 |
2016 | 2,959 |
2017 | 1,675 |
Thereafter | 2,776 |
Total minimum lease payments | $18,850 |
Commitments_And_Contingencies_3
Commitments And Contingencies (Rent Expense) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Rent Expense [Abstract] | ' | ' | ' |
Rent Expense | $4.90 | $3.80 | $2.90 |
Balance_Sheet_Components_Compo
Balance Sheet Components (Components Of Accounts Receivable) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Balance Sheet Components [Abstract] | ' | ' |
Accounts receivable | $56,376 | $49,661 |
Unbilled revenues | 23,274 | 20,725 |
Allowance for doubtful accounts | -763 | -724 |
Total | $78,887 | $69,662 |
Balance_Sheet_Components_Compo1
Balance Sheet Components (Components of Property And Equipment) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | ' | ' |
Less: Accumulated depreciation | ($10,325) | ($8,335) |
Total | 7,709 | 4,398 |
Computer Hardware [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, Plant and Equipment, Gross | 8,104 | 6,906 |
Useful life | '3 years | ' |
Furniture And Fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, Plant and Equipment, Gross | 1,891 | 2,046 |
Useful life | '5 years | ' |
Leasehold Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, Plant and Equipment, Gross | 1,997 | 1,775 |
Useful life | '5 years | ' |
Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, Plant and Equipment, Gross | $6,042 | $2,006 |
Minimum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '1 year | ' |
Minimum [Member] | Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '1 year | ' |
Maximum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '7 years | ' |
Maximum [Member] | Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '7 years | ' |
Balance_Sheet_Components_Compo2
Balance Sheet Components (Components Of Other Current Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Balance Sheet Components [Abstract] | ' | ' |
Accrued variable compensation | $13,467 | $9,846 |
Deferred revenues | 3,590 | 2,974 |
Payroll related costs | 2,035 | 1,193 |
Accrued subcontractor fees | 2,551 | 2,294 |
Accrued medical claims expense | 1,296 | 1,145 |
Acquired liabilities | 1,680 | 64 |
Estimated fair value of contingent consideration liability (Note 7) | 1,606 | 0 |
Other current liabilities | 4,073 | 3,089 |
Total | $30,298 | $20,605 |
Balance_Sheet_Components_Compo3
Balance Sheet Components (Components of Other Non-Current Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Balance Sheet Components [Abstract] | ' | ' |
Deferred compensation liability | $2,160 | $1,383 |
Deferred income taxes | 2,345 | 0 |
Estimated fair value of contingent consideration liability (Note 7) | 3,508 | 0 |
Other non-current liabilities | 1,281 | 34 |
Total | $9,294 | $1,417 |
Allowance_for_Doubtful_Account2
Allowance for Doubtful Accounts (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Allowance for Doubtful Accounts [Roll Forward] | ' | ' | ' |
Balance, beginning of year | $724 | $1,057 | $228 |
Charges (reductions) to expense | 280 | 744 | 1,037 |
Uncollected balances written off, net of recoveries | -241 | -1,077 | -208 |
Balance, end of year | $763 | $724 | $1,057 |
Quarterly_Financial_Results_Un1
Quarterly Financial Results (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Results (Unaudited) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenues | $97,465 | $96,758 | $94,167 | $84,935 | $83,128 | $87,474 | $81,796 | $74,698 | $373,325 | $327,096 | $262,439 |
Gross margin | 33,124 | 33,863 | 30,598 | 25,514 | 25,772 | 28,227 | 26,757 | 22,647 | 123,099 | 103,403 | 81,134 |
Income from operations | 8,586 | 10,346 | 7,538 | 5,208 | 7,038 | 7,537 | 6,554 | 4,955 | 31,678 | 26,084 | 18,532 |
Income before income taxes | 8,590 | 10,257 | 7,402 | 5,249 | 7,021 | 7,449 | 6,527 | 4,988 | 31,497 | 25,985 | 18,645 |
Net income | $5,513 | $7,234 | $4,562 | $4,123 | $4,376 | $5,142 | $3,603 | $2,986 | $21,432 | $16,107 | $10,747 |
Basic net income per share (in dollars per share) | $0.18 | $0.24 | $0.15 | $0.14 | $0.14 | $0.17 | $0.12 | $0.10 | $0.71 | $0.54 | $0.39 |
Diluted net income per share (in dollars per share) | $0.17 | $0.23 | $0.14 | $0.13 | $0.14 | $0.16 | $0.12 | $0.10 | $0.67 | $0.52 | $0.37 |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent Event [Member], USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
Subsequent Event [Line Items] | ' |
Date of acquisition | 10-Feb-14 |
ForwardThink [Member] | ' |
Subsequent Event [Line Items] | ' |
Estimated total allocable purchase price consideration | 46 |
Cash paid for acquisition | 30 |
Common stock issued | 16 |