Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 28, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | PERFICIENT INC | |
Trading Symbol | PRFT | |
Entity Central Index Key | 1,085,869 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Common Stock, Shares Outstanding | 35,117,446 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 5,692 | $ 10,113 |
Accounts receivable, net | 100,624 | 103,702 |
Prepaid expenses | 4,028 | 3,353 |
Other current assets | 3,051 | 5,331 |
Total current assets | 113,395 | 122,499 |
Property and equipment, net | 8,301 | 8,888 |
Goodwill | 304,456 | 275,205 |
Intangible assets, net | 59,041 | 45,115 |
Other non-current assets | 6,132 | 4,869 |
Total assets | 491,325 | 456,576 |
Current liabilities: | ||
Accounts payable | 12,044 | 18,416 |
Other current liabilities | 31,998 | 27,637 |
Total current liabilities | 44,042 | 46,053 |
Long-term debt | 68,000 | 32,000 |
Other non-current liabilities | 19,807 | 19,058 |
Total liabilities | 131,849 | 97,111 |
Stockholders' equity: | ||
Common stock (par value $0.001 per share; 100,000,000 shares authorized, 46,976,898 shares issued and 33,607,808 shares outstanding as of June 30, 2017; 50,000,000 shares authorized, 45,895,086 shares issued and 33,865,688 shares outstanding as of December 31, 2016) | 47 | 46 |
Additional paid-in capital | 396,801 | 379,094 |
Accumulated other comprehensive loss | (2,160) | (2,743) |
Treasury stock, at cost (13,369,090 shares as of June 30, 2017; 12,029,398 shares as of December 31, 2016) | (149,841) | (126,442) |
Retained earnings | 114,629 | 109,510 |
Total stockholders' equity | 359,476 | 359,465 |
Total liabilities and stockholders' equity | $ 491,325 | $ 456,576 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Condensed Consolidated Balance Sheets | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 46,976,898 | 45,895,086 |
Common stock, shares outstanding (in shares) | 33,607,808 | 33,865,688 |
Treasury stock, shares (in shares) | 13,369,090 | 12,029,398 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues | ||||
Services | $ 104,794 | $ 107,882 | $ 205,681 | $ 217,629 |
Software and hardware | 9,270 | 11,247 | 16,269 | 20,723 |
Reimbursable expenses | 2,962 | 5,267 | 6,096 | 9,886 |
Total revenues | 117,026 | 124,396 | 228,046 | 248,238 |
Cost of revenues (exclusive of depreciation and amortization, shown separately below) | ||||
Cost of services | 66,946 | 71,067 | 132,792 | 142,653 |
Software and hardware costs | 7,727 | 9,742 | 13,692 | 17,155 |
Reimbursable expenses | 2,962 | 5,267 | 6,096 | 9,886 |
Total cost of revenues | 77,635 | 86,076 | 152,580 | 169,694 |
Gross margin | 39,391 | 38,320 | 75,466 | 78,544 |
Selling, general and administrative | 26,128 | 25,590 | 51,812 | 52,305 |
Depreciation | 1,205 | 1,214 | 2,464 | 2,407 |
Amortization | 3,537 | 3,306 | 7,162 | 6,671 |
Acquisition costs | 893 | 162 | 1,383 | 405 |
Adjustment to fair value of contingent consideration | (597) | (1,189) | (439) | (952) |
Income from operations | 8,225 | 9,237 | 13,084 | 17,708 |
Net interest expense | 657 | 467 | 1,004 | 987 |
Net other (income) expense | (51) | (97) | (69) | 5 |
Income before income taxes | 7,619 | 8,867 | 12,149 | 16,716 |
Provision for income taxes | 5,210 | 3,052 | 7,030 | 5,495 |
Net income | $ 2,409 | $ 5,815 | $ 5,119 | $ 11,221 |
Basic net income per share (in dollars per share) | $ 0.07 | $ 0.17 | $ 0.15 | $ 0.33 |
Diluted net income per share (in dollars per share) | $ 0.07 | $ 0.17 | $ 0.15 | $ 0.32 |
Shares used in computing basic net income per share (in shares) | 32,942 | 33,994 | 33,161 | 33,953 |
Shares used in computing diluted net income per share (in shares) | 33,747 | 34,843 | 34,080 | 34,891 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Condensed Consolidated Statements of Comprehensive Income [Abstract] | ||||
Net income | $ 2,409 | $ 5,815 | $ 5,119 | $ 11,221 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 267 | (372) | 583 | (180) |
Comprehensive income | $ 2,676 | $ 5,443 | $ 5,702 | $ 11,041 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statement of Stockholders' Equity - 6 months ended Jun. 30, 2017 - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2016 | $ 46 | $ 379,094 | $ (2,743) | $ (126,442) | $ 109,510 | $ 359,465 |
Balance (in shares) at Dec. 31, 2016 | 33,866,000 | 33,865,688 | ||||
Proceeds from the sales of stock through the Employee Stock Purchase Plan | 91 | $ 91 | ||||
Proceeds from the sales of stock through the Employee Stock Purchase Plan (in shares) | 5,000 | |||||
Stock compensation related to restricted stock vesting and retirement savings plan contributions | 7,095 | 7,095 | ||||
Stock compensation related to restricted stock vesting and retirement savings plan contributions (in shares) | 392,000 | |||||
Purchases of treasury stock and buyback of shares for taxes | (23,399) | (23,399) | ||||
Purchases of treasury stock and buyback of shares for taxes (in shares) | (1,339,000) | |||||
Issuance of stock in conjunction with acquisitions including stock attributed to future compensation | $ 1 | 10,521 | 10,522 | |||
Issuance of stock in conjunction with acquisitions including stock attributed to future compensation, shares | 684,000 | |||||
Net income | 5,119 | 5,119 | ||||
Foreign currency translation adjustment | 583 | 583 | ||||
Balance at Jun. 30, 2017 | $ 47 | $ 396,801 | $ (2,160) | $ (149,841) | $ 114,629 | $ 359,476 |
Balance (in shares) at Jun. 30, 2017 | 33,608,000 | 33,607,808 |
Unaudited Condensed Consolidat7
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
OPERATING ACTIVITIES | ||
Net income | $ 5,119 | $ 11,221 |
Adjustments to reconcile net income to net cash provided by operations: | ||
Depreciation | 2,464 | 2,407 |
Amortization | 7,162 | 6,671 |
Deferred income taxes | 2,034 | 610 |
Non-cash stock compensation and retirement savings plan contributions | 7,095 | 7,314 |
Adjustment to fair value of contingent consideration for purchase of business | (439) | (952) |
Write-off of capitalized credit facility fees | 246 | 0 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 8,653 | 10,025 |
Other assets | 2,901 | 3,377 |
Accounts payable | (6,372) | (3,981) |
Other liabilities | (3,983) | (7,304) |
Net cash provided by operating activities | 24,880 | 29,388 |
INVESTING ACTIVITIES | ||
Purchase of property and equipment | (2,112) | (2,356) |
Capitalization of internally developed software costs | (585) | (1,231) |
Purchase of business, net of cash acquired | (37,886) | (277) |
Net cash used in investing activities | (40,583) | (3,864) |
FINANCING ACTIVITIES | ||
Proceeds from line of credit | 154,000 | 104,000 |
Payments on line of credit | (118,000) | (124,000) |
Payments for credit facility financing fees | (355) | (194) |
Payment of contingent consideration for purchase of business | (1,344) | (2,144) |
Proceeds from the sale of stock through the Employee Stock Purchase Plan | 91 | 105 |
Purchases of treasury stock | (20,912) | 0 |
Remittance of taxes withheld as part of a net share settlement of restricted stock vesting | (2,487) | (2,427) |
Net cash provided by (used in) financing activities | 10,993 | (24,660) |
Effect of exchange rate on cash and cash equivalents | 289 | (185) |
Change in cash and cash equivalents | (4,421) | 679 |
Cash and cash equivalents at beginning of period | 10,113 | 8,811 |
Cash and cash equivalents at end of period | 5,692 | 9,490 |
Supplemental disclosures: | ||
Cash paid for income taxes | 1,202 | 1,121 |
Cash paid for interest | 714 | 860 |
Non-cash activity: | ||
Stock issued for purchase of business (including settlement of contingent consideration) | 9,429 | 96 |
Stock surrendered by Zeon in conjunction with net working capital settlement | 0 | 1,499 |
Liability incurred for purchase of property, plant and equipment | $ 0 | $ 2,506 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Description of Business and Principles of Consolidation [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements of Perficient, Inc. and its subsidiaries (collectively, the "Company") have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") and are presented in accordance with the rules and regulations of the Securities and Exchange Commission (the "SEC") applicable to interim financial information. Accordingly, certain note disclosures have been condensed or omitted. In the opinion of management, the interim unaudited condensed consolidated financial statements reflect all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of the Company's financial position, results of operations and cash flows for the periods presented. These financial statements should be read in conjunction with the Company's consolidated financial statements and notes thereto filed with the SEC in the Company's Annual Report on Form 10-K for the year ended December 31, 2016. Operating results for the three and six months ended June 30, 2017, respectively, may not be indicative of the results for the full fiscal year ending December 31, 2017. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
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 U.S. GAAP 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. Revenue Recognition Service revenues are primarily derived from professional services provided on a time and materials basis. For time and material contracts, service 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, service 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. In conjunction with services provided, the Company occasionally receives referral fees under partner programs. These referral fees are recognized when earned and recorded within service 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. Revenues from sales of third-party software-as-a-service arrangements where the Company is not the primary obligor are recorded on a net basis. On many projects the Company is also reimbursed for out-of-pocket expenses including travel and other project-related expenses. These reimbursements are included as a component of revenues. The Company did not realize any profit on reimbursable expenses. 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 the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Subtopic 985-605, Software – Revenue Recognition, Revenue Recognition – Multiple-Element Arrangements Revenue Recognition 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. 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 fiscal 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. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | 3. Stock-Based Compensation The fair value of restricted stock awards is based on the value of the Company's common stock on the date of the grant. Stock-based compensation is accounted for in accordance with ASC Topic 718, Compensation – Stock Compensation Improvements to Employee Share-Based Payment Accounting Stock Award Plans The Company's Second Amended and Restated Perficient, Inc. 2012 Long Term Incentive Plan (as amended, the "Incentive Plan") allows for the granting of various types of stock awards 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. The Incentive Plan was increased by 2.0 million shares on June 14, 2017 after the Company's stockholders approved the increase at the Company's 2017 annual meeting of stockholders. Following the increase, the Company may issue stock awards of up to 7.0 million shares of Common Stock pursuant to the Incentive Plan. As of June 30, 2017, there were 3.3 million shares of Common Stock available for issuance under the Incentive Plan. Stock-based compensation cost recognized for the three and six months ended June 30, 2017 was approximately $3.6 million and $7.3 million, respectively, which included $0.6 million and $1.3 million, respectively, of expense for retirement savings plan contributions. The associated current and future income tax benefits recognized were $1.1 million and $2.3 million for the three and six months ended June 30, 2017, respectively. Stock-based compensation cost recognized for the three and six months ended June 30, 2016 was approximately $3.7 million and $7.4 million, respectively, which included $0.6 and $1.3 million, respectively, of expense for retirement savings plan contributions. The associated current and future income tax benefits recognized were $1.2 million and $2.3 million for the three and six months ended June 30, 2016, respectively. As of June 30, 2017, there was $17.9 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. Restricted stock activity for the six months ended June 30, 2017 was as follows (shares in thousands): Shares Weighted-Average Grant Date Fair Value Restricted stock awards outstanding at December 31, 2016 1,403 $ 17.52 Awards granted 379 18.31 Awards vested (324 ) 19.92 Awards forfeited (94 ) 16.40 Restricted stock awards outstanding at June 30, 2017 1,364 $ 17.26 |
Net Income per Share
Net Income per Share | 6 Months Ended |
Jun. 30, 2017 | |
Net Income per Share [Abstract] | |
Net Income per Share | 4. Net Income per Share The following table presents the calculation of basic and diluted net income per share (in thousands, except per share information): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Net income $ 2,409 $ 5,815 $ 5,119 $ 11,221 Basic: Weighted-average shares of common stock outstanding 32,942 33,994 33,161 33,953 Shares used in computing basic net income per share 32,942 33,994 33,161 33,953 Effect of dilutive securities: Restricted stock subject to vesting 262 373 393 416 Contingently issuable shares (1) - - - 4 Shares issuable for acquisition consideration (2) 543 476 526 518 Shares used in computing diluted net income per share 33,747 34,843 34,080 34,891 Basic net income per share $ 0.07 $ 0.17 $ 0.15 $ 0.33 Diluted net income per share $ 0.07 $ 0.17 $ 0.15 $ 0.32 Anti-dilutive options and restricted stock not included in the calculation of diluted net income per share 228 - 175 1 (1) For the six months ended June 30, 2016, this represents the shares issued to Zeon Solutions Incorporated and certain related entities (collectively, "Zeon") pursuant to the Asset Purchase Agreement. (2) For the three and six months ended June 30, 2017, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with BioPharm Systems, Inc. ("BioPharm"); (ii) the Asset Purchase Agreement with Zeon; (iii) the Asset Purchase Agreement with The Pup Group, Inc. d/b/a Enlighten ("Enlighten"); (iv) the Asset Purchase Agreement with RAS & Associates, LLC ("RAS"); and (v) the Asset Purchase Agreement with Clarity Consulting, Inc. and Truth Labs, LLC. (together, "Clarity"), as part of the consideration. For the three and six months ended June 30, 2016, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with BioPharm; (ii) the Asset Purchase Agreement with Zeon; (iii) the Stock Purchase Agreement for Market Street Solutions, Inc. ("Market Street"); and (iv) the Asset Purchase Agreement with Enlighten, as part of the consideration. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 5. Commitments and Contingencies From time to time the Company is involved in legal proceedings, claims and litigation related to employee claims, contractual disputes and taxes in the ordinary course of business. Although the Company cannot predict the outcome of such matters, currently the Company has no reason to believe the disposition of any current matter could reasonably be expected to have a material adverse impact on the Company's financial position, results of operations or the ability to carry on any of its business activities. In June 2016, the Company entered into an agreement to purchase software licenses for internal use payable over a two-year period. As a result, the Company has recorded $0.8 million in "Other current liabilities" in the Condensed Consolidated Balance Sheet as of June 30, 2017 (unaudited). 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 June 30, 2017 were as follows Operating Leases 2017 remaining $ 3,282 2018 6,131 2019 5,733 2020 5,436 2021 3,817 Thereafter 4,013 Total minimum lease payments $ 28,412 Rent expense for the three and six months ended June 30, 2017 was $2.0 million and $3.9 million, respectively. Rent expense for the three and six months ended June 30, 2016 was $1.8 million and $3.7 million, respectively. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2017 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | 6. Balance Sheet Components June 30, 2017 December 31, 2016 (in thousands) Accounts receivable: Accounts receivable $ 65,295 $ 80,461 Unbilled revenues 36,400 24,518 Allowance for doubtful accounts (1,071 ) (1,277 ) Total $ 100,624 $ 103,702 Property and equipment: Computer hardware (useful life of 3 years) $ 13,036 $ 12,191 Furniture and fixtures (useful life of 5 years) 3,507 3,306 Leasehold improvements (useful life of 5 years) 2,221 1,958 Software (useful life of 1 to 7 years) 5,510 9,186 Less: Accumulated depreciation (15,973 ) (17,753 ) Total $ 8,301 $ 8,888 Other current liabilities: Accrued variable compensation $ 10,623 $ 10,979 Deferred revenue 3,762 3,138 Payroll related costs 3,071 2,607 Accrued subcontractor fees 612 1,049 Accrued medical claims expense 1,883 1,859 Professional fees 774 420 Estimated fair value of contingent consideration liability (1) 7,244 3,384 Net working capital settlements - 62 Other current liabilities 4,029 4,139 Total $ 31,998 $ 27,637 Other non-current liabilities: Deferred compensation liability $ 3,973 $ 3,662 Deferred income taxes 13,976 12,853 Other non-current liabilities 1,858 2,543 Total $ 19,807 $ 19,058 (1) As of June 30, 2017, represents the fair value estimate of additional earnings-based contingent consideration that may be realized by Bluetube, LLC ("Bluetube"), RAS and Clarity twelve months after the applicable acquisition. As of December 31, 2016, represents the fair value estimate of additional earnings-based contingent consideration that may be realized by the Market Street selling shareholders, Enlighten and Bluetube twelve months after the applicable acquisition. |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combinations | 7. Business Combinations 2016 Acquisition Acquisition of Bluetube On October 12, 2016, the Company acquired substantially all of the assets of Bluetube pursuant to the terms of an Asset Purchase Agreement. Bluetube was a digital marketing agency specializing in the development, implementation, integration and support of custom website and enterprise mobile solutions. The acquisition of Bluetube enhanced and expanded the Company's digital strategy, creative services, mobile and marketing expertise. The Company's total allocable purchase price consideration was $9.1 million. The purchase price was comprised of $7.2 million in cash paid increased by $1.9 million representing the initial fair value estimate of additional revenue and earnings-based contingent consideration, which may be realized by Bluetube twelve months after the closing date of the acquisition with a maximum cash payout of $2.7 million. As of June 30, 2017, the Company anticipates Bluetube will achieve its maximum contingent consideration payout. As a result, the Company recorded a pre-tax adjustment of $0.7 million in "Adjustment to fair value of contingent consideration" on the Unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017. The Company incurred approximately $0.5 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 $ 0.9 Acquired intangible assets 3.1 Liabilities assumed (0.6 ) Goodwill 5.7 Total purchase price $ 9.1 The amount of goodwill expected to be deductible for tax purposes, excluding contingent consideration, is $4.0 million. The following table presents details of the intangible assets acquired during the year ended December 31, 2016 (dollars in millions): Weighted Average Useful Life Estimated Useful Life Aggregate Acquisitions Customer relationships 5 years 5 years $ 2.5 Customer backlog 6 months 6 months 0.4 Non-compete agreements 5 years 5 years 0.2 Trade name 1 year 1 year - Total acquired intangible assets $ 3.1 2017 Acquisition Acquisition of RAS On January 3, 2017, the Company acquired substantially all of the assets of RAS through a wholly-owned subsidiary of the Company, pursuant to the terms of an Asset Purchase Agreement. The acquisition of RAS expands the Company's expertise in management consulting offerings with additional strategy, operations and business process optimization. The Company's total allocable purchase price consideration was $10.4 million. The purchase price was comprised of $7.1 million in cash paid and $2.1 million in Company common stock issued at closing reduced by $0.6 million for a net working capital settlement due from the seller. The purchase price also included $1.8 million representing the initial fair value estimate of additional revenue and earnings-based contingent consideration, which may be realized by the seller twelve months after the closing date of the acquisition with a maximum cash payout of $3.8 million. As of June 30, 2017, the Company's best estimate of the fair value of the contingent consideration was $0.5 million. As a result, the Company recorded a pre-tax adjustment of $1.3 million, which was recorded in "Adjustment to fair value of contingent consideration" on the Unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017. The Company incurred approximately $0.5 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 $ 0.9 Acquired intangible assets 5.1 Liabilities assumed (1.0 ) Goodwill 5.4 Total purchase price $ 10.4 The amount of goodwill expected to be deductible for tax purposes, excluding contingent consideration, is $3.7 million. Acquisition of Clarity On June 22, 2017, the Company acquired substantially all of the assets of Clarity, pursuant to the terms of an Asset Purchase Agreement. The acquisition of Clarity builds the Company's Microsoft offerings and qualifications and increases the Company's presence in the North Central region and, specifically, the Chicago market. The Company has initially estimated the total allocable purchase price consideration to be $41.5 million. The purchase price was comprised of $30.7 million in cash paid and $7.3 million in Company common stock issued at closing reduced by $0.6 million for an estimated net working settlement due from the seller. The purchase price also included $4.1 million representing the initial fair value estimate of additional revenue and earnings-based contingent consideration, which may be realized by the seller twelve months after the closing date of the acquisition with a maximum cash payout of $9.2 million. The Company incurred approximately $0.9 million in transaction costs, which were expensed when incurred. As part of the consideration paid for the acquisition of Clarity, the Company issued common stock to owners of Clarity who are continuing with the Company with restrictions that limit the ability to sell the common stock and that lapse over a certain period, or over an accelerated period upon meeting specified employment milestones. As such, $0.9 million of the common stock value was attributed to future compensation and recorded as an asset within "Other current assets" and "Other non-current assets" in the Condensed Consolidated Balance Sheet as of June 30, 2017 (unaudited), to be amortized over the requisite service period. 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 $ 6.3 Acquired intangible assets 15.4 Liabilities assumed (3.8 ) Goodwill 23.6 Total purchase price $ 41.5 The amount of goodwill expected to be deductible for tax purposes, excluding contingent consideration, is $21.3 million. The above purchase accounting estimates are pending finalization of the intangible assets and contingent consideration valuation and a net working capital settlement that is subject to final adjustment as the Company obtains additional information during the measurement period. The following table presents details of the intangible assets acquired during the six months ended June 30, 2017 (dollars in millions): Weighted Average Useful Life Estimated Useful Life Aggregate Acquisitions Customer relationships 6 years 6 years $ 17.3 Customer backlog 1 year 3 months - 1 year 1.8 Non-compete agreements 5 years 2 - 5 years 0.7 Trade name 1 year 1 year 0.1 Internally developed software 4 years 4 years 0.6 Total acquired intangible assets $ 20.5 The results of the 2016 and 2017 acquisitions' operations have been included in the Company's interim unaudited condensed consolidated financial statements since the respective acquisition date. The aggregate amounts of revenue and net income of the RAS and Clarity acquisitions in the Unaudited Condensed Consolidated Statements of Operations from the acquisition date to June 30, 2017 are as follows (in thousands): Acquisition Date to June 30, 2017 Revenues $ 5,550 Net income $ 226 Pro-forma Results of Operations The following presents the unaudited pro-forma combined results of operations of the Company with the 2017 acquisitions for the six months ended June 30, 2017 and the 2016 and 2017 acquisitions for the six months ended June 30, 2016, after giving effect to certain pro-forma adjustments and assuming the 2017 acquisitions were acquired as of the beginning of 2016 and assuming the 2016 acquisition was acquired as of the beginning of 2015. These unaudited pro-forma results are presented in compliance with the adoption of ASU No. 2010-29, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations are not necessarily indicative of the actual consolidated results of operations had the acquisitions actually occurred on January 1, 2016 or January 1, 2015 or of future results of operations of the consolidated entities (in thousands except per share data): Six Months Ended June 30, 2017 2016 Revenues $ 243,220 $ 267,658 Net income $ 7,688 $ 11,436 Basic net income per share $ 0.23 $ 0.33 Diluted net income per share $ 0.22 $ 0.32 Shares used in computing basic net income per share 33,691 34,201 Shares used in computing diluted net income per share 34,596 35,576 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | 8. 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 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 Unaudited Condensed 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. Goodwill The changes in the carrying amount of goodwill for the six months ended June 30, 2017 are as follows (in thousands): Balance at December 31, 2016 $ 275,205 Preliminary purchase price allocations for acquisitions 29,030 Effect of foreign currency translation adjustments 221 Balance at June 30, 2017 $ 304,456 Intangible Assets with Definite Lives The following table presents a summary of the Company's intangible assets that are subject to amortization (in thousands): June 30, 2017 December 31, 2016 Gross Carrying Amounts Accumulated Amortization Net Carrying Amounts Gross Carrying Amounts Accumulated Amortization Net Carrying Amounts Customer relationships $ 75,857 $ (26,603 ) $ 49,254 $ 67,648 $ (30,458 ) $ 37,190 Non-compete agreements 1,586 (546 ) 1,040 1,018 (557 ) 461 Customer backlog 1,640 (41 ) 1,599 390 (195 ) 195 Trade name 170 (40 ) 130 30 (7 ) 23 Internally developed software 11,283 (4,265 ) 7,018 11,342 (4,096 ) 7,246 Total $ 90,536 $ (31,495 ) $ 59,041 $ 80,428 $ (35,313 ) $ 45,115 The estimated useful lives of identifiable intangible assets are as follows: Customer relationships 5 – 10 years Non-compete agreements 2 – 5 years Internally developed software 1 – 7 years Trade name 1 year Customer backlog 6 months – 1 year Estimated annual amortization expense for the next five years ended December 31 and thereafter is as follows 2017 remaining $ 7,985 2018 $ 14,209 2019 $ 12,346 2020 $ 9,262 2021 $ 7,201 Thereafter $ 8,038 |
Line of Credit
Line of Credit | 6 Months Ended |
Jun. 30, 2017 | |
Line of Credit [Abstract] | |
Line of Credit | 9. Line of Credit On June 9, 2017, we entered into a he Credit Agreement provides for revolving credit borrowings up to a maximum principal amount of $125.0 million, subject to a commitment increase of $75.0 million. The Credit Agreement also allows for the issuance of letters of credit in the aggregate amount of up to $10.0 million at any one time; outstanding letters of credit reduce the credit available for revolving credit borrowings. As of June 30, 2017, the Company had no outstanding letters of credit. Substantially all of the Company's assets are pledged to secure the credit facility. Borrowings under the Credit Agreement bear interest at the Company's option of the prime rate (4.25% on June 30, 2017) plus a margin ranging from 0.00% to 0.50% or one-month LIBOR (1.22% on June 30, 2017) plus a margin ranging from to 1.75%. The Company incurs an annual commitment fee of 0.15% to 0.20% on the unused portion of the line of credit. The additional margin amount and annual commitment fee are dependent on the level of outstanding borrowings. As of June 30, 2017, the Company had $57.0 million of unused borrowing capacity. 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 to interest expense for the previous four consecutive fiscal quarters of not less than 3.00 to 1.00 and a ratio of indebtedness to EBITDA plus stock compensation ("Leverage Ratio") of not more than 3.00 to 1.00. Additionally, the Credit Agreement currently restricts the payment of dividends that would result in a pro forma Leverage Ratio of more than 2.00 to 1.00. At June 30, 2017, the Company was in compliance with all covenants under the Credit Agreement. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 10. 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 of limitations has passed on returns for the years through 2010. The Company's 2011, 2012 and 2013 U.S. income tax returns are currently under examination by the IRS. The IRS has sought to disallow research credits in the amount of $1.6 million on the Company's 2011 and 2012 U.S. income tax returns. The Company has exhausted all administrative appeals and formal mediation and is now preparing for litigation with the IRS to resolve this dispute. The Company has filed suit and is awaiting a court date to be set by the U.S. Tax Court. The Company believes the research credits taken are appropriate and intends to vigorously defend its position. The amount of adjustment, if any, and the timing of such adjustment are not reasonably possible to estimate at this time. As of June 30, 2017, the Company's net non-current deferred tax liability was $14.0 million. Deferred tax liabilities primarily relate to goodwill, intangibles, fixed asset depreciation, and prepaid expenses. Net non-current deferred tax liabilities are recorded in "Other non-current liabilities" on the Condensed Consolidated Balance Sheet as of June 30, 2017 (unaudited) and December 31, 2016. Under the provisions of the ASC Subtopic 740-10-25, Income Taxes - Recognition The Company's effective tax rate was 68.4% and 57.9% for the three and six months ended June 30, 2017, respectively, compared to 34.4% and 32.9% for the three and six months ended June 30, 2016, respectively. The increase in the effective rate is primarily due to the Company's determination that the foreign earnings of the Company's Chinese subsidiary were no longer permanently reinvested. In general, it is the Company's practice and intention to reinvest the earnings of the Company's foreign subsidiaries in those operations. However, during the three months ended June 30, 2017, the Company determined that as a result of changes in the business and macroeconomic environment, the foreign earnings of the Company's Chinese subsidiary were no longer permanently reinvested, and the Company repatriated $4.8 million in June 2017 and an additional $4.8 million in July 2017. A provision for the expected current and deferred taxes on repatriation of these earnings was recorded in the amount of $2.5 million during the three and six months ended June 30, 2017. Management intends to continue to permanently reinvest all other remaining current and prior earnings in its other foreign subsidiaries. Excluding China, foreign unremitted earnings of entities not included in the United States tax return have been included in the consolidated financial statements without giving effect to the United States taxes that may be payable on distribution to the United States because it is not anticipated such earnings will be remitted to the United States. Under current applicable tax laws, if the Company elects to remit some or all of the funds it has designated as indefinitely reinvested outside the United States, the amount remitted would be subject to United States income taxes and applicable non-U.S. income and withholding taxes. Such earnings would also become taxable upon the sale or liquidation of these subsidiaries or upon remittance of dividends. As of June 30, 2017, the aggregate unremitted earnings of the Company's foreign subsidiaries for which a deferred income tax liability has not been recorded was approximately $0.6 million, and the unrecognized deferred tax liability on unremitted earnings was approximately $0.1 million. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2017 | |
Financial Instruments [Abstract] | |
Financial Instruments | 11. Financial Instruments In the normal course of business, the Company uses derivative financial instruments to manage foreign currency exchange rate risk. Currency exposure is monitored and managed by the Company as part of its risk management program which seeks to reduce the potentially adverse effects that market volatility could have on operating results. The Company's derivative financial instruments consist of non-deliverable foreign currency forward contracts. Derivative financial instruments are neither held nor issued by the Company for trading purposes. Derivatives Not Designated as Hedging Instruments Both the gain or loss on the derivatives not designated as hedging instruments and the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in current earnings. Realized gains or losses and changes in the estimated fair value of foreign currency forward contracts that have not been designated as hedges were a net gain of $0.1 million for each of the three and six months ended June 30, 2017. A net loss of $0.1 million and $0.2 million was recognized during the three and six months ended June 30, 2016, respectively. Gains and losses on these contracts are recorded in net other expense (income) and net interest expense in the Unaudited Condensed Consolidated Statements of Operations and are offset by losses and gains on the related hedged items. The notional amounts of the Company's derivative instruments outstanding were as follows (in thousands): June 30, 2017 December 31, 2016 Derivatives not designated as hedges Foreign exchange contracts $ 3,914 $ 4,541 Total derivatives not designated as hedges $ 3,914 $ 4,541 |
Recent Accounting Pronoucements
Recent Accounting Pronoucements | 6 Months Ended |
Jun. 30, 2017 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 12. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Principal versus Agent Considerations Identifying Performance Obligations and Licensing Narrow-Scope Improvements and Practical Expedients Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases Leases, Leases Commitments and Contingencies In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Summary of Significant Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP 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. |
Revenue Recognition | Revenue Recognition Service revenues are primarily derived from professional services provided on a time and materials basis. For time and material contracts, service 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, service 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. In conjunction with services provided, the Company occasionally receives referral fees under partner programs. These referral fees are recognized when earned and recorded within service 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. Revenues from sales of third-party software-as-a-service arrangements where the Company is not the primary obligor are recorded on a net basis. On many projects the Company is also reimbursed for out-of-pocket expenses including travel and other project-related expenses. These reimbursements are included as a component of revenues. The Company did not realize any profit on reimbursable expenses. 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 the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Subtopic 985-605, Software – Revenue Recognition, Revenue Recognition – Multiple-Element Arrangements Revenue Recognition 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. 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 fiscal 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. |
Stock-Based Compensation (Polic
Stock-Based Compensation (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | The fair value of restricted stock awards is based on the value of the Company's common stock on the date of the grant. Stock-based compensation is accounted for in accordance with ASC Topic 718, Compensation – Stock Compensation Improvements to Employee Share-Based Payment Accounting |
Commitments and Contingencies (
Commitments and Contingencies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies [Abstract] | |
Legal Claims | From time to time the Company is involved in legal proceedings, claims and litigation related to employee claims, contractual disputes and taxes in the ordinary course of business. Although the Company cannot predict the outcome of such matters, currently the Company has no reason to believe the disposition of any current matter could reasonably be expected to have a material adverse impact on the Company's financial position, results of operations or the ability to carry on any of its business activities. |
Operating Leases | 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. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets [Abstract] | |
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 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 Unaudited Condensed 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. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Stock-Based Compensation [Abstract] | |
Restricted Stock Activity | Restricted stock activity for the six months ended June 30, 2017 was as follows (shares in thousands): Shares Weighted-Average Grant Date Fair Value Restricted stock awards outstanding at December 31, 2016 1,403 $ 17.52 Awards granted 379 18.31 Awards vested (324 ) 19.92 Awards forfeited (94 ) 16.40 Restricted stock awards outstanding at June 30, 2017 1,364 $ 17.26 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Net Income per Share [Abstract] | |
Basic and Diluted Net Income per Share | The following table presents the calculation of basic and diluted net income per share (in thousands, except per share information): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Net income $ 2,409 $ 5,815 $ 5,119 $ 11,221 Basic: Weighted-average shares of common stock outstanding 32,942 33,994 33,161 33,953 Shares used in computing basic net income per share 32,942 33,994 33,161 33,953 Effect of dilutive securities: Restricted stock subject to vesting 262 373 393 416 Contingently issuable shares (1) - - - 4 Shares issuable for acquisition consideration (2) 543 476 526 518 Shares used in computing diluted net income per share 33,747 34,843 34,080 34,891 Basic net income per share $ 0.07 $ 0.17 $ 0.15 $ 0.33 Diluted net income per share $ 0.07 $ 0.17 $ 0.15 $ 0.32 Anti-dilutive options and restricted stock not included in the calculation of diluted net income per share 228 - 175 1 (1) For the six months ended June 30, 2016, this represents the shares issued to Zeon Solutions Incorporated and certain related entities (collectively, "Zeon") pursuant to the Asset Purchase Agreement. (2) For the three and six months ended June 30, 2017, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with BioPharm Systems, Inc. ("BioPharm"); (ii) the Asset Purchase Agreement with Zeon; (iii) the Asset Purchase Agreement with The Pup Group, Inc. d/b/a Enlighten ("Enlighten"); (iv) the Asset Purchase Agreement with RAS & Associates, LLC ("RAS"); and (v) the Asset Purchase Agreement with Clarity Consulting, Inc. and Truth Labs, LLC. (together, "Clarity"), as part of the consideration. For the three and six months ended June 30, 2016, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with BioPharm; (ii) the Asset Purchase Agreement with Zeon; (iii) the Stock Purchase Agreement for Market Street Solutions, Inc. ("Market Street"); and (iv) the Asset Purchase Agreement with Enlighten, as part of the consideration. |
Commitments and Contingencies26
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies [Abstract] | |
Future Minimum Commitments Under Operating Lease Agreements | 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 June 30, 2017 were as follows Operating Leases 2017 remaining $ 3,282 2018 6,131 2019 5,733 2020 5,436 2021 3,817 Thereafter 4,013 Total minimum lease payments $ 28,412 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Balance Sheet Components [Abstract] | |
Accounts Receivable | June 30, 2017 December 31, 2016 (in thousands) Accounts receivable: Accounts receivable $ 65,295 $ 80,461 Unbilled revenues 36,400 24,518 Allowance for doubtful accounts (1,071 ) (1,277 ) Total $ 100,624 $ 103,702 |
Property and Equipment | Property and equipment: Computer hardware (useful life of 3 years) $ 13,036 $ 12,191 Furniture and fixtures (useful life of 5 years) 3,507 3,306 Leasehold improvements (useful life of 5 years) 2,221 1,958 Software (useful life of 1 to 7 years) 5,510 9,186 Less: Accumulated depreciation (15,973 ) (17,753 ) Total $ 8,301 $ 8,888 |
Other Current Liabilities | Other current liabilities: Accrued variable compensation $ 10,623 $ 10,979 Deferred revenue 3,762 3,138 Payroll related costs 3,071 2,607 Accrued subcontractor fees 612 1,049 Accrued medical claims expense 1,883 1,859 Professional fees 774 420 Estimated fair value of contingent consideration liability (1) 7,244 3,384 Net working capital settlements - 62 Other current liabilities 4,029 4,139 Total $ 31,998 $ 27,637 |
Other Non-Current Liabilities | Other non-current liabilities: Deferred compensation liability $ 3,973 $ 3,662 Deferred income taxes 13,976 12,853 Other non-current liabilities 1,858 2,543 Total $ 19,807 $ 19,058 (1) As of June 30, 2017, represents the fair value estimate of additional earnings-based contingent consideration that may be realized by Bluetube, LLC ("Bluetube"), RAS and Clarity twelve months after the applicable acquisition. As of December 31, 2016, represents the fair value estimate of additional earnings-based contingent consideration that may be realized by the Market Street selling shareholders, Enlighten and Bluetube twelve months after the applicable acquisition. |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Intangible Assets Acquired | The following table presents details of the intangible assets acquired during the year ended December 31, 2016 (dollars in millions): Weighted Average Useful Life Estimated Useful Life Aggregate Acquisitions Customer relationships 5 years 5 years $ 2.5 Customer backlog 6 months 6 months 0.4 Non-compete agreements 5 years 5 years 0.2 Trade name 1 year 1 year - Total acquired intangible assets $ 3.1 The following table presents details of the intangible assets acquired during the six months ended June 30, 2017 (dollars in millions): Weighted Average Useful Life Estimated Useful Life Aggregate Acquisitions Customer relationships 6 years 6 years $ 17.3 Customer backlog 1 year 3 months - 1 year 1.8 Non-compete agreements 5 years 2 - 5 years 0.7 Trade name 1 year 1 year 0.1 Internally developed software 4 years 4 years 0.6 Total acquired intangible assets $ 20.5 |
Acquisitions Included in Results of Operations | The aggregate amounts of revenue and net income of the RAS and Clarity acquisitions in the Unaudited Condensed Consolidated Statements of Operations from the acquisition date to June 30, 2017 are as follows (in thousands): Acquisition Date to June 30, 2017 Revenues $ 5,550 Net income $ 226 |
Pro-Forma Results of Operations | These unaudited pro-forma results are presented in compliance with the adoption of ASU No. 2010-29, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations are not necessarily indicative of the actual consolidated results of operations had the acquisitions actually occurred on January 1, 2016 or January 1, 2015 or of future results of operations of the consolidated entities (in thousands except per share data): Six Months Ended June 30, 2017 2016 Revenues $ 243,220 $ 267,658 Net income $ 7,688 $ 11,436 Basic net income per share $ 0.23 $ 0.33 Diluted net income per share $ 0.22 $ 0.32 Shares used in computing basic net income per share 33,691 34,201 Shares used in computing diluted net income per share 34,596 35,576 |
BlueTube [Member] | |
Business Combinations [Abstract] | |
Allocation of 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 $ 0.9 Acquired intangible assets 3.1 Liabilities assumed (0.6 ) Goodwill 5.7 Total purchase price $ 9.1 |
RAS [Member] | |
Business Combinations [Abstract] | |
Allocation of 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 $ 0.9 Acquired intangible assets 5.1 Liabilities assumed (1.0 ) Goodwill 5.4 Total purchase price $ 10.4 |
Clarity Consultants [Member] | |
Business Combinations [Abstract] | |
Allocation of Total Purchase Price Consideration | 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 $ 6.3 Acquired intangible assets 15.4 Liabilities assumed (3.8 ) Goodwill 23.6 Total purchase price $ 41.5 |
Goodwill and Intangible Asset29
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill | The changes in the carrying amount of goodwill for the six months ended June 30, 2017 are as follows (in thousands): Balance at December 31, 2016 $ 275,205 Preliminary purchase price allocations for acquisitions 29,030 Effect of foreign currency translation adjustments 221 Balance at June 30, 2017 $ 304,456 |
Intangible Assets | The following table presents a summary of the Company's intangible assets that are subject to amortization (in thousands): June 30, 2017 December 31, 2016 Gross Carrying Amounts Accumulated Amortization Net Carrying Amounts Gross Carrying Amounts Accumulated Amortization Net Carrying Amounts Customer relationships $ 75,857 $ (26,603 ) $ 49,254 $ 67,648 $ (30,458 ) $ 37,190 Non-compete agreements 1,586 (546 ) 1,040 1,018 (557 ) 461 Customer backlog 1,640 (41 ) 1,599 390 (195 ) 195 Trade name 170 (40 ) 130 30 (7 ) 23 Internally developed software 11,283 (4,265 ) 7,018 11,342 (4,096 ) 7,246 Total $ 90,536 $ (31,495 ) $ 59,041 $ 80,428 $ (35,313 ) $ 45,115 |
Estimated Useful Lives of Intangible Assets | The estimated useful lives of identifiable intangible assets are as follows: Customer relationships 5 – 10 years Non-compete agreements 2 – 5 years Internally developed software 1 – 7 years Trade name 1 year Customer backlog 6 months – 1 year |
Estimated Annual Amortization Expense | Estimated annual amortization expense for the next five years ended December 31 and thereafter is as follows 2017 remaining $ 7,985 2018 $ 14,209 2019 $ 12,346 2020 $ 9,262 2021 $ 7,201 Thereafter $ 8,038 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Financial Instruments [Abstract] | |
Notional Amounts of Derivative Instruments Outstanding | The notional amounts of the Company's derivative instruments outstanding were as follows (in thousands): June 30, 2017 December 31, 2016 Derivatives not designated as hedges Foreign exchange contracts $ 3,914 $ 4,541 Total derivatives not designated as hedges $ 3,914 $ 4,541 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Details) | 6 Months Ended |
Jun. 30, 2017 | |
Minimum [Member] | |
Revenue Recognition [Abstract] | |
Period of cancellation notice | 10 days |
Maximum [Member] | |
Revenue Recognition [Abstract] | |
Period of cancellation notice | 30 days |
Stock-Based Compensation, Stock
Stock-Based Compensation, Stock Award Plans (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Stock-Based Compensation [Abstract] | ||||
Stock-based compensation expense | $ 3.6 | $ 3.7 | $ 7.3 | $ 7.4 |
Stock-based compensation expense for retirement savings plan contributions | 0.6 | 0.6 | 1.3 | 1.3 |
Associated current and future income tax benefits recognized | 1.1 | $ 1.2 | 2.3 | $ 2.3 |
Total unrecognized compensation cost related to non-vested share-based awards | $ 17.9 | $ 17.9 | ||
Unrecognized compensation cost, weighted-average period for recognition | 2 years | |||
Requisite service period | 3 years | |||
2012 Long Term Incentive Plan [Member] | ||||
Stock-Based Compensation [Abstract] | ||||
Additional shares authorized under plan (in shares) | 2 | |||
Maximum number of shares authorized under plan (in shares) | 7 | 7 | ||
Number of shares available for issuance (in shares) | 3.3 | 3.3 |
Stock-Based Compensation, Restr
Stock-Based Compensation, Restricted Stock Activity (Details) - 2012 Long Term Incentive Plan [Member] - Restricted Stock [Member] shares in Thousands | 6 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Shares [Roll Forward] | |
Awards outstanding at beginning of period (in shares) | shares | 1,403 |
Awards granted (in shares) | shares | 379 |
Awards vested (in shares) | shares | (324) |
Awards forfeited (in shares) | shares | (94) |
Awards outstanding at end of period | shares | 1,364 |
Weighted-Average Grant Date Fair Value [Abstract] | |
Awards outstanding at beginning of period (in dollars per share) | $ / shares | $ 17.52 |
Awards granted (in dollars per share) | $ / shares | 18.31 |
Awards vested (in dollars per share) | $ / shares | 19.92 |
Awards forfeited (in dollars per share) | $ / shares | 16.40 |
Awards outstanding at end of period (in dollars per share) | $ / shares | $ 17.26 |
Net Income per Share (Details)
Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |||
Net Income per Share [Abstract] | ||||||
Net income | $ 2,409 | $ 5,815 | $ 5,119 | $ 11,221 | ||
Basic [Abstract] | ||||||
Weighted-average shares of common stock outstanding | 32,942 | 33,994 | 33,161 | 33,953 | ||
Shares used in computing basic net income per share (in shares) | 32,942 | 33,994 | 33,161 | 33,953 | ||
Effect of dilutive securities: | ||||||
Restricted stock subject to vesting (in shares) | 262 | 373 | 393 | 416 | ||
Contingently issuable shares (in shares) | 0 | 0 | 0 | 4 | [1] | |
Shares issuable for acquisition consideration (in shares) | [2] | 543 | 476 | 526 | 518 | |
Shares used in computing diluted net income per share (in shares) | 33,747 | 34,843 | 34,080 | 34,891 | ||
Basic net income per share (in dollars per share) | $ 0.07 | $ 0.17 | $ 0.15 | $ 0.33 | ||
Diluted net income per share (in dollars per share) | $ 0.07 | $ 0.17 | $ 0.15 | $ 0.32 | ||
Anti-dilutive options and restricted stock not included in the calculation of diluted net income per share (in shares) | 228 | 0 | 175 | 1 | ||
[1] | For the six months ended June 30, 2016, this represents the shares issued to Zeon Solutions Incorporated and certain related entities (collectively, "Zeon") pursuant to the Asset Purchase Agreement. | |||||
[2] | For the three and six months ended June 30, 2017, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with BioPharm Systems, Inc. ("BioPharm"); (ii) the Asset Purchase Agreement with Zeon; (iii) the Asset Purchase Agreement with The Pup Group, Inc. d/b/a Enlighten ("Enlighten"); (iv) the Asset Purchase Agreement with RAS & Associates, LLC ("RAS"); and (v) the Asset Purchase Agreement with Clarity Consulting, Inc. and Truth Labs, LLC. (together, "Clarity"), as part of the consideration. For the three and six months ended June 30, 2016, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with BioPharm; (ii) the Asset Purchase Agreement with Zeon; (iii) the Stock Purchase Agreement for Market Street Solutions, Inc. ("Market Street"); and (iv) the Asset Purchase Agreement with Enlighten, as part of the consideration. |
Commitments and Contingencies35
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Commitments [Abstract] | ||||||
Other current liabilities | $ 31,998 | $ 31,998 | $ 27,637 | |||
Other non-current liabilities | 19,807 | 19,807 | $ 19,058 | |||
Future Minimum Commitments Under Operating Lease Agreements [Abstract] | ||||||
2017 remaining | 3,282 | 3,282 | ||||
2,018 | 6,131 | 6,131 | ||||
2,019 | 5,733 | 5,733 | ||||
2,020 | 5,436 | 5,436 | ||||
2,021 | 3,817 | 3,817 | ||||
Thereafter | 4,013 | 4,013 | ||||
Total minimum lease payments | 28,412 | 28,412 | ||||
Rent expense | 2,000 | $ 1,800 | 3,900 | $ 3,700 | ||
Software Licenses [Member] | ||||||
Commitments [Abstract] | ||||||
Period to purchase software licenses | 2 years | |||||
Other current liabilities | $ 800 | $ 800 |
Balance Sheet Components, Accou
Balance Sheet Components, Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Balance Sheet Components [Abstract] | ||
Accounts receivable | $ 65,295 | $ 80,461 |
Unbilled revenues | 36,400 | 24,518 |
Allowance for doubtful accounts | (1,071) | (1,277) |
Total | $ 100,624 | $ 103,702 |
Balance Sheet Components, Prope
Balance Sheet Components, Property and Equipment) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Property and Equipment [Abstract] | ||
Less: Accumulated depreciation | $ (15,973) | $ (17,753) |
Total | 8,301 | 8,888 |
Computer Hardware [Member] | ||
Property and Equipment [Abstract] | ||
Property and equipment | $ 13,036 | 12,191 |
Useful life | 3 years | |
Furniture And Fixtures [Member] | ||
Property and Equipment [Abstract] | ||
Property and equipment | $ 3,507 | 3,306 |
Useful life | 5 years | |
Leasehold Improvements [Member] | ||
Property and Equipment [Abstract] | ||
Property and equipment | $ 2,221 | 1,958 |
Useful life | 5 years | |
Software [Member] | ||
Property and Equipment [Abstract] | ||
Property and equipment | $ 5,510 | $ 9,186 |
Minimum [Member] | Software [Member] | ||
Property and Equipment [Abstract] | ||
Useful life | 1 year | |
Maximum [Member] | Software [Member] | ||
Property and Equipment [Abstract] | ||
Useful life | 7 years |
Balance Sheet Components, Other
Balance Sheet Components, Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Balance Sheet Components [Abstract] | |||
Accrued variable compensation | $ 10,623 | $ 10,979 | |
Deferred revenues | 3,762 | 3,138 | |
Payroll related costs | 3,071 | 2,607 | |
Accrued subcontractor fees | 612 | 1,049 | |
Accrued medical claims expense | 1,883 | 1,859 | |
Professional Fees | 774 | 420 | |
Estimated fair value of contingent consideration liability | [1] | 7,244 | 3,384 |
Net working capital settlements | 0 | 62 | |
Other current liabilities | 4,029 | 4,139 | |
Total | $ 31,998 | $ 27,637 | |
[1] | As of June 30, 2017, represents the fair value estimate of additional earnings-based contingent consideration that may be realized by Bluetube, LLC ("Bluetube"), RAS and Clarity twelve months after the applicable acquisition. As of December 31, 2016, represents the fair value estimate of additional earnings-based contingent consideration that may be realized by the Market Street selling shareholders, Enlighten and Bluetube twelve months after the applicable acquisition. |
Balance Sheet Components, Oth39
Balance Sheet Components, Other Non-Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Balance Sheet Components [Abstract] | ||
Deferred compensation liability | $ 3,973 | $ 3,662 |
Deferred income taxes | 13,976 | 12,853 |
Other non-current liabilities | 1,858 | 2,543 |
Total | $ 19,807 | $ 19,058 |
Business Combinations, Bluetube
Business Combinations, Bluetube (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Business Combinations [Abstract] | |||||
Adjustment to fair value of contingent consideration | $ (597) | $ (1,189) | $ (439) | $ (952) | |
Allocation of Total Purchase Price Consideration [Abstract] | |||||
Goodwill | 304,456 | $ 304,456 | $ 275,205 | ||
BlueTube [Member] | |||||
Business Combinations [Abstract] | |||||
Date of acquisition | Oct. 12, 2016 | ||||
Cash paid for acquisition | $ 7,200 | ||||
Initial fair value estimate of additional earnings-based contingent consideration | 1,900 | $ 1,900 | |||
Period to realize additional earnings-based contingent consideration | 12 months | ||||
Maximum payout of earnings-based contingent consideration | 2,700 | $ 2,700 | |||
Adjustment to fair value of contingent consideration | 700 | ||||
Transaction costs | 500 | 500 | |||
Allocation of Total Purchase Price Consideration [Abstract] | |||||
Acquired tangible assets | 900 | 900 | |||
Acquired intangible assets | 3,100 | 3,100 | |||
Liabilities assumed | (600) | (600) | |||
Goodwill | 5,700 | 5,700 | |||
Total purchase price | 9,100 | 9,100 | |||
Tax deductible amount of Goodwill | $ 4,000 | $ 4,000 |
Business Combinations, RAS (Det
Business Combinations, RAS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Business Combinations [Abstract] | |||||
Adjustment to fair value of contingent consideration | $ (597) | $ (1,189) | $ (439) | $ (952) | |
Allocation of Total Purchase Price Consideration [Abstract] | |||||
Goodwill | 304,456 | $ 304,456 | $ 275,205 | ||
RAS [Member] | |||||
Business Combinations [Abstract] | |||||
Date of acquisition | Jan. 3, 2017 | ||||
Cash paid for acquisition | $ 7,100 | ||||
Common stock issued | 2,100 | 2,100 | |||
Net working capital settlement | (600) | (600) | |||
Initial fair value estimate of additional earnings-based contingent consideration | 1,800 | $ 1,800 | |||
Period to realize additional earnings-based contingent consideration | 12 months | ||||
Maximum potential additional earnings-based contingent consideration | 3,800 | $ 3,800 | |||
Current contingent consideration liability | 500 | 500 | |||
Adjustment to fair value of contingent consideration | (1,300) | ||||
Transaction costs | 500 | 500 | |||
Allocation of Total Purchase Price Consideration [Abstract] | |||||
Acquired tangible assets | 900 | 900 | |||
Acquired intangible assets | 5,100 | 5,100 | |||
Liabilities assumed | (1,000) | (1,000) | |||
Goodwill | 5,400 | 5,400 | |||
Total purchase price | 10,400 | 10,400 | |||
Tax deductible amount of Goodwill | $ 3,700 | $ 3,700 |
Business Combinations, Clarity
Business Combinations, Clarity (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Allocation of Total Purchase Price Consideration [Abstract] | ||
Goodwill | $ 304,456 | $ 275,205 |
Clarity Consultants [Member] | ||
Business Combinations [Abstract] | ||
Date of acquisition | Jun. 22, 2017 | |
Cash paid for acquisition | $ 30,700 | |
Common stock issued | 7,300 | |
Net working capital settlement | (600) | |
Initial fair value estimate of additional earnings-based contingent consideration | $ 4,100 | |
Period to realize additional earnings-based contingent consideration | 12 months | |
Maximum potential additional earnings-based contingent consideration | $ 9,200 | |
Transaction costs | 900 | |
Common stock value attributed to future compensation | 900 | |
Allocation of Total Purchase Price Consideration [Abstract] | ||
Acquired tangible assets | 6,300 | |
Acquired intangible assets | 15,400 | |
Liabilities assumed | (3,800) | |
Goodwill | 23,600 | |
Total purchase price | 41,500 | |
Tax deductible amount of Goodwill | $ 21,300 |
Business Combinations, Intangib
Business Combinations, Intangible Assets Acquired (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Intangible Assets Acquired [Abstract] | ||
Aggregate acquisitions | $ 20.5 | $ 3.1 |
Customer Relationships [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Weighted average useful life | 6 years | 5 years |
Useful life | 6 years | 5 years |
Aggregate acquisitions | $ 17.3 | $ 2.5 |
Customer Backlog [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Weighted average useful life | 1 year | 6 months |
Useful life | 6 months | |
Aggregate acquisitions | $ 1.8 | $ 0.4 |
Customer Backlog [Member] | Minimum [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Useful life | 3 months | |
Customer Backlog [Member] | Maximum [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Useful life | 1 year | |
Non-Compete Agreements [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Weighted average useful life | 5 years | 5 years |
Aggregate acquisitions | $ 0.7 | $ 0.2 |
Non-Compete Agreements [Member] | Minimum [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Useful life | 2 years | 5 years |
Non-Compete Agreements [Member] | Maximum [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Useful life | 5 years | |
Trade Name [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Weighted average useful life | 1 year | 1 year |
Useful life | 1 year | 1 year |
Aggregate acquisitions | $ 0.1 | $ 0 |
Internally Developed Software [Member] | ||
Intangible Assets Acquired [Abstract] | ||
Weighted average useful life | 4 years | |
Useful life | 4 years | |
Aggregate acquisitions | $ 0.6 |
Business Combinations, Acquisit
Business Combinations, Acquisitions Included in Results of Operations (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Business Combinations [Abstract] | |
Revenues | $ 5,550 |
Net Income | $ 226 |
Business Combinations, Pro Form
Business Combinations, Pro Forma Results of Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Business Acquisition, Pro Forma Information [Abstract] | ||
Revenues | $ 243,220 | $ 267,658 |
Net income | $ 7,688 | $ 11,436 |
Basic net income per share | $ 0.23 | $ 0.33 |
Diluted net income per share | $ 0.22 | $ 0.32 |
Shares used in computing basic net income per share | 33,691 | 34,201 |
Shares used in computing diluted net income per share | 34,596 | 35,576 |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Goodwill) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill and Intangible Assets [Abstract] | |
Balance at beginning of period | $ 275,205 |
Preliminary purchase price allocations for acquisitions | 29,030 |
Effect of foreign currency translation adjustments | 221 |
Balance at end of period | $ 304,456 |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets, Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Intangible Assets, Net [Abstract] | ||
Gross carrying amounts | $ 90,536 | $ 80,428 |
Accumulated amortization | (31,495) | (35,313) |
Net carrying amounts | 59,041 | 45,115 |
Customer Relationships [Member] | ||
Intangible Assets, Net [Abstract] | ||
Gross carrying amounts | 75,857 | 67,648 |
Accumulated amortization | (26,603) | (30,458) |
Net carrying amounts | 49,254 | 37,190 |
Non-Compete Agreements [Member] | ||
Intangible Assets, Net [Abstract] | ||
Gross carrying amounts | 1,586 | 1,018 |
Accumulated amortization | (546) | (557) |
Net carrying amounts | 1,040 | 461 |
Customer Backlog [Member] | ||
Intangible Assets, Net [Abstract] | ||
Gross carrying amounts | 1,640 | 390 |
Accumulated amortization | (41) | (195) |
Net carrying amounts | 1,599 | 195 |
Trade Name [Member] | ||
Intangible Assets, Net [Abstract] | ||
Gross carrying amounts | 170 | 30 |
Accumulated amortization | (40) | (7) |
Net carrying amounts | 130 | 23 |
Internally Developed Software [Member] | ||
Intangible Assets, Net [Abstract] | ||
Gross carrying amounts | 11,283 | 11,342 |
Accumulated amortization | (4,265) | (4,096) |
Net carrying amounts | $ 7,018 | $ 7,246 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets, Estimated Useful Lives (Details) | 6 Months Ended |
Jun. 30, 2017 | |
Customer Relationships [Member] | Minimum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 5 years |
Customer Relationships [Member] | Maximum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 10 years |
Non-Compete Agreements [Member] | Minimum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 2 years |
Non-Compete Agreements [Member] | Maximum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 5 years |
Internally Developed Software [Member] | Minimum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 1 year |
Internally Developed Software [Member] | Maximum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 7 years |
Trade Name [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 1 year |
Customer Backlog [Member] | Minimum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 6 months |
Customer Backlog [Member] | Maximum [Member] | |
Intangible Assets [Abstract] | |
Estimated useful lives | 1 year |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets, Estimated Amortization Expense (Details) $ in Thousands | Jun. 30, 2017USD ($) |
Estimated Amortization Expense [Abstract] | |
2017 remaining | $ 7,985 |
2,018 | 14,209 |
2,019 | 12,346 |
2,020 | 9,262 |
2,021 | 7,201 |
Thereafter | $ 8,038 |
Line of Credit (Details)
Line of Credit (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | |
Line of Credit [Abstract] | |||
Leverage Ratio | 3 | ||
Write-off of capitalized credit facility fees | $ 246 | $ 0 | |
Net Interest Expense [Member] | |||
Line of Credit [Abstract] | |||
Write-off of capitalized credit facility fees | $ 200 | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | |||
Line of Credit [Abstract] | |||
Margin interest rate percentage | 1.00% | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | |||
Line of Credit [Abstract] | |||
Margin interest rate percentage | 1.75% | ||
Revolving Credit Facility [Member] | Credit Agreement [Member] | |||
Line of Credit [Abstract] | |||
Maximum borrowing capacity | 125,000 | $ 125,000 | |
Additional commitment increase | 75,000 | 75,000 | |
Allowable amount of letters of credit for issuance | 10,000 | ||
Letters of credit outstanding | 0 | $ 0 | |
Maturity date | Jun. 9, 2022 | ||
Available borrowing capacity | $ 57,000 | $ 57,000 | |
Ratio of EBITDA plus stock compensation to interest expense for the previous four consecutive fiscal quarters | 3 | ||
Leverage Ratio needed for payment of dividends | 2 | ||
Revolving Credit Facility [Member] | Credit Agreement [Member] | Minimum [Member] | |||
Line of Credit [Abstract] | |||
Annual commitment fee percentage on unused capacity | 0.15% | ||
Revolving Credit Facility [Member] | Credit Agreement [Member] | Maximum [Member] | |||
Line of Credit [Abstract] | |||
Annual commitment fee percentage on unused capacity | 0.20% | ||
Revolving Credit Facility [Member] | Credit Agreement [Member] | Prime Rate [Member] | |||
Line of Credit [Abstract] | |||
Interest rate at end of period | 4.25% | 4.25% | |
Revolving Credit Facility [Member] | Credit Agreement [Member] | Prime Rate [Member] | Minimum [Member] | |||
Line of Credit [Abstract] | |||
Margin interest rate percentage | 0.00% | ||
Revolving Credit Facility [Member] | Credit Agreement [Member] | Prime Rate [Member] | Maximum [Member] | |||
Line of Credit [Abstract] | |||
Margin interest rate percentage | 0.50% | ||
Revolving Credit Facility [Member] | Credit Agreement [Member] | LIBOR [Member] | |||
Line of Credit [Abstract] | |||
Term of variable rate | 1 month | ||
Interest rate at end of period | 1.22% | 1.22% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jul. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Income Taxes [Abstract] | |||||||
Unrecognized tax benefits | $ 1,400 | $ 1,400 | $ 1,400 | ||||
Effective tax rate | 68.40% | 34.40% | 57.90% | 32.90% | |||
Net non-current deferred tax liability | 13,976 | $ 13,976 | $ 13,976 | $ 12,853 | |||
Foreign earnings repatriated | 4,800 | ||||||
Taxes on foreign earnings repatriated | 2,500 | ||||||
Unremitted earnings of foreign subsidiaries | 600 | 600 | 600 | ||||
Unrecognized deferred tax liability on unremitted earnings of foreign subsidiaries | 100 | 100 | 100 | ||||
Subsequent Event [Member] | |||||||
Income Taxes [Abstract] | |||||||
Foreign earnings repatriated | $ 4,800 | ||||||
Domestic Tax Authority [Member] | IRS [Member] | |||||||
Income Taxes [Abstract] | |||||||
Research credits potentially disallowed on 2011 and 2012 U.S. income tax returns | $ 1,600 | $ 1,600 | $ 1,600 |
Financial Instruments, Gains (L
Financial Instruments, Gains (Losses) on Derivatives, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Gains (Losses) on Derivatives, Net [Abstract] | ||||
Gains (losses) on derivatives, net | $ 0.1 | $ (0.1) | $ 0.1 | $ (0.2) |
Financial Instruments, Notional
Financial Instruments, Notional Amounts (Details) - Not Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Notional Amounts [Abstract] | ||
Notional amount | $ 3,914 | $ 4,541 |
Foreign Exchange Contracts [Member] | ||
Notional Amounts [Abstract] | ||
Notional amount | $ 3,914 | $ 4,541 |