Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 24, 2015 | Jun. 30, 2014 |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | HSTM | ||
Entity Registrant Name | HEALTHSTREAM INC | ||
Entity Central Index Key | 1095565 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 27,683,412 | ||
Entity Public Float | $514.30 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $81,995 | $59,537 |
Marketable securities | 38,973 | 48,659 |
Accounts receivable, net of allowance for doubtful accounts of $331 and $211 at December 31, 2014 and 2013, respectively | 33,167 | 25,314 |
Accounts receivable -unbilled | 1,678 | 1,392 |
Prepaid royalties, net of amortization | 13,030 | 8,857 |
Other prepaid expenses and other current assets | 5,768 | 3,365 |
Total current assets | 174,611 | 147,124 |
Property and equipment: | ||
Equipment | 25,133 | 21,631 |
Leasehold improvements | 5,860 | 5,521 |
Furniture and fixtures | 4,554 | 3,854 |
Property and equipment, gross | 35,547 | 31,006 |
Less accumulated depreciation and amortization | -26,105 | -21,968 |
Total, property and equipment | 9,442 | 9,038 |
Capitalized software development, net of accumulated amortization of $18,114 and $13,910 at December 31, 2014 and 2013, respectively | 12,706 | 11,077 |
Goodwill | 41,914 | 35,746 |
Intangible assets, net of accumulated amortization of $13,834 and $11,389 at December 31, 2014 and 2013, respectively | 14,795 | 8,870 |
Non-marketable equity investments | 1,757 | 497 |
Other assets | 2,037 | 242 |
Total assets | 257,262 | 212,594 |
Current liabilities: | ||
Accounts payable | 4,753 | 2,311 |
Accrued royalties | 9,255 | 8,435 |
Accrued liabilities | 7,224 | 5,684 |
Accrued compensation and related expenses | 2,311 | 1,614 |
Deferred revenue | 53,716 | 38,168 |
Total current liabilities | 77,259 | 56,212 |
Deferred tax liabilities, noncurrent | 5,838 | 6,173 |
Deferred revenue, noncurrent | 3,657 | |
Other long term liabilities | 2,649 | 776 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Common stock, no par value, 75,000 shares authorized; 27,677 and 27,327 shares issued and outstanding at December 31, 2014 and 2013, respectively | 174,926 | 166,888 |
Accumulated deficit | -7,030 | -17,424 |
Accumulated other comprehensive loss | -37 | -31 |
Total shareholders' equity | 167,859 | 149,433 |
Total liabilities and shareholders' equity | $257,262 | $212,594 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts, net | $331 | $211 |
Accumulated amortization on capitalized software development | 18,114 | 13,910 |
Accumulated amortization on intangible assets | $13,834 | $11,389 |
Common stock, no par value | ||
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 27,677,000 | 27,327,000 |
Common stock, shares outstanding | 27,677,000 | 27,327,000 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Revenues, net | $170,690 | $132,274 | $103,732 |
Operating costs and expenses: | |||
Cost of revenues (excluding depreciation and amortization) | 74,145 | 55,605 | 41,658 |
Product development | 16,463 | 11,757 | 8,610 |
Sales and marketing | 29,867 | 24,052 | 19,892 |
Other general and administrative expenses | 22,909 | 18,342 | 13,452 |
Depreciation and amortization | 10,931 | 7,852 | 6,661 |
Total operating costs and expenses | 154,315 | 117,608 | 90,273 |
Income from operations | 16,375 | 14,666 | 13,459 |
Other income, net | 146 | 176 | 118 |
Income before income tax provision | 16,521 | 14,842 | 13,577 |
Income tax provision | 6,127 | 6,424 | 5,932 |
Net income | $10,394 | $8,418 | $7,645 |
Net income per share: | |||
Basic | $0.38 | $0.31 | $0.29 |
Diluted | $0.37 | $0.30 | $0.28 |
Weighted average shares of common stock outstanding: | |||
Basic | 27,570 | 26,853 | 26,128 |
Diluted | 28,023 | 27,663 | 27,507 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income | $10,394 | $8,418 | $7,645 |
Other comprehensive income, net of taxes: | |||
Unrealized gain (loss) on marketable securities | -6 | -49 | 25 |
Total other comprehensive income (loss) | -6 | -49 | 25 |
Comprehensive income | $10,388 | $8,369 | $7,670 |
Consolidated_Statement_of_Shar
Consolidated Statement of Shareholders' Equity (USD $) | Total | Common Stock [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
In Thousands | ||||
Beginning balance at Dec. 31, 2011 | $120,915 | $154,409 | ($33,487) | ($7) |
Beginning balance, shares at Dec. 31, 2011 | 25,896 | |||
Net income | 7,645 | 7,645 | ||
Comprehensive income (loss) | 25 | 25 | ||
Issuance of common stock in acquisition | 1,541 | 1,541 | ||
Issuance of common stock in acquisition, shares | 56 | |||
Stock based compensation | 1,136 | 1,136 | ||
Tax benefits from equity awards | 111 | 111 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes | 823 | 823 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes, shares | 281 | |||
Ending balance at Dec. 31, 2012 | 132,196 | 158,020 | -25,842 | 18 |
Ending balance, shares at Dec. 31, 2012 | 26,233 | |||
Net income | 8,418 | 8,418 | ||
Comprehensive income (loss) | -49 | -49 | ||
Issuance of common stock in acquisition | 534 | 534 | ||
Issuance of common stock in acquisition, shares | 15 | |||
Stock based compensation | 1,458 | 1,458 | ||
Tax benefits from equity awards | 3,722 | 3,722 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes | 3,154 | 3,154 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes, shares | 1,079 | |||
Ending balance at Dec. 31, 2013 | 149,433 | 166,888 | -17,424 | -31 |
Ending balance, shares at Dec. 31, 2013 | 27,327 | 27,327 | ||
Net income | 10,394 | 10,394 | ||
Comprehensive income (loss) | -6 | -6 | ||
Issuance of common stock in acquisition | 2,246 | 2,246 | ||
Issuance of common stock in acquisition, shares | 82 | |||
Stock based compensation | 1,625 | 1,625 | ||
Tax benefits from equity awards | 3,234 | 3,234 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes | 933 | 933 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes, shares | 268 | |||
Ending balance at Dec. 31, 2014 | $167,859 | $174,926 | ($7,030) | ($37) |
Ending balance, shares at Dec. 31, 2014 | 27,677 | 27,677 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING ACTIVITIES: | |||
Net income | $10,394 | $8,418 | $7,645 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 10,931 | 7,852 | 6,661 |
Deferred income taxes | 1,324 | 2,506 | 5,601 |
Stock based compensation expense | 1,625 | 1,458 | 1,136 |
Excess tax benefits from equity awards | -3,234 | -3,722 | -111 |
Provision for doubtful accounts | 237 | 115 | 120 |
Loss on non-marketable equity investments | 65 | 37 | 16 |
Other | 1,394 | 1,660 | 722 |
Changes in assets and liabilities, net of business combinations: | |||
Accounts and unbilled receivables | -6,690 | -10,056 | 1,227 |
Prepaid royalties | -4,174 | -5,119 | -329 |
Other prepaid expenses and other current assets | -2,022 | -1,207 | -537 |
Other assets | -1,761 | 105 | -15 |
Accounts payable | 2,442 | 1,254 | -1,529 |
Accrued royalties | 820 | 3,399 | 1,579 |
Accrued liabilities, accrued compensation and related expenses, and other long-term liabilities | 5,434 | 5,593 | 542 |
Deferred revenue | 17,471 | 14,761 | -198 |
Net cash provided by operating activities | 34,256 | 27,054 | 22,530 |
INVESTING ACTIVITIES: | |||
Business combinations, net of cash acquired | -12,298 | -7,560 | -9,901 |
Proceeds from sales of marketable securities | 5,062 | ||
Proceeds from maturities of marketable securities | 52,625 | 82,661 | 78,075 |
Purchases of marketable securities | -44,341 | -86,139 | -118,176 |
Payments to acquire equity method investments | -325 | -300 | -250 |
Payments to acquire cost method investments | -1,000 | ||
Payments associated with capitalized software development | -5,658 | -4,267 | -4,435 |
Purchases of property and equipment | -4,544 | -4,444 | -4,316 |
Net cash used in investing activities | -15,541 | -14,987 | -59,003 |
FINANCING ACTIVITIES: | |||
Proceeds from exercise of stock options | 1,094 | 3,318 | 823 |
Taxes paid related to net settlement of equity awards | -161 | -164 | |
Excess tax benefits from equity awards | 3,234 | 3,722 | 111 |
Payment of earn-outs related to business combinations | -424 | -771 | |
Net cash provided by financing activities | 3,743 | 6,105 | 934 |
Net increase (decrease) in cash and cash equivalents | 22,458 | 18,172 | -35,539 |
Cash and cash equivalents at beginning of year | 59,537 | 41,365 | 76,904 |
Cash and cash equivalents at end of year | 81,995 | 59,537 | 41,365 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Interest paid | 56 | 51 | 61 |
Income taxes paid | 1,641 | 371 | 427 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||
Issuance of common stock in connection with business combinations | 2,246 | 534 | 1,541 |
Acquisition of content rights in exchange for future services | $500 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Summary of Significant Accounting Policies | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||
Reporting Entity and Segments | |||||||||||||||||
HealthStream, Inc. (the “Company”) was incorporated in 1990 as a Tennessee corporation and is headquartered in Nashville, Tennessee. We operate our business in two segments: HealthStream Workforce Development Solutions and HealthStream Research/Patient Experience Solutions. Our Workforce Development products consist of SaaS-based services and subscription-based solutions to meet the ongoing training, certification, assessment and development needs of the healthcare community. These solutions provide, deliver and track computer based education for our customers in the United States through our software-as-a-service (SaaS) model. HealthStream Research/Patient Experience products offer healthcare organizations a wide range of quality and satisfaction surveys, consulting services, analyses of survey results, and other research-based services. | |||||||||||||||||
Recognition of Revenue | |||||||||||||||||
Revenues are derived from providing services through our SaaS-based workforce development platform products, courseware subscriptions, provision of survey and research services, professional services, content maintenance, custom courseware development and other education and training services. | |||||||||||||||||
The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when persuasive evidence of an arrangement exists, prices are fixed or determinable, services and products are provided to the customer and collectability is probable or reasonably assured. | |||||||||||||||||
Revenue recognized from software and other arrangements is allocated to each element of the arrangement based on the relative fair values of the elements. While elements include software products and post contract customer support, the fair value of each element is based on vendor specific objective evidence (VSOE). If fair value cannot be determined for each element of the arrangement, all revenue from the arrangement is deferred until fair value can be determined or until all elements of the arrangement are delivered and customer acceptance has occurred. Sales of the Company’s SaaS-based workforce development platform products include customer support, implementation services, and training; therefore all revenues are deferred until the SaaS-based product is implemented, at which time revenues are recognized ratably over the subscription service period. In the event that circumstances occur, which give rise to uncertainty regarding the collectibility of contracted amounts, revenue recognition is suspended until such uncertainty is resolved. Fees for these services are billed on either a monthly, quarterly, or annual basis. | |||||||||||||||||
Revenues derived from the delivery of services through the Company’s SaaS-based workforce development platform products and courseware subscriptions are recognized ratably over the term of the subscription service agreement or over the historical usage period, if usage typically differs from the subscription period. Other training revenues are generally recognized upon the completion of training. | |||||||||||||||||
Revenues derived from the license of installed software products are recognized upon shipment or installation of the software, when VSOE of the fair value of the software license can be established. Software support and maintenance revenues are recognized ratably over the term of the related agreement. | |||||||||||||||||
Revenues recognized from the Company’s survey and research services are determined using both the proportional performance method and the completed contract method. Revenues are generally earned over the estimated survey cycle, which typically ranges from less than one month to up to five months. The survey cycle is generally initiated based on the receipt of the first survey response and runs through provision of related survey reports to the customer. If survey results are not available to the customer during the survey fielding cycle, revenues are recognized at time of report delivery. Revenues for coaching and consulting engagements are recognized using the proportional performance method over the term of the underlying contract. Fees for survey services are billed upon initiation of the survey cycle, with progress billings made throughout the survey cycle. Fees for coaching and consulting engagements are billed upon initiation of the engagement with progress billings throughout the term of the contract. | |||||||||||||||||
Revenues from professional services, content maintenance, and custom courseware development services are recognized using a percentage of completion method based on labor hours, which correspond to the completion of performance milestones and deliverables. All other revenues are recognized as the related services are performed or products are delivered. Fees for these services are generally billed at project initiation and upon completion of various milestones. | |||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly-owned. All inter-company accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and such differences could be material to the consolidated financial statements. | |||||||||||||||||
Cash Equivalents | |||||||||||||||||
The Company considers cash equivalents to be unrestricted, highly liquid investments with initial maturities of less than three months. | |||||||||||||||||
Marketable Securities | |||||||||||||||||
Marketable securities are classified as available for sale and are stated at fair market value, with the unrealized gains and losses, net of tax, reported in other comprehensive income (loss) on the accompanying consolidated balance sheets. Realized gains and losses and declines in market value judged to be other than temporary on investments in marketable securities are included in interest and other income on the accompanying consolidated statements of income. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available for sale are included in other income (expense) on the accompanying consolidated statements of income. Premiums and discounts are amortized over the life of the related available for sale security as an adjustment to yield using the effective interest method. | |||||||||||||||||
Accounts Receivable-Unbilled | |||||||||||||||||
Accounts receivable-unbilled represents the following: 1) revenue earned and recognized on contracts accounted for using the proportional performance method for which invoices have not been generated or contractual billing dates have not been reached; and 2) the difference between billings for contracts containing escalated pricing over the term of the agreement and the recognition of revenue ratably over the subscription period. | |||||||||||||||||
Deferred Revenue | |||||||||||||||||
Deferred revenue represents amounts, which have been billed or collected in advance of revenue recognition, and is recognized as the revenue recognition criteria are met. The Company typically invoices customers in quarterly, bi-annual, or annual installments, and occasionally customers will pay for multi-year contracts in advance. | |||||||||||||||||
Prepaid Royalties | |||||||||||||||||
Prepaid royalties represents advance payments associated with the sale of third party products, such as courseware subscriptions. Royalties are typically paid in advance at the commencement of the revenue cycle, or periodically throughout the revenue cycle, such as quarterly, bi-annual, or annual installments. Royalty payments are amortized over the term of the underlying contracts, which generally range from 12 to 36 months, in order to match the direct royalty costs to the same period the subscription revenue is recognized. Amortization of royalties is included under the caption “cost of revenues (excluding depreciation and amortization)” in the accompanying consolidated statements of income. | |||||||||||||||||
Allowance for Doubtful Accounts | |||||||||||||||||
The Company estimates its allowance for doubtful accounts using a specific identification method. Management determines the allowance for doubtful accounts on a case-by-case basis, based on the facts and circumstances surrounding each potentially uncollectible receivable. An allowance is also maintained for accounts that are not specifically identified that may become uncollectible in the future. Uncollectible receivables are written-off in the period management believes it has exhausted every opportunity to collect payment from the customer. Bad debt expense is recorded when events or circumstances indicate an additional allowance is required based on the Company’s specific identification approach. | |||||||||||||||||
Changes in the allowance for doubtful accounts and the amounts charged to bad debt expense for the years ended December 31, were as follows (in thousands): | |||||||||||||||||
Allowance Balance at | Charged to Costs and | Write-offs | Allowance Balance at | ||||||||||||||
Beginning of Period | Expenses | End of Period | |||||||||||||||
2014 | $ | 211 | $ | 237 | $ | (117 | ) | $ | 331 | ||||||||
2013 | $ | 142 | $ | 115 | $ | (46 | ) | $ | 211 | ||||||||
2012 | $ | 149 | $ | 120 | $ | (127 | ) | $ | 142 | ||||||||
Capitalized Software Development | |||||||||||||||||
Capitalized software development is stated on the basis of cost, and is presented net of accumulated amortization. The Company capitalizes costs incurred during the software development phase for projects when such costs are material. These assets are amortized using the straight-line method, generally ranging between one to five years. The Company capitalized approximately $5.7 million and $4.3 million during 2014 and 2013, respectively. Maintenance and operating costs are expensed as incurred. As of December 31, 2014 and 2013, there were no capitalized internal development costs for computer software developed for resale. | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used in measuring fair value. There are three levels to the fair value hierarchy based on the reliability of inputs, as follows: | |||||||||||||||||
Level 1 | – | Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | |||||||||||||||
Level 2 | – | Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. | |||||||||||||||
Level 3 | – | Unobservable inputs in which little or no market data exists, therefore requiring the Company to develop its own assumptions. | |||||||||||||||
The Company evaluates assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them for each reporting period. This determination requires significant judgments to be made by the Company. | |||||||||||||||||
At December 31, 2014, the fair value measurement amounts for assets consisted of marketable securities which are classified as available for sale. The carrying amounts reported in the consolidated balance sheets approximate the fair value of the Company’s marketable securities based on quoted market prices or alternative pricing sources and models utilizing market observable inputs. At December 31, 2014 and 2013, the Company did not have any financial liabilities that were subject to fair value measurements. | |||||||||||||||||
Property and Equipment | |||||||||||||||||
Property and equipment are stated on the basis of cost. Depreciation and amortization are provided on the straight-line method over the following estimated useful lives, except for assets under capital leases and leasehold improvements, which are amortized over the shorter of the estimated useful life or their respective lease term. Depreciation and amortization of property and equipment totaled $4.1 million and $3.3 million for the years ended December 31, 2014 and 2013, respectively. | |||||||||||||||||
Years | |||||||||||||||||
Furniture and fixtures | 10-May | ||||||||||||||||
Equipment | 5-Mar | ||||||||||||||||
Goodwill and Intangible Assets | |||||||||||||||||
Goodwill represents the excess of purchase price over fair value of net tangible assets acquired. The Company evaluates goodwill for impairment at the reporting unit level by assessing whether it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If this assessment concludes that is more likely than not that the fair value of a reporting unit exceeds its carrying value, then goodwill is not considered impaired and no further impairment testing is required. Conversely, if the assessment concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, a goodwill impairment test is performed to compare the fair value of the reporting unit to its carrying value. The Company determines fair value of the reporting units using both income and market based models. The Company will perform its goodwill impairment test whenever events or changes in facts or circumstances indicate that impairment may exist, and at least annually during the fourth quarter. | |||||||||||||||||
As of December 31, 2014 intangible assets with remaining unamortized balances include contract rights and customer relationships, internally-developed technology and patents, non-competition agreements, and trade names. These intangible assets are considered to have definite useful lives and are being amortized on a straight line basis over periods typically ranging between five and ten years. The weighted average amortization period for definite lived intangible assets as of December 31, 2014 was 8.7 years. Intangible assets are reviewed for impairment whenever events or changes in facts or circumstances indicate that the carrying amount of the assets may not be recoverable. There were no impairments identified or recorded for the years ended December 31, 2014, 2013, or 2012. | |||||||||||||||||
Long-Lived Assets | |||||||||||||||||
Long-lived assets to be held for use are reviewed for events or changes in facts and circumstances, both internally and externally, which may indicate that an impairment of long-lived assets held for use is present. The Company measures any impairment using observable market values or discounted future cash flows from the related long-lived assets. The cash flow estimates and discount rates incorporate management’s best estimates, using appropriate and customary assumptions and projections at the date of evaluation. Management periodically evaluates whether the carrying value of long-lived assets, including property and equipment, capitalized software development, other assets and intangible assets will be recoverable. There were no impairments identified or recorded for the years ended December 31, 2014, 2013, or 2012. | |||||||||||||||||
Non-Marketable Equity Investments | |||||||||||||||||
Non-marketable equity investments are accounted for using the equity method when the Company can exercise significant influence over the investee. Investments for which the Company is not able to exercise significant influence over the investee are accounted for under the cost method. The proportionate share of income or loss from equity method investments are recorded under the caption “other income, net” in the accompanying consolidated statements of income. | |||||||||||||||||
Financial Instruments | |||||||||||||||||
The Company has financial instruments, including cash and cash equivalents, accounts receivable, accounts receivable-unbilled, accounts payable, accrued liabilities, and deferred revenue. The carrying amounts of these financial instruments approximate fair value because of the short term maturity or short term nature of such instruments. Marketable securities approximate fair value based on quoted market prices, see Note 4. | |||||||||||||||||
Income Taxes | |||||||||||||||||
Income taxes are accounted for using the asset and liability method, whereby deferred tax assets and liabilities are determined based on the temporary differences between the financial statement and tax bases of assets and liabilities measured at tax rates that will be in effect for the year in which the differences are expected to affect taxable income. Management evaluates all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is needed. Future realization of the tax benefit of an existing deductible temporary difference or carryforward ultimately depends on the existence of sufficient taxable income of the appropriate character within the carryback or carryforward period available under the tax law. There are four possible sources of taxable income that may be available under the tax law to realize a tax benefit for deductible temporary differences and carryforwards: 1) future reversals of existing taxable temporary differences, 2) future taxable income exclusive of reversing temporary differences and carryforwards, 3) taxable income in prior carryback year(s) if carryback is permitted under the tax law, and 4) tax-planning strategies that would, if necessary, be implemented to realize deductible temporary differences or carryforwards prior to their expiration. Management reviews the realizability of its deferred tax assets each reporting period to identify whether any significant changes in circumstances or assumptions have occurred that could materially affect the realizability of deferred tax assets. As of December 31, 2014, the Company had established a valuation allowance of $0.4 million for the portion of its net deferred tax assets that are not more likely than not expected to be realized. | |||||||||||||||||
The Company accounts for income tax uncertainties using a more-likely-than-not recognition threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured in order to determine the tax benefit to be recognized in the financial statements. The Company expenses any penalties or interest associated with tax obligations as general and administrative expenses and interest expense, respectively. | |||||||||||||||||
Advertising | |||||||||||||||||
The Company expenses the costs of advertising as incurred. Advertising expense for the years ended December 31, 2014, 2013, and 2012 was approximately $663,000, $408,000, and $349,000, respectively. | |||||||||||||||||
Shipping and Handling Costs | |||||||||||||||||
Shipping and handling costs that are associated with our products and services are included in cost of revenues. | |||||||||||||||||
Earnings Per Share | |||||||||||||||||
Basic earnings per share is computed by dividing the net income available to common shareholders for the period by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing the net income for the period by the weighted average number of common and common equivalent shares outstanding during the period. Common equivalent shares, composed of incremental common shares issuable upon the exercise of stock options, are included in diluted net income per share to the extent these shares are dilutive. Common equivalent shares that have an anti-dilutive effect on diluted net income per share have been excluded from the calculation of diluted weighted average shares outstanding for the years ended December 31, 2014, 2013, and 2012. | |||||||||||||||||
Concentrations of Credit Risk and Significant Customers | |||||||||||||||||
The Company places its temporary excess cash investments in high quality, short-term money market instruments. At times, such investments may be in excess of the FDIC insurance limits. | |||||||||||||||||
The Company sells its products and services to various companies in the healthcare industry that are located in the United States. We perform ongoing credit evaluations of our customers’ financial condition and generally require no collateral from customers. The Company did not have any single customer representing over 10% of net revenues during 2014, 2013, or 2012. | |||||||||||||||||
Stock Based Compensation | |||||||||||||||||
As of December 31, 2014, the Company maintains two stock based compensation plans, which are described in Note 10. The Company accounts for stock based compensation using the fair-value based method for costs related to share-based payments, including stock options and restricted share units. The Company uses the Black Scholes option pricing model for calculating the fair value of option awards issued under its stock based compensation plan. The Company measures compensation cost of restricted share units based on the closing fair market value of the Company’s stock on the date of grant. Stock based compensation cost is measured at the grant date, based on the fair value of the award that is ultimately expected to vest, and is recognized as an expense over the requisite service period. The Company recognizes tax benefits from stock based compensation if an excess tax benefit is realized. Excess tax benefits are recorded as an increase to common stock when realized. | |||||||||||||||||
Newly Issued Accounting Standards | |||||||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific revenue recognition guidance throughout the Industry Topics of the Accounting Standards Codification. The updated guidance states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also provides for additional disclosures with respect to revenues and cash flows arising from contracts with customers. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption is not permitted. The Company is currently reviewing this standard to assess the impact on its future consolidated financial statements. | |||||||||||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40); Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management of the Company to evaluate whether there is substantial doubt about the Company’s ability to continue as a going concern. The standard will be effective for the annual reporting period ending after December 15, 2016, with early adoption permitted. The Company does not expect the adoption of the standard to have a material impact on the Company’s consolidated financial statements. |
Shareholders_Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Shareholders' Equity | 2. SHAREHOLDERS’ EQUITY |
Common Stock | |
The Company is authorized to issue up to 75 million shares of common stock. The number of common shares issued and outstanding as of December 31, 2014 and 2013 was approximately 27.7 million and 27.3 million, respectively. | |
Preferred Stock | |
The Company is authorized to issue up to 10 million shares of preferred stock in one or more series, having the relative voting powers, designations, preferences, rights and qualifications, limitations or restrictions, and other terms as the Board of Directors may fix in providing for the issuance of such series, without any vote or action of the shareholders. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share | 3. EARNINGS PER SHARE | ||||||||||||
The following table sets forth the computation of basic and diluted earnings per share for the three years ended December 31, 2014 (in thousands, except per share amounts): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator: | |||||||||||||
Net income | $ | 10,394 | $ | 8,418 | $ | 7,645 | |||||||
Denominator: | |||||||||||||
Weighted-average shares outstanding | 27,570 | 26,853 | 26,128 | ||||||||||
Effect of dilutive shares | 453 | 810 | 1,379 | ||||||||||
Weighted-average diluted shares | 28,023 | 27,663 | 27,507 | ||||||||||
Basic earnings per share | $ | 0.38 | $ | 0.31 | $ | 0.29 | |||||||
Diluted earnings per share | $ | 0.37 | $ | 0.3 | $ | 0.28 | |||||||
Potentially dilutive shares representing approximately 70,000, 70,000, and 105,000 shares of common stock for 2014, 2013, and 2012, respectively, were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive. |
Marketable_Securities
Marketable Securities | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||
Marketable Securities | 4. MARKETABLE SECURITIES | ||||||||||||||||
At December 31, 2014 and 2013, the fair value of marketable securities, which were all classified as available for sale, included the following (in thousands): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Adjusted Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Level 2: | |||||||||||||||||
Certificates of deposit | $ | 6,278 | $ | — | $ | — | $ | 6,278 | |||||||||
Corporate debt securities | 32,732 | — | (37 | ) | 32,695 | ||||||||||||
Subtotal | 39,010 | — | (37 | ) | 38,973 | ||||||||||||
Total | $ | 39,010 | $ | — | $ | (37 | ) | $ | 38,973 | ||||||||
December 31, 2013 | |||||||||||||||||
Adjusted Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Level 2: | |||||||||||||||||
Certificates of deposit | $ | 2,260 | $ | — | $ | — | $ | 2,260 | |||||||||
Corporate debt securities | 46,430 | — | (31 | ) | 46,399 | ||||||||||||
Subtotal | 48,690 | — | (31 | ) | 48,659 | ||||||||||||
Total | $ | 48,690 | $ | — | $ | (31 | ) | $ | 48,659 | ||||||||
The carrying amounts reported in the consolidated balance sheet approximate fair value based on quoted market prices or alternative pricing sources and models utilizing market observable inputs. As of December 31, 2014, the Company does not consider any of its marketable securities to be other than temporarily impaired. During 2013, the Company recorded realized gains of approximately $5,000 from sales of marketable securities. All investments in marketable securities are classified as a current asset on the balance sheet because the underlying securities mature within one year from the balance sheet date. |
Business_Combinations
Business Combinations | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Business Combinations | 5. BUSINESS COMBINATIONS | ||||||||||||
On June 29, 2012, the Company acquired all of the stock of Decision Critical, Inc., (DCI) an Austin, Texas based company that specializes in learning and competency management products for acute-care hospitals. The Company acquired DCI to further advance its suite of workforce development solutions. The consideration paid for DCI consisted of approximately $3.4 million in cash and 22,124 shares of our common stock. Also, the Company may make additional payments of up to $300,000, contingent upon achievement of certain financial targets and business outcomes within a three year period after the closing date. As of December 31, 2014, approximately $188,000 of these contingent payments have been paid to the former DCI shareholders. The Company incurred approximately $203,000 in transaction costs associated with the DCI acquisition, which are included on the accompanying consolidated statements of income under the caption “other general and administrative.” In allocating the purchase price, the Company recorded approximately $2.9 million of goodwill, $1.5 million of identifiable intangible assets, $291,000 of net tangible assets and $456,000 of deferred tax liabilities. The goodwill balance is primarily attributed to assembled workforce, expanded market opportunities from DCI’s workforce development products, and expected synergies from integrating DCI’s products into our platform. The goodwill balance is not deductible for U.S. income tax purposes. The net tangible assets include deferred revenue, which in accordance with US GAAP, was adjusted down from a book value of $548,000 to an estimated fair value of $356,000. The deferred revenue recorded represents the estimated fair value of the contractual obligation assumed as of the acquisition date. The $192,000 write-down of deferred revenue resulted in lower revenues than would have otherwise been recognized for such services. The results of operations for DCI have been included in the Company’s consolidated financial statements from the date of acquisition, and are included in the HealthStream Workforce Development Solutions segment. | |||||||||||||
On October 19, 2012, the Company acquired all of the stock of Sy.Med Development, Inc. (Sy.Med), a Brentwood, Tennessee based company that specializes in credentialing related software products for healthcare providers. The Company acquired Sy.Med to further advance its suite of workforce development solutions. The consideration paid for Sy.Med consisted of approximately $7.4 million in cash and 34,060 shares of our common stock. The Company also made approximately $1.25 million of earn-out payments for achievement of certain financial targets and business outcomes. The Company incurred approximately $165,000 in transaction costs associated with the Sy.Med acquisition, which are included on the accompanying consolidated statements of income under the caption “other general and administrative.” In allocating the purchase price, the Company recorded approximately $5.4 million of goodwill, $6.5 million of identifiable intangible assets, $294,000 of net tangible assets and $2.8 million of deferred tax liabilities. The goodwill balance is primarily attributed to assembled workforce, additional market opportunities of Sy.Med’s credentialing software, and expected synergies from integrating Sy.Med’s products into our platform. The goodwill balance is not deductible for U.S. income tax purposes. The net tangible assets include deferred revenue, which was adjusted down from a book value of $1.1 million to an estimated fair value of $229,000. The $916,000 write-down of deferred revenue resulted in lower revenues than would have otherwise been recognized for such services. The results of operations for Sy.Med have been included in the Company’s consolidated financial statements from the date of acquisition, and are included in the HealthStream Workforce Development Solutions segment. | |||||||||||||
On September 9, 2013, the Company acquired substantially all of the assets of Baptist Leadership Group (BLG), a Pensacola, Florida based company that provides consulting services focused on patient-centered performance excellence in healthcare. The Company acquired BLG to strengthen its Research/Patient Experience Solutions. The consideration paid for BLG consisted of approximately $7.4 million in cash (taking into account the working capital adjustment) and 15,230 shares of our common stock. The Company incurred approximately $145,000 in transaction costs associated with the acquisition, which are included on the accompanying consolidated statements of income under the caption “other general and administrative.” In allocating the purchase price, the Company recorded approximately $6.3 million of goodwill, $1.6 million of identifiable intangible assets, and $28,000 of net tangible assets. The goodwill balance is primarily attributed to the assembled workforce, additional market opportunities from BLG’s consulting services, and expected synergies from integrating BLG into the operations of the HealthStream Research/Patient Experience Solutions segment. The goodwill balance is deductible for U.S. income tax purposes. The net tangible assets include deferred revenue, which was adjusted down from a book value of $508,000 to an estimated fair value of $254,000. The $254,000 write-down of deferred revenue resulted in lower revenues than would have otherwise been recognized for such services. The results of operations for BLG have been included in the Company’s consolidated financial statements from the date of acquisition, and are included in the HealthStream Research/Patient Experience Solutions segment. | |||||||||||||
On March 3, 2014, the Company acquired all of the stock of Health Care Compliance Strategies, Inc. (HCCS), a Jericho, New York based company that specializes in healthcare compliance solutions and services. The Company acquired HCCS to further advance its suite of workforce development solutions, including its offering of compliance solutions. The consideration paid for HCCS consisted of approximately $12.8 million in cash (taking into account a working capital adjustment) and 81,614 shares of our common stock. The Company may make additional payments of up to $750,000, contingent upon the achievement of certain performance milestones within one year post-closing. The Company incurred approximately $515,000 in transaction costs associated with the acquisition, of which $365,000 were incurred during the nine months ended September 30, 2014 and $150,000 were incurred during the year ended December 31, 2013. The transaction costs were recorded in other general and administrative expenses in the consolidated statements of income. In allocating the purchase price, the Company recorded approximately $6.2 million of goodwill, $8.4 million of identifiable intangible assets, $2.6 million of tangible assets, $625,000 of deferred tax assets, and $2.7 million of liabilities. Included in the recorded liabilities is an accrual for contingent consideration of approximately $600,000. The goodwill balance is primarily attributed to assembled workforce, additional market opportunities of HCCS’s compliance solutions, and expected synergies from integrating HCCS’s products into our platform. The goodwill balance is deductible for U.S. income tax purposes. The net tangible assets include deferred revenue, which was adjusted down from a book value at the acquisition date of $3.2 million to an estimated fair value of $1.7 million. The $1.5 million write-down of deferred revenue will result in lower revenues than would have otherwise been recognized for such services. The results of operations for HCCS have been included in the Company’s consolidated financial statements from the date of acquisition, and are also included in the HealthStream Workforce Development Solutions segment. | |||||||||||||
During the second quarter of 2014, the Company determined the presentation of contingent consideration payments, or earn-outs, in connection with business combinations should be classified as a financing activity within the Consolidated Statement of Cash Flows. The Company previously classified such payments as an operating activity within the Consolidated Statement of Cash Flows. The Company has adjusted the Consolidated Statement of Cash Flows for the year ended December 31, 2013 and all prior interim periods affected. The Company considers the adjustments to all periods listed below to be an immaterial correction of an error. | |||||||||||||
The effect of the immaterial adjustments on the Consolidated Statement of Cash Flows for the respective periods listed below is as follows (in thousands): | |||||||||||||
Previously | Adjustments | Adjusted | |||||||||||
Reported | |||||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net cash provided by operating activities, three months ended March 31, 2013 | $ | 3,855 | $ | 45 | $ | 3,900 | |||||||
Net cash provided by financing activities, three months ended March 31, 2013 | 742 | (45 | ) | 697 | |||||||||
Net cash provided by operating activities, six months ended June 30, 2013 | 11,041 | 318 | 11,359 | ||||||||||
Net cash provided by financing activities, six months ended June 30, 2013 | 1,524 | (318 | ) | 1,206 | |||||||||
Net cash provided by operating activities, nine months ended September 30, 2013 | 22,854 | 357 | 23,211 | ||||||||||
Net cash provided by financing activities, nine months ended September 30, 2013 | 2,827 | (357 | ) | 2,470 | |||||||||
Net cash provided by operating activities, year ended December 31, 2013 | 26,283 | 771 | 27,054 | ||||||||||
Net cash provided by financing activities, year ended December 31, 2013 | 6,876 | (771 | ) | 6,105 | |||||||||
Net cash provided by operating activities, three months ended March 31, 2014 | 9,189 | 5 | 9,194 | ||||||||||
Net cash provided by financing activities, three months ended March 31, 2014 | 297 | (5 | ) | 292 |
Goodwill
Goodwill | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||
Goodwill | 6. GOODWILL | ||||||||||||
Goodwill is evaluated for impairment at least annually to determine whether it is more likely than not that the fair value of the reporting units exceed their carrying value. If this assessment concludes that is more likely than not that the fair value of a reporting unit exceeds its carrying value, then goodwill is not considered impaired and no further impairment testing is required. Qualitative factors are considered for this assessment, such as, financial performance, industry and market comparables, and other factors affecting the reporting unit. If the assessment concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, a goodwill impairment test is performed to compare the fair value of the reporting unit to its carrying value. The Company determines fair value of the reporting units using both income and market based models. Under these methods, the technique used to determine fair value is sensitive to estimates and assumptions associated with cash flow from operations and its growth, discount rates, and reporting unit terminal values. The Company performs its annual impairment evaluation of goodwill during the fourth quarter of each year and as changes in facts and circumstances indicate impairment exists. During the annual impairment evaluation in the fourth quarter of 2014 and 2013, the results of our assessment indicated goodwill was not impaired. | |||||||||||||
During 2014, the Company acquired Health Care Compliance Strategies, Inc., and during 2013, the Company acquired Baptist Leadership Group. The changes in the carrying amount of goodwill for the years ended December 31, 2014 and 2013 are as follows (in thousands): | |||||||||||||
Workforce | Research/Patient | Total | |||||||||||
Development | Experience | ||||||||||||
Balance at January 1, 2014 | $ | 11,592 | $ | 24,154 | $ | 35,746 | |||||||
Acquisition of Health Care Compliance Strategies, Inc. | 6,168 | — | 6,168 | ||||||||||
Balance at December 31, 2014 | $ | 17,760 | $ | 24,154 | $ | 41,914 | |||||||
Workforce | Research/Patient | Total | |||||||||||
Development | Experience | ||||||||||||
Balance at January 1, 2013 | $ | 11,459 | $ | 17,840 | $ | 29,299 | |||||||
Acquisition of Sy.Med Development, Inc. | 133 | — | 133 | ||||||||||
Acquisition of Baptist Leadership Group | — | 6,314 | 6,314 | ||||||||||
Balance at December 31, 2013 | $ | 11,592 | $ | 24,154 | $ | 35,746 | |||||||
Intangible_Assets
Intangible Assets | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||
Intangible Assets | 7. INTANGIBLE ASSETS | ||||||||||||||||||||||||
All intangible assets are considered to have finite useful lives. Customer related intangibles are amortized over their estimated useful lives ranging from eight to ten years. Other intangible assets include non-competition agreements, technology and patents, and trade names, and are being amortized over periods ranging from five to nine years. Amortization of intangible assets was approximately $2.4 million, $1.5 million, and $1.1 million, for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||
Identifiable intangible assets are comprised of the following (in thousands): | |||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | ||||||||||||||||||||||||
Gross Amount | Accumulated | Net | Gross Amount | Accumulated | Net | ||||||||||||||||||||
Amortization | Amortization | ||||||||||||||||||||||||
Customer related | $ | 23,329 | $ | (11,880 | ) | $ | 11,449 | $ | 16,889 | $ | (10,145 | ) | $ | 6,744 | |||||||||||
Other | 5,300 | (1,954 | ) | 3,346 | 3,370 | (1,244 | ) | 2,126 | |||||||||||||||||
Total | $ | 28,629 | $ | (13,834 | ) | $ | 14,795 | $ | 20,259 | $ | (11,389 | ) | $ | 8,870 | |||||||||||
The expected future annual amortization expense for the years ending December 31, is as follows (in thousands): | |||||||||||||||||||||||||
2015 | $ | 2,263 | |||||||||||||||||||||||
2016 | 2,174 | ||||||||||||||||||||||||
2017 | 2,097 | ||||||||||||||||||||||||
2018 | 1,986 | ||||||||||||||||||||||||
2019 | 1,616 | ||||||||||||||||||||||||
Thereafter | 4,659 | ||||||||||||||||||||||||
Total | $ | 14,795 | |||||||||||||||||||||||
Business_Segments
Business Segments | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||
Business Segments | 8. BUSINESS SEGMENTS | ||||||||||||||||||||||||||||||||||||
The Company provides services to healthcare organizations and other members within the healthcare industry. These services are primarily focused on the delivery of workforce development products and services (HealthStream Workforce Development Solutions), as well as survey and research services (HealthStream Research/Patient Experience Solutions). | |||||||||||||||||||||||||||||||||||||
The Company measures segment performance based on operating income before income taxes and prior to the allocation of certain corporate overhead expenses, interest income, interest expense, gains and losses from equity investments, and depreciation. The Unallocated component below includes corporate functions, such as accounting, human resources, legal, investor relations, administrative, and executive personnel, depreciation, a portion of amortization, and certain other expenses, which are not currently allocated in measuring segment performance. The following is the Company’s business segment information as of and for the years ended December 31, 2014, 2013 and 2012 (in thousands). | |||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Revenues, net: | |||||||||||||||||||||||||||||||||||||
Workforce Development | $ | 138,789 | $ | 103,820 | $ | 78,566 | |||||||||||||||||||||||||||||||
Research/Patient Experience | 31,901 | 28,454 | 25,166 | ||||||||||||||||||||||||||||||||||
Total revenues, net | $ | 170,690 | $ | 132,274 | $ | 103,732 | |||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Income from operations: | |||||||||||||||||||||||||||||||||||||
Workforce Development | $ | 36,200 | $ | 28,480 | $ | 23,418 | |||||||||||||||||||||||||||||||
Research/Patient Experience | 810 | 2,819 | 2,399 | ||||||||||||||||||||||||||||||||||
Unallocated | (20,635 | ) | (16,633 | ) | (12,358 | ) | |||||||||||||||||||||||||||||||
Total income from operations | $ | 16,375 | $ | 14,666 | $ | 13,459 | |||||||||||||||||||||||||||||||
Assets * | Purchases of long-lived assets | Depreciation and amortization | |||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||
Workforce Development | $ | 92,092 | $ | 60,013 | $ | 46,693 | $ | 7,379 | $ | 6,310 | $ | 5,264 | $ | 5,496 | $ | 3,512 | $ | 2,877 | |||||||||||||||||||
Research/Patient Experience | 34,536 | 34,727 | 23,978 | 1,277 | 726 | 1,019 | 1,272 | 1,068 | 1,179 | ||||||||||||||||||||||||||||
Unallocated | 130,634 | 117,814 | 103,857 | 1,546 | 1,675 | 2,468 | 4,163 | 3,272 | 2,605 | ||||||||||||||||||||||||||||
Total | $ | 257,262 | $ | 212,594 | $ | 174,528 | $ | 10,202 | $ | 8,711 | $ | 8,751 | $ | 10,931 | $ | 7,852 | $ | 6,661 | |||||||||||||||||||
* | Segment assets include accounts and unbilled receivables, prepaid royalties, prepaid and other current assets, other assets, capitalized software development, certain property and equipment, and intangible assets. Cash and cash equivalents and marketable securities are not allocated to individual segments, and are included within Unallocated. A significant portion of property and equipment assets are included within Unallocated. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Taxes | 9. INCOME TAXES | ||||||||||||
The provision for income taxes is comprised of the following (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current federal | $ | 3,198 | $ | 2,474 | $ | 58 | |||||||
Current state | 1,605 | 1,444 | 273 | ||||||||||
Deferred federal | 1,092 | 2,315 | 4,804 | ||||||||||
Deferred state | 232 | 191 | 797 | ||||||||||
Provision for income taxes | $ | 6,127 | $ | 6,424 | $ | 5,932 | |||||||
A reconciliation of income taxes at the statutory federal income tax rate to the provision for income taxes included in the accompanying consolidated statements of income is as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal tax provision at the statutory rate | $ | 5,782 | $ | 5,194 | $ | 4,751 | |||||||
State income tax provision, net of federal benefit | 1,350 | 898 | 974 | ||||||||||
Tax credits | (1,160 | ) | (54 | ) | — | ||||||||
Change in state valuation allowance | 37 | 231 | — | ||||||||||
Other | 118 | 155 | 207 | ||||||||||
Provision for income taxes | $ | 6,127 | $ | 6,424 | $ | 5,932 | |||||||
Management periodically assesses the realizability of its deferred tax assets, and to the extent that a recovery is not likely, a valuation allowance is established to reduce the deferred tax asset to the amount estimated to be recoverable. At December 31, 2014, a valuation allowance of $0.4 million exists. | |||||||||||||
As of December 31, 2014, the Company had federal and state net operating loss carryforwards of $7.8 million and $11.2 million, respectively. These loss carryforwards will expire in years 2015 through 2024. The Company is subject to income taxation at the federal and various state levels. The Company is subject to U.S. federal tax examinations for tax years 2011 through 2014. Loss carryforwards and credit carryforwards generated or utilized in years earlier than 2011 are also subject to examination and adjustment. The Company has no income tax examinations in process. The Company has research and development tax credit carryforwards of $2.0 million that expire in varying amounts through 2033. As of December 31, 2014, the Company had alternative minimum tax credit carryforwards of $791,000 that are available to offset future regular tax liabilities and they do not expire. | |||||||||||||
A reconciliation of the beginning and ending liability for gross unrecognized tax benefits at December 31, 2014 and 2013, are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Balance at beginning of year | $ | 167 | $ | — | |||||||||
Additions for tax positions in the current year | 2,168 | 167 | |||||||||||
Reductions for tax positions of prior years | (167 | ) | — | ||||||||||
Balance at end of year | $ | 2,168 | $ | 167 | |||||||||
The Company recognized approximately $125,000 and $2,000 for interest and penalties related to unrecognized tax benefits within the provision for income taxes during the years ended December 31, 2014 and 2013, respectively. | |||||||||||||
If recognized, approximately $278,000 of the unrecognized tax benefits at December 31, 2014, would reduce the Company’s effective tax rate. The Company estimates that it is reasonably possible the liability for unrecognized tax benefits could decrease up to $1.7 million within the next 12 months, as it expects to file a change in tax accounting method with the IRS for tangible property and deferred revenue. | |||||||||||||
Deferred federal and state 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 deferred tax assets and deferred tax liabilities are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Allowance for doubtful accounts | $ | 134 | $ | 84 | |||||||||
Accrued liabilities | 1,565 | 1,225 | |||||||||||
Tax credits | 791 | 702 | |||||||||||
Stock based compensation | 1,015 | 966 | |||||||||||
Deferred revenue | 616 | — | |||||||||||
Depreciation | 715 | — | |||||||||||
Net operating loss carryforwards | 355 | 1,256 | |||||||||||
Total deferred tax assets | 5,191 | 4,233 | |||||||||||
Less: Valuation allowance | (355 | ) | (1,325 | ) | |||||||||
Deferred tax assets, net of valuation allowance | 4,836 | 2,908 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Deductible goodwill | 2,369 | 2,020 | |||||||||||
Nondeductible intangible assets | 2,171 | 2,677 | |||||||||||
Prepaid assets | 1,602 | 781 | |||||||||||
Capitalized software development | 3,836 | 2,910 | |||||||||||
Depreciation | — | 341 | |||||||||||
Basis difference on investments | 343 | 533 | |||||||||||
Total deferred tax liabilities | 10,321 | 9,262 | |||||||||||
Net deferred tax liabilities | $ | (5,485 | ) | $ | (6,354 | ) | |||||||
Stock_Based_Compensation
Stock Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Stock Based Compensation | 10. STOCK BASED COMPENSATION | ||||||||||||
Stock Incentive Plans | |||||||||||||
The Company’s 2010 Stock Incentive Plan (2010 Plan) and 2000 Stock Incentive Plan (2000 Plan; collectively, the 2010 Plan and the 2000 Plan referred to as the Plan) authorize the grant of options, restricted share units (RSU), or other forms of stock based compensation to employees, officers, directors and others, and such grants must be approved by the Compensation Committee of the Board of Directors. Options granted under the Plan have terms of no more than ten years, with certain restrictions. The Plan allows the Compensation Committee of the Board of Directors to determine the vesting period and parameters of each grant. The vesting period of the options and RSUs granted has historically ranged from immediate vesting to annual vesting up to four years, beginning one year after the grant date. As of December 31, 2014, approximately 723,000 shares of unissued common stock remained reserved for future stock incentive grants under the Plan. The Company issues new shares of common stock when options are exercised or when RSUs become vested. | |||||||||||||
Stock Option Activity | |||||||||||||
A summary of activity and various other information relative to stock options for the year ended December 31, 2014 is presented in the tables below (in thousands, except exercise price). | |||||||||||||
Common | Weighted- | Aggregate | |||||||||||
Shares | Average | Intrinsic Value | |||||||||||
Exercise Price | |||||||||||||
Outstanding at beginning of period | 837 | $ | 5.73 | ||||||||||
Granted | — | — | |||||||||||
Exercised | (238 | ) | 4.59 | ||||||||||
Expired | — | — | |||||||||||
Forfeited | (3 | ) | 7.66 | ||||||||||
Outstanding at end of period | 596 | $ | 6.18 | $ | 13,894 | ||||||||
Exercisable at end of period. | 532 | $ | 5.97 | $ | 12,495 | ||||||||
The aggregate intrinsic value for stock options in the table above represents the total difference between the Company’s closing stock price on December 31, 2014 (the last trading day of the year) of $29.48 and the option exercise price, multiplied by the number of in-the-money options as of December 31, 2014. The weighted average remaining contractual term of options outstanding at December 31, 2014 was 3.2 years. Options exercisable at December 31, 2014 have a weighted average remaining contractual term of 3.1 years. | |||||||||||||
Other information relative to option activity during the three years ended December 31, 2014 is as follows (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Total grant date fair value of stock options vested | $ | 630 | $ | 723 | $ | 878 | |||||||
Total intrinsic value of stock options exercised | $ | 5,912 | $ | 25,846 | $ | 4,992 | |||||||
Cash proceeds from exercise of stock options | $ | 1,094 | $ | 3,318 | $ | 823 | |||||||
Restricted Share Unit Activity | |||||||||||||
A summary of activity relative to RSUs for the year ended December 31, 2014 is follows (in thousands, except weighted average grant date fair value): | |||||||||||||
Number of | Weighted- | Aggregate | |||||||||||
RSU’s | Average | Intrinsic Value | |||||||||||
Grant Date Fair Value | |||||||||||||
Outstanding at beginning of period | 137 | $ | 22.53 | ||||||||||
Granted | 71 | 28.64 | |||||||||||
Vested | (35 | ) | 22.57 | ||||||||||
Forfeited | (9 | ) | 24.85 | ||||||||||
Outstanding at end of period | 164 | $ | 25.04 | $ | 4,839 | ||||||||
The aggregate fair value of RSU awards that vested in 2014, as of the respective vesting dates, was approximately $1.1 million. A portion of RSUs that vested in 2014 and 2013 were net-share settled such that the Company withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities. The total shares withheld for RSUs during 2014 and 2013 were 5,327 and 2,210, respectively, and were based on the value of the RSUs on their respective vesting dates as determined by the Company’s closing stock price. One stock option exercise was net-share settled during 2013, resulting in 7,606 shares withheld for settlement of employee tax obligations. Total payments related to RSUs and stock options for the employees’ tax obligations to taxing authorities were approximately $161,000 in 2014 and $164,000 in 2013, and are reflected as a financing activity within the Consolidated Statements of Cash Flows. These net-share settlements had the effect of share repurchases by the Company as they reduced and retired the number of shares that would have otherwise been issued as a result of the vesting and did not represent an expense to the Company. | |||||||||||||
Stock Based Compensation | |||||||||||||
Total stock based compensation expense recorded for the three years ended December 31, 2014, which is recorded in our Consolidated Statements of Income, is as follows (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Cost of revenues (excluding depreciation and amortization) | $ | 86 | $ | 81 | $ | 45 | |||||||
Product development | 201 | 144 | 133 | ||||||||||
Sales and marketing | 224 | 175 | 151 | ||||||||||
Other general and administrative | 1,114 | 1,058 | 807 | ||||||||||
Total stock based compensation expense | $ | 1,625 | $ | 1,458 | $ | 1,136 | |||||||
The Company amortizes the fair value of all stock based awards, net of estimated forfeitures, on a straight-line basis over the requisite service period, which generally is the vesting period. As of December 31, 2014, total unrecognized compensation expense related to non-vested stock options and RSUs was approximately $2.7 million, net of estimated forfeitures, with a weighted average expense recognition period remaining of 2.4 years. The Company realized approximately $3.2 million of excess tax benefits during the year ended December 31, 2014, which was recorded as an increase to common stock. | |||||||||||||
Stock based compensation cost for RSUs is measured based on the closing fair market value of the Company’s stock on the date of grant. Stock based compensation cost for stock options is estimated at the grant date based on the fair value calculated using the Black-Scholes method. The Company did not grant any stock options during 2014, 2013 or 2012. |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | 11. EMPLOYEE BENEFIT PLAN |
401(k) Plan | |
The Company has a defined-contribution employee benefit plan (401(k) Plan) incorporating provisions of Section 401(k) of the Internal Revenue Code. Employees must have attained the age of 21 and have completed thirty days of service to be eligible to participate in the 401(k) Plan. Under the provisions of the 401(k) Plan, a plan member may make contributions, on a tax-deferred basis, subject to IRS limitations. The Company elected to provide eligible employees with matching contributions totaling approximately $274,000 for the year ended December 31, 2014. |
Debt
Debt | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Debt Disclosure [Abstract] | ||||
Debt | 12. DEBT | |||
At December 31, 2014 and 2013, the Company had no debt outstanding. | ||||
Revolving Credit Facility | ||||
The Company maintains a Loan Agreement (the “Revolving Credit Facility”) with SunTrust Bank (“SunTrust”) in the aggregate principal amount of $50.0 million, which matures on November 24, 2017. Under the Revolving Credit Facility, the Company may borrow up to $50.0 million, which includes a $5.0 million swing line subfacility, as well as an accordion feature that allows the Company to increase the Revolving Credit Facility by a total of up to $25.0 million, subject to securing additional commitments from existing lenders or new lending institutions. The Revolving Credit Facility includes a $5.0 million letter of credit subfacility. The obligations under the Revolving Credit Facility are guaranteed by each of the Company’s subsidiaries. At the Company’s election, the borrowings under the Revolving Credit Facility bear interest at either (1) a rate per annum equal to the highest of SunTrust’s prime rate or 0.5% in excess of the Federal Funds Rate or 1.0% in excess of one-month LIBOR (the “Base Rate”), plus an applicable margin, or (2) the one, two, three, or six-month per annum LIBOR for deposits in the applicable currency (the “Eurocurrency Rate”), as selected by the Company, plus an applicable margin. The applicable margin for Eurocurrency Rate loans depends on the Company’s funded debt leverage ratio and varies from 1.50% to 2.00%. The applicable margin for Base Rate loans depends on the Company’s funded debt leverage ratio and varies from 0.50% to 1.50%. Commitment fees and letter of credit fees are also payable under the Revolving Credit Facility. Principal is payable in full at maturity on November 24, 2017, and there are no scheduled principal payments prior to maturity. The Company is required to pay a commitment fee ranging between 20 and 30 basis points per annum of the average daily unused portion of the revolving credit facility, depending on the Company’s funded debt leverage ratio. | ||||
The purpose of the Revolving Credit Facility is for general working capital needs, permitted acquisitions (as defined in the Loan Agreement), and for stock repurchase and/or redemption transactions that the Company may authorize. | ||||
The Revolving Credit Facility contains certain covenants that, among other things, restrict additional indebtedness, liens and encumbrances, changes to the character of the Company’s business, acquisitions, asset dispositions, mergers and consolidations, sale or discount of receivables, creation or acquisitions of additional subsidiaries, and other matters customarily restricted in such agreements. | ||||
In addition, the Revolving Credit Facility requires the Company to meet certain financial tests, including, without limitation: | ||||
• | a funded debt leverage ratio (consolidated debt/consolidated EBITDA) of not greater than 3.0 to 1.0; and | |||
• | an interest coverage ratio (consolidated EBITDA/consolidated interest expense) of not less than 3.0 to 1.0. | |||
As of December 31, 2014, the Company was in compliance with all covenants. There were no balances outstanding on the revolving credit facility as of December 31, 2014. |
Leases
Leases | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Leases | 13. LEASES | ||||
The Company has non-cancellable operating leases primarily for office space and office equipment. Some lease agreements contain provisions for escalating rent payments over the initial terms of the lease. The Company accounts for these leases by recognizing rent expense on a straight-line basis and adjusting the deferred rent expense liability for the difference between the straight-line rent expense and the amount of rent paid. The Company also leases certain office equipment under operating leases. Total rent expense under all operating leases was approximately $3.1 million, $2.4 million, and $2.2 million, for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||
Future rental payment commitments at December 31, 2014 under non-cancelable operating leases, with initial terms of one year or more, are as follows (in thousands): | |||||
2015 | $ | 3,111 | |||
2016 | 1,973 | ||||
2017 | 1,120 | ||||
2018 | 747 | ||||
2019 | 707 | ||||
Thereafter | 2,856 | ||||
Total minimum lease payments | $ | 10,514 | |||
Litigation
Litigation | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | 14. LITIGATION |
In the ordinary course of business, the Company is from time to time involved in various legal actions. The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon the financial condition and/or results of operations of the Company. However, in the opinion of the Company’s management, matters currently pending or threatened against the Company are not expected to have a material adverse effect on the financial position or results of operations of the Company. |
Subsequent_Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Event | 15. SUBSEQUENT EVENT |
On February 12, 2015, the Company entered into a definitive agreement to acquire all of the stock of HealthLine Systems, Inc. (HealthLine Systems) a San Diego, California based company that specializes in healthcare credentialing, privileging, and quality management software services. The acquisition of HealthLine Systems will enable the Company to provide a comprehensive, SaaS-based solution set for healthcare provider credentialing, privileging, and enrollment in support of HealthStream’s approach to talent management for healthcare organizations. The consideration to be paid for HealthLine Systems consists of approximately $88.0 million in cash, subject to a post-closing working capital adjustment. The closing of the transaction is anticipated to occur in the first quarter of 2015 and is subject to customary closing conditions, including the expiration or early termination of the waiting period applicable to the transaction under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. | |
Following the closing of the transaction, the Company intends to combine HealthLine Systems with its Sy.Med business. Both HealthLine Systems and Sy.Med will continue to operate at their current locations in San Diego, California and Brentwood, Tennessee, respectively. In addition, Michael Sousa, senior vice president of business development, has been selected to serve as President for this business unit following the closing of the acquisition. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Reporting Entity and Segments | Reporting Entity and Segments | ||||||||||||||||
HealthStream, Inc. (the “Company”) was incorporated in 1990 as a Tennessee corporation and is headquartered in Nashville, Tennessee. We operate our business in two segments: HealthStream Workforce Development Solutions and HealthStream Research/Patient Experience Solutions. Our Workforce Development products consist of SaaS-based services and subscription-based solutions to meet the ongoing training, certification, assessment and development needs of the healthcare community. These solutions provide, deliver and track computer based education for our customers in the United States through our software-as-a-service (SaaS) model. HealthStream Research/Patient Experience products offer healthcare organizations a wide range of quality and satisfaction surveys, consulting services, analyses of survey results, and other research-based services. | |||||||||||||||||
Recognition of Revenue | Recognition of Revenue | ||||||||||||||||
Revenues are derived from providing services through our SaaS-based workforce development platform products, courseware subscriptions, provision of survey and research services, professional services, content maintenance, custom courseware development and other education and training services. | |||||||||||||||||
The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when persuasive evidence of an arrangement exists, prices are fixed or determinable, services and products are provided to the customer and collectability is probable or reasonably assured. | |||||||||||||||||
Revenue recognized from software and other arrangements is allocated to each element of the arrangement based on the relative fair values of the elements. While elements include software products and post contract customer support, the fair value of each element is based on vendor specific objective evidence (VSOE). If fair value cannot be determined for each element of the arrangement, all revenue from the arrangement is deferred until fair value can be determined or until all elements of the arrangement are delivered and customer acceptance has occurred. Sales of the Company’s SaaS-based workforce development platform products include customer support, implementation services, and training; therefore all revenues are deferred until the SaaS-based product is implemented, at which time revenues are recognized ratably over the subscription service period. In the event that circumstances occur, which give rise to uncertainty regarding the collectibility of contracted amounts, revenue recognition is suspended until such uncertainty is resolved. Fees for these services are billed on either a monthly, quarterly, or annual basis. | |||||||||||||||||
Revenues derived from the delivery of services through the Company’s SaaS-based workforce development platform products and courseware subscriptions are recognized ratably over the term of the subscription service agreement or over the historical usage period, if usage typically differs from the subscription period. Other training revenues are generally recognized upon the completion of training. | |||||||||||||||||
Revenues derived from the license of installed software products are recognized upon shipment or installation of the software, when VSOE of the fair value of the software license can be established. Software support and maintenance revenues are recognized ratably over the term of the related agreement. | |||||||||||||||||
Revenues recognized from the Company’s survey and research services are determined using both the proportional performance method and the completed contract method. Revenues are generally earned over the estimated survey cycle, which typically ranges from less than one month to up to five months. The survey cycle is generally initiated based on the receipt of the first survey response and runs through provision of related survey reports to the customer. If survey results are not available to the customer during the survey fielding cycle, revenues are recognized at time of report delivery. Revenues for coaching and consulting engagements are recognized using the proportional performance method over the term of the underlying contract. Fees for survey services are billed upon initiation of the survey cycle, with progress billings made throughout the survey cycle. Fees for coaching and consulting engagements are billed upon initiation of the engagement with progress billings throughout the term of the contract. | |||||||||||||||||
Revenues from professional services, content maintenance, and custom courseware development services are recognized using a percentage of completion method based on labor hours, which correspond to the completion of performance milestones and deliverables. All other revenues are recognized as the related services are performed or products are delivered. Fees for these services are generally billed at project initiation and upon completion of various milestones. | |||||||||||||||||
Principles of Consolidation | Principles of Consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly-owned. All inter-company accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | Use of Estimates | ||||||||||||||||
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and such differences could be material to the consolidated financial statements. | |||||||||||||||||
Cash Equivalents | Cash Equivalents | ||||||||||||||||
The Company considers cash equivalents to be unrestricted, highly liquid investments with initial maturities of less than three months. | |||||||||||||||||
Marketable Securities | Marketable Securities | ||||||||||||||||
Marketable securities are classified as available for sale and are stated at fair market value, with the unrealized gains and losses, net of tax, reported in other comprehensive income (loss) on the accompanying consolidated balance sheets. Realized gains and losses and declines in market value judged to be other than temporary on investments in marketable securities are included in interest and other income on the accompanying consolidated statements of income. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available for sale are included in other income (expense) on the accompanying consolidated statements of income. Premiums and discounts are amortized over the life of the related available for sale security as an adjustment to yield using the effective interest method. | |||||||||||||||||
Accounts Receivable-Unbilled | Accounts Receivable-Unbilled | ||||||||||||||||
Accounts receivable-unbilled represents the following: 1) revenue earned and recognized on contracts accounted for using the proportional performance method for which invoices have not been generated or contractual billing dates have not been reached; and 2) the difference between billings for contracts containing escalated pricing over the term of the agreement and the recognition of revenue ratably over the subscription period. | |||||||||||||||||
Deferred Revenue | Deferred Revenue | ||||||||||||||||
Deferred revenue represents amounts, which have been billed or collected in advance of revenue recognition, and is recognized as the revenue recognition criteria are met. The Company typically invoices customers in quarterly, bi-annual, or annual installments, and occasionally customers will pay for multi-year contracts in advance. | |||||||||||||||||
Prepaid Royalties | Prepaid Royalties | ||||||||||||||||
Prepaid royalties represents advance payments associated with the sale of third party products, such as courseware subscriptions. Royalties are typically paid in advance at the commencement of the revenue cycle, or periodically throughout the revenue cycle, such as quarterly, bi-annual, or annual installments. Royalty payments are amortized over the term of the underlying contracts, which generally range from 12 to 36 months, in order to match the direct royalty costs to the same period the subscription revenue is recognized. Amortization of royalties is included under the caption “cost of revenues (excluding depreciation and amortization)” in the accompanying consolidated statements of income. | |||||||||||||||||
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts | ||||||||||||||||
The Company estimates its allowance for doubtful accounts using a specific identification method. Management determines the allowance for doubtful accounts on a case-by-case basis, based on the facts and circumstances surrounding each potentially uncollectible receivable. An allowance is also maintained for accounts that are not specifically identified that may become uncollectible in the future. Uncollectible receivables are written-off in the period management believes it has exhausted every opportunity to collect payment from the customer. Bad debt expense is recorded when events or circumstances indicate an additional allowance is required based on the Company’s specific identification approach. | |||||||||||||||||
Changes in the allowance for doubtful accounts and the amounts charged to bad debt expense for the years ended December 31, were as follows (in thousands): | |||||||||||||||||
Allowance Balance at | Charged to Costs and | Write-offs | Allowance Balance at | ||||||||||||||
Beginning of Period | Expenses | End of Period | |||||||||||||||
2014 | $ | 211 | $ | 237 | $ | (117 | ) | $ | 331 | ||||||||
2013 | $ | 142 | $ | 115 | $ | (46 | ) | $ | 211 | ||||||||
2012 | $ | 149 | $ | 120 | $ | (127 | ) | $ | 142 | ||||||||
Capitalized Software Development | Capitalized Software Development | ||||||||||||||||
Capitalized software development is stated on the basis of cost, and is presented net of accumulated amortization. The Company capitalizes costs incurred during the software development phase for projects when such costs are material. These assets are amortized using the straight-line method, generally ranging between one to five years. The Company capitalized approximately $5.7 million and $4.3 million during 2014 and 2013, respectively. Maintenance and operating costs are expensed as incurred. As of December 31, 2014 and 2013, there were no capitalized internal development costs for computer software developed for resale. | |||||||||||||||||
Fair Value Measurements | Fair Value Measurements | ||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used in measuring fair value. There are three levels to the fair value hierarchy based on the reliability of inputs, as follows: | |||||||||||||||||
Level 1 | – | Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | |||||||||||||||
Level 2 | – | Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. | |||||||||||||||
Level 3 | – | Unobservable inputs in which little or no market data exists, therefore requiring the Company to develop its own assumptions. | |||||||||||||||
The Company evaluates assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them for each reporting period. This determination requires significant judgments to be made by the Company. | |||||||||||||||||
At December 31, 2014, the fair value measurement amounts for assets consisted of marketable securities which are classified as available for sale. The carrying amounts reported in the consolidated balance sheets approximate the fair value of the Company’s marketable securities based on quoted market prices or alternative pricing sources and models utilizing market observable inputs. At December 31, 2014 and 2013, the Company did not have any financial liabilities that were subject to fair value measurements. | |||||||||||||||||
Property and Equipment | Property and Equipment | ||||||||||||||||
Property and equipment are stated on the basis of cost. Depreciation and amortization are provided on the straight-line method over the following estimated useful lives, except for assets under capital leases and leasehold improvements, which are amortized over the shorter of the estimated useful life or their respective lease term. Depreciation and amortization of property and equipment totaled $4.1 million and $3.3 million for the years ended December 31, 2014 and 2013, respectively. | |||||||||||||||||
Years | |||||||||||||||||
Furniture and fixtures | 10-May | ||||||||||||||||
Equipment | 5-Mar | ||||||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | ||||||||||||||||
Goodwill represents the excess of purchase price over fair value of net tangible assets acquired. The Company evaluates goodwill for impairment at the reporting unit level by assessing whether it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If this assessment concludes that is more likely than not that the fair value of a reporting unit exceeds its carrying value, then goodwill is not considered impaired and no further impairment testing is required. Conversely, if the assessment concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, a goodwill impairment test is performed to compare the fair value of the reporting unit to its carrying value. The Company determines fair value of the reporting units using both income and market based models. The Company will perform its goodwill impairment test whenever events or changes in facts or circumstances indicate that impairment may exist, and at least annually during the fourth quarter. | |||||||||||||||||
As of December 31, 2014 intangible assets with remaining unamortized balances include contract rights and customer relationships, internally-developed technology and patents, non-competition agreements, and trade names. These intangible assets are considered to have definite useful lives and are being amortized on a straight line basis over periods typically ranging between five and ten years. The weighted average amortization period for definite lived intangible assets as of December 31, 2014 was 8.7 years. Intangible assets are reviewed for impairment whenever events or changes in facts or circumstances indicate that the carrying amount of the assets may not be recoverable. There were no impairments identified or recorded for the years ended December 31, 2014, 2013, or 2012. | |||||||||||||||||
Long-Lived Assets | Long-Lived Assets | ||||||||||||||||
Long-lived assets to be held for use are reviewed for events or changes in facts and circumstances, both internally and externally, which may indicate that an impairment of long-lived assets held for use is present. The Company measures any impairment using observable market values or discounted future cash flows from the related long-lived assets. The cash flow estimates and discount rates incorporate management’s best estimates, using appropriate and customary assumptions and projections at the date of evaluation. Management periodically evaluates whether the carrying value of long-lived assets, including property and equipment, capitalized software development, other assets and intangible assets will be recoverable. There were no impairments identified or recorded for the years ended December 31, 2014, 2013, or 2012. | |||||||||||||||||
Non-Marketable Equity Investments | Non-Marketable Equity Investments | ||||||||||||||||
Non-marketable equity investments are accounted for using the equity method when the Company can exercise significant influence over the investee. Investments for which the Company is not able to exercise significant influence over the investee are accounted for under the cost method. The proportionate share of income or loss from equity method investments are recorded under the caption “other income, net” in the accompanying consolidated statements of income. | |||||||||||||||||
Financial Instruments | Financial Instruments | ||||||||||||||||
The Company has financial instruments, including cash and cash equivalents, accounts receivable, accounts receivable-unbilled, accounts payable, accrued liabilities, and deferred revenue. The carrying amounts of these financial instruments approximate fair value because of the short term maturity or short term nature of such instruments. Marketable securities approximate fair value based on quoted market prices, see Note 4. | |||||||||||||||||
Income Taxes | Income Taxes | ||||||||||||||||
Income taxes are accounted for using the asset and liability method, whereby deferred tax assets and liabilities are determined based on the temporary differences between the financial statement and tax bases of assets and liabilities measured at tax rates that will be in effect for the year in which the differences are expected to affect taxable income. Management evaluates all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is needed. Future realization of the tax benefit of an existing deductible temporary difference or carryforward ultimately depends on the existence of sufficient taxable income of the appropriate character within the carryback or carryforward period available under the tax law. There are four possible sources of taxable income that may be available under the tax law to realize a tax benefit for deductible temporary differences and carryforwards: 1) future reversals of existing taxable temporary differences, 2) future taxable income exclusive of reversing temporary differences and carryforwards, 3) taxable income in prior carryback year(s) if carryback is permitted under the tax law, and 4) tax-planning strategies that would, if necessary, be implemented to realize deductible temporary differences or carryforwards prior to their expiration. Management reviews the realizability of its deferred tax assets each reporting period to identify whether any significant changes in circumstances or assumptions have occurred that could materially affect the realizability of deferred tax assets. As of December 31, 2014, the Company had established a valuation allowance of $0.4 million for the portion of its net deferred tax assets that are not more likely than not expected to be realized. | |||||||||||||||||
The Company accounts for income tax uncertainties using a more-likely-than-not recognition threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured in order to determine the tax benefit to be recognized in the financial statements. The Company expenses any penalties or interest associated with tax obligations as general and administrative expenses and interest expense, respectively. | |||||||||||||||||
Advertising | Advertising | ||||||||||||||||
The Company expenses the costs of advertising as incurred. Advertising expense for the years ended December 31, 2014, 2013, and 2012 was approximately $663,000, $408,000, and $349,000, respectively. | |||||||||||||||||
Shipping and Handling Costs | Shipping and Handling Costs | ||||||||||||||||
Shipping and handling costs that are associated with our products and services are included in cost of revenues. | |||||||||||||||||
Earnings Per Share | Earnings Per Share | ||||||||||||||||
Basic earnings per share is computed by dividing the net income available to common shareholders for the period by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing the net income for the period by the weighted average number of common and common equivalent shares outstanding during the period. Common equivalent shares, composed of incremental common shares issuable upon the exercise of stock options, are included in diluted net income per share to the extent these shares are dilutive. Common equivalent shares that have an anti-dilutive effect on diluted net income per share have been excluded from the calculation of diluted weighted average shares outstanding for the years ended December 31, 2014, 2013, and 2012. | |||||||||||||||||
Concentrations of Credit Risk and Significant Customers | Concentrations of Credit Risk and Significant Customers | ||||||||||||||||
The Company places its temporary excess cash investments in high quality, short-term money market instruments. At times, such investments may be in excess of the FDIC insurance limits. | |||||||||||||||||
The Company sells its products and services to various companies in the healthcare industry that are located in the United States. We perform ongoing credit evaluations of our customers’ financial condition and generally require no collateral from customers. The Company did not have any single customer representing over 10% of net revenues during 2014, 2013, or 2012. | |||||||||||||||||
Stock Based Compensation | Stock Based Compensation | ||||||||||||||||
As of December 31, 2014, the Company maintains two stock based compensation plans, which are described in Note 10. The Company accounts for stock based compensation using the fair-value based method for costs related to share-based payments, including stock options and restricted share units. The Company uses the Black Scholes option pricing model for calculating the fair value of option awards issued under its stock based compensation plan. The Company measures compensation cost of restricted share units based on the closing fair market value of the Company’s stock on the date of grant. Stock based compensation cost is measured at the grant date, based on the fair value of the award that is ultimately expected to vest, and is recognized as an expense over the requisite service period. The Company recognizes tax benefits from stock based compensation if an excess tax benefit is realized. Excess tax benefits are recorded as an increase to common stock when realized. | |||||||||||||||||
Newly Issued Accounting Standards | Newly Issued Accounting Standards | ||||||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific revenue recognition guidance throughout the Industry Topics of the Accounting Standards Codification. The updated guidance states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also provides for additional disclosures with respect to revenues and cash flows arising from contracts with customers. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption is not permitted. The Company is currently reviewing this standard to assess the impact on its future consolidated financial statements. | |||||||||||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40); Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management of the Company to evaluate whether there is substantial doubt about the Company’s ability to continue as a going concern. The standard will be effective for the annual reporting period ending after December 15, 2016, with early adoption permitted. The Company does not expect the adoption of the standard to have a material impact on the Company’s consolidated financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Changes in the Allowance for Doubtful Accounts and the Amounts Charged to Bad Debt Expense | Changes in the allowance for doubtful accounts and the amounts charged to bad debt expense for the years ended December 31, were as follows (in thousands): | ||||||||||||||||
Allowance Balance at | Charged to Costs and | Write-offs | Allowance Balance at | ||||||||||||||
Beginning of Period | Expenses | End of Period | |||||||||||||||
2014 | $ | 211 | $ | 237 | $ | (117 | ) | $ | 331 | ||||||||
2013 | $ | 142 | $ | 115 | $ | (46 | ) | $ | 211 | ||||||||
2012 | $ | 149 | $ | 120 | $ | (127 | ) | $ | 142 | ||||||||
Estimated Useful Lives of Property and Equipment | |||||||||||||||||
Years | |||||||||||||||||
Furniture and fixtures | 10-May | ||||||||||||||||
Equipment | 5-Mar |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share for the three years ended December 31, 2014 (in thousands, except per share amounts): | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator: | |||||||||||||
Net income | $ | 10,394 | $ | 8,418 | $ | 7,645 | |||||||
Denominator: | |||||||||||||
Weighted-average shares outstanding | 27,570 | 26,853 | 26,128 | ||||||||||
Effect of dilutive shares | 453 | 810 | 1,379 | ||||||||||
Weighted-average diluted shares | 28,023 | 27,663 | 27,507 | ||||||||||
Basic earnings per share | $ | 0.38 | $ | 0.31 | $ | 0.29 | |||||||
Diluted earnings per share | $ | 0.37 | $ | 0.3 | $ | 0.28 | |||||||
Marketable_Securities_Tables
Marketable Securities (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||
Fair Value of Available for Sale Marketable Securities | At December 31, 2014 and 2013, the fair value of marketable securities, which were all classified as available for sale, included the following (in thousands): | ||||||||||||||||
December 31, 2014 | |||||||||||||||||
Adjusted Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Level 2: | |||||||||||||||||
Certificates of deposit | $ | 6,278 | $ | — | $ | — | $ | 6,278 | |||||||||
Corporate debt securities | 32,732 | — | (37 | ) | 32,695 | ||||||||||||
Subtotal | 39,010 | — | (37 | ) | 38,973 | ||||||||||||
Total | $ | 39,010 | $ | — | $ | (37 | ) | $ | 38,973 | ||||||||
December 31, 2013 | |||||||||||||||||
Adjusted Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Level 2: | |||||||||||||||||
Certificates of deposit | $ | 2,260 | $ | — | $ | — | $ | 2,260 | |||||||||
Corporate debt securities | 46,430 | — | (31 | ) | 46,399 | ||||||||||||
Subtotal | 48,690 | — | (31 | ) | 48,659 | ||||||||||||
Total | $ | 48,690 | $ | — | $ | (31 | ) | $ | 48,659 | ||||||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
The Effect of the Immaterial Adjustments on the Consolidated Statement of Cash Flows for the Respective Periods | The effect of the immaterial adjustments on the Consolidated Statement of Cash Flows for the respective periods listed below is as follows (in thousands): | ||||||||||||
Previously | Adjustments | Adjusted | |||||||||||
Reported | |||||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net cash provided by operating activities, three months ended March 31, 2013 | $ | 3,855 | $ | 45 | $ | 3,900 | |||||||
Net cash provided by financing activities, three months ended March 31, 2013 | 742 | (45 | ) | 697 | |||||||||
Net cash provided by operating activities, six months ended June 30, 2013 | 11,041 | 318 | 11,359 | ||||||||||
Net cash provided by financing activities, six months ended June 30, 2013 | 1,524 | (318 | ) | 1,206 | |||||||||
Net cash provided by operating activities, nine months ended September 30, 2013 | 22,854 | 357 | 23,211 | ||||||||||
Net cash provided by financing activities, nine months ended September 30, 2013 | 2,827 | (357 | ) | 2,470 | |||||||||
Net cash provided by operating activities, year ended December 31, 2013 | 26,283 | 771 | 27,054 | ||||||||||
Net cash provided by financing activities, year ended December 31, 2013 | 6,876 | (771 | ) | 6,105 | |||||||||
Net cash provided by operating activities, three months ended March 31, 2014 | 9,189 | 5 | 9,194 | ||||||||||
Net cash provided by financing activities, three months ended March 31, 2014 | 297 | (5 | ) | 292 |
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||
Summary of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2014 and 2013 are as follows (in thousands): | ||||||||||||
Workforce | Research/Patient | Total | |||||||||||
Development | Experience | ||||||||||||
Balance at January 1, 2014 | $ | 11,592 | $ | 24,154 | $ | 35,746 | |||||||
Acquisition of Health Care Compliance Strategies, Inc. | 6,168 | — | 6,168 | ||||||||||
Balance at December 31, 2014 | $ | 17,760 | $ | 24,154 | $ | 41,914 | |||||||
Workforce | Research/Patient | Total | |||||||||||
Development | Experience | ||||||||||||
Balance at January 1, 2013 | $ | 11,459 | $ | 17,840 | $ | 29,299 | |||||||
Acquisition of Sy.Med Development, Inc. | 133 | — | 133 | ||||||||||
Acquisition of Baptist Leadership Group | — | 6,314 | 6,314 | ||||||||||
Balance at December 31, 2013 | $ | 11,592 | $ | 24,154 | $ | 35,746 | |||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||
Identifiable Intangible Assets | Identifiable intangible assets are comprised of the following (in thousands): | ||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | ||||||||||||||||||||||||
Gross Amount | Accumulated | Net | Gross Amount | Accumulated | Net | ||||||||||||||||||||
Amortization | Amortization | ||||||||||||||||||||||||
Customer related | $ | 23,329 | $ | (11,880 | ) | $ | 11,449 | $ | 16,889 | $ | (10,145 | ) | $ | 6,744 | |||||||||||
Other | 5,300 | (1,954 | ) | 3,346 | 3,370 | (1,244 | ) | 2,126 | |||||||||||||||||
Total | $ | 28,629 | $ | (13,834 | ) | $ | 14,795 | $ | 20,259 | $ | (11,389 | ) | $ | 8,870 | |||||||||||
Expected Annual Amortization Expense | The expected future annual amortization expense for the years ending December 31, is as follows (in thousands): | ||||||||||||||||||||||||
2015 | $ | 2,263 | |||||||||||||||||||||||
2016 | 2,174 | ||||||||||||||||||||||||
2017 | 2,097 | ||||||||||||||||||||||||
2018 | 1,986 | ||||||||||||||||||||||||
2019 | 1,616 | ||||||||||||||||||||||||
Thereafter | 4,659 | ||||||||||||||||||||||||
Total | $ | 14,795 | |||||||||||||||||||||||
Business_Segments_Tables
Business Segments (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||
Business Segment Information Based on Net Revenues and Net Income from Operations | The following is the Company’s business segment information as of and for the years ended December 31, 2014, 2013 and 2012 (in thousands). | ||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Revenues, net: | |||||||||||||||||||||||||||||||||||||
Workforce Development | $ | 138,789 | $ | 103,820 | $ | 78,566 | |||||||||||||||||||||||||||||||
Research/Patient Experience | 31,901 | 28,454 | 25,166 | ||||||||||||||||||||||||||||||||||
Total revenues, net | $ | 170,690 | $ | 132,274 | $ | 103,732 | |||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Income from operations: | |||||||||||||||||||||||||||||||||||||
Workforce Development | $ | 36,200 | $ | 28,480 | $ | 23,418 | |||||||||||||||||||||||||||||||
Research/Patient Experience | 810 | 2,819 | 2,399 | ||||||||||||||||||||||||||||||||||
Unallocated | (20,635 | ) | (16,633 | ) | (12,358 | ) | |||||||||||||||||||||||||||||||
Total income from operations | $ | 16,375 | $ | 14,666 | $ | 13,459 | |||||||||||||||||||||||||||||||
Assets * | Purchases of long-lived assets | Depreciation and amortization | |||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||
Workforce Development | $ | 92,092 | $ | 60,013 | $ | 46,693 | $ | 7,379 | $ | 6,310 | $ | 5,264 | $ | 5,496 | $ | 3,512 | $ | 2,877 | |||||||||||||||||||
Research/Patient Experience | 34,536 | 34,727 | 23,978 | 1,277 | 726 | 1,019 | 1,272 | 1,068 | 1,179 | ||||||||||||||||||||||||||||
Unallocated | 130,634 | 117,814 | 103,857 | 1,546 | 1,675 | 2,468 | 4,163 | 3,272 | 2,605 | ||||||||||||||||||||||||||||
Total | $ | 257,262 | $ | 212,594 | $ | 174,528 | $ | 10,202 | $ | 8,711 | $ | 8,751 | $ | 10,931 | $ | 7,852 | $ | 6,661 | |||||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Summary of Provision for Income Taxes | The provision for income taxes is comprised of the following (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current federal | $ | 3,198 | $ | 2,474 | $ | 58 | |||||||
Current state | 1,605 | 1,444 | 273 | ||||||||||
Deferred federal | 1,092 | 2,315 | 4,804 | ||||||||||
Deferred state | 232 | 191 | 797 | ||||||||||
Provision for income taxes | $ | 6,127 | $ | 6,424 | $ | 5,932 | |||||||
Reconciliation of Income Taxes at the Statutory Federal Income Tax Rate to the Provision for Income Taxes | A reconciliation of income taxes at the statutory federal income tax rate to the provision for income taxes included in the accompanying consolidated statements of income is as follows (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal tax provision at the statutory rate | $ | 5,782 | $ | 5,194 | $ | 4,751 | |||||||
State income tax provision, net of federal benefit | 1,350 | 898 | 974 | ||||||||||
Tax credits | (1,160 | ) | (54 | ) | — | ||||||||
Change in state valuation allowance | 37 | 231 | — | ||||||||||
Other | 118 | 155 | 207 | ||||||||||
Provision for income taxes | $ | 6,127 | $ | 6,424 | $ | 5,932 | |||||||
Reconciliation of the Beginning and Ending liability for Gross Unrecognized Tax Benefits | A reconciliation of the beginning and ending liability for gross unrecognized tax benefits at December 31, 2014 and 2013, are as follows (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Balance at beginning of year | $ | 167 | $ | — | |||||||||
Additions for tax positions in the current year | 2,168 | 167 | |||||||||||
Reductions for tax positions of prior years | (167 | ) | — | ||||||||||
Balance at end of year | $ | 2,168 | $ | 167 | |||||||||
Significant Components of Deferred Tax Assets and Deferred Tax Liabilities | Significant components of deferred tax assets and deferred tax liabilities are as follows (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Allowance for doubtful accounts | $ | 134 | $ | 84 | |||||||||
Accrued liabilities | 1,565 | 1,225 | |||||||||||
Tax credits | 791 | 702 | |||||||||||
Stock based compensation | 1,015 | 966 | |||||||||||
Deferred revenue | 616 | — | |||||||||||
Depreciation | 715 | — | |||||||||||
Net operating loss carryforwards | 355 | 1,256 | |||||||||||
Total deferred tax assets | 5,191 | 4,233 | |||||||||||
Less: Valuation allowance | (355 | ) | (1,325 | ) | |||||||||
Deferred tax assets, net of valuation allowance | 4,836 | 2,908 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Deductible goodwill | 2,369 | 2,020 | |||||||||||
Nondeductible intangible assets | 2,171 | 2,677 | |||||||||||
Prepaid assets | 1,602 | 781 | |||||||||||
Capitalized software development | 3,836 | 2,910 | |||||||||||
Depreciation | — | 341 | |||||||||||
Basis difference on investments | 343 | 533 | |||||||||||
Total deferred tax liabilities | 10,321 | 9,262 | |||||||||||
Net deferred tax liabilities | $ | (5,485 | ) | $ | (6,354 | ) | |||||||
Stock_Based_Compensation_Table
Stock Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Summary of Activity and Various Other Information Relative to Stock Options | A summary of activity and various other information relative to stock options for the year ended December 31, 2014 is presented in the tables below (in thousands, except exercise price). | ||||||||||||
Common | Weighted- | Aggregate | |||||||||||
Shares | Average | Intrinsic Value | |||||||||||
Exercise Price | |||||||||||||
Outstanding at beginning of period | 837 | $ | 5.73 | ||||||||||
Granted | — | — | |||||||||||
Exercised | (238 | ) | 4.59 | ||||||||||
Expired | — | — | |||||||||||
Forfeited | (3 | ) | 7.66 | ||||||||||
Outstanding at end of period | 596 | $ | 6.18 | $ | 13,894 | ||||||||
Exercisable at end of period. | 532 | $ | 5.97 | $ | 12,495 | ||||||||
Other Information Relative to Option Activity | Other information relative to option activity during the three years ended December 31, 2014 is as follows (in thousands): | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Total grant date fair value of stock options vested | $ | 630 | $ | 723 | $ | 878 | |||||||
Total intrinsic value of stock options exercised | $ | 5,912 | $ | 25,846 | $ | 4,992 | |||||||
Cash proceeds from exercise of stock options | $ | 1,094 | $ | 3,318 | $ | 823 | |||||||
Summary of Activity Relative to RSU's | A summary of activity relative to RSUs for the year ended December 31, 2014 is follows (in thousands, except weighted average grant date fair value): | ||||||||||||
Number of | Weighted- | Aggregate | |||||||||||
RSU’s | Average | Intrinsic Value | |||||||||||
Grant Date Fair Value | |||||||||||||
Outstanding at beginning of period | 137 | $ | 22.53 | ||||||||||
Granted | 71 | 28.64 | |||||||||||
Vested | (35 | ) | 22.57 | ||||||||||
Forfeited | (9 | ) | 24.85 | ||||||||||
Outstanding at end of period | 164 | $ | 25.04 | $ | 4,839 | ||||||||
Stock Based Compensation Expense Recorded in Consolidated Statements of Income | Total stock based compensation expense recorded for the three years ended December 31, 2014, which is recorded in our Consolidated Statements of Income, is as follows (in thousands): | ||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Cost of revenues (excluding depreciation and amortization) | $ | 86 | $ | 81 | $ | 45 | |||||||
Product development | 201 | 144 | 133 | ||||||||||
Sales and marketing | 224 | 175 | 151 | ||||||||||
Other general and administrative | 1,114 | 1,058 | 807 | ||||||||||
Total stock based compensation expense | $ | 1,625 | $ | 1,458 | $ | 1,136 | |||||||
Leases_Tables
Leases (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Future Rental Payment Commitments under Non-Cancelable Operating Leases | Future rental payment commitments at December 31, 2014 under non-cancelable operating leases, with initial terms of one year or more, are as follows (in thousands): | ||||
2015 | $ | 3,111 | |||
2016 | 1,973 | ||||
2017 | 1,120 | ||||
2018 | 747 | ||||
2019 | 707 | ||||
Thereafter | 2,856 | ||||
Total minimum lease payments | $ | 10,514 | |||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Plans | Segment | |||
SourcesofTaxableIncome | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of operating segments | 2 | |||
Maturity of unrestricted cash equivalent | Less than three months | |||
Capitalized software development amount | $5,658,000 | $4,267,000 | $4,435,000 | |
Capitalized internal development costs for computer software developed for resale | 0 | 0 | 0 | |
Depreciation and amortization of property and equipment | 4,100,000 | 3,300,000 | ||
Impairments identified or recorded | 0 | 0 | 0 | |
Impairments identified or recorded for long-lived assets | 0 | 0 | 0 | |
Number of sources of taxable income | 4 | |||
Valuation allowance | 355,000 | 355,000 | 1,325,000 | |
Advertising expense | $663,000 | $408,000 | $349,000 | |
Concentration risk, customer | The Company did not have any single customer representing over 10% of net revenues during 2014, 2013, or 2012. | |||
Number of stock based compensation plans | 2 | |||
Minimum [Member] | ||||
Business And Basis Of Presentation [Line Items] | ||||
Revenues earned over the estimated survey cycle, period | 1 month | |||
Royalty payments amortization period | 12 months | |||
Assets amortized cost | 1 year | |||
Finite lived intangible assets amortization period | 5 years | |||
Maximum [Member] | ||||
Business And Basis Of Presentation [Line Items] | ||||
Revenues earned over the estimated survey cycle, period | 5 months | |||
Royalty payments amortization period | 36 months | |||
Assets amortized cost | 5 years | |||
Finite lived intangible assets amortization period | 10 years | |||
Weighted Average [Member] | ||||
Business And Basis Of Presentation [Line Items] | ||||
Finite lived intangible assets amortization period | 8 years 8 months 12 days |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Changes in the Allowance for Doubtful Accounts and the Amounts Charged to Bad Debt Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | |||
Allowance Balance at Beginning of Period | $211 | $142 | $149 |
Charged to Costs and Expenses | 237 | 115 | 120 |
Write-offs | -117 | -46 | -127 |
Allowance Balance at End of Period | $331 | $211 | $142 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Estimated Useful Lives of Property and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Minimum [Member] | Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 years |
Minimum [Member] | Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3 years |
Maximum [Member] | Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 10 years |
Maximum [Member] | Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 years |
Shareholders_Equity_Additional
Shareholders' Equity - Additional Information (Detail) | Dec. 31, 2014 | Dec. 31, 2013 |
Class of Stock [Line Items] | ||
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 27,677,000 | 27,327,000 |
Common stock, shares outstanding | 27,677,000 | 27,327,000 |
Maximum [Member] | ||
Class of Stock [Line Items] | ||
Common stock, shares authorized | 75,000,000 | |
Preferred stock, shares authorized | 10,000,000 |
Earnings_Per_Share_Computation
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Numerator: | |||
Net income | $10,394 | $8,418 | $7,645 |
Denominator: | |||
Weighted-average shares outstanding | 27,570 | 26,853 | 26,128 |
Effect of dilutive shares | 453 | 810 | 1,379 |
Weighted-average diluted shares | 28,023 | 27,663 | 27,507 |
Basic earnings per share | $0.38 | $0.31 | $0.29 |
Diluted earnings per share | $0.37 | $0.30 | $0.28 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Earnings Per Share [Abstract] | |||
Total number of common equivalent shares excluded from the calculations of diluted earnings per share | 70,000 | 70,000 | 105,000 |
Marketable_Securities_Fair_Val
Marketable Securities - Fair Value of Available for Sale Marketable Securities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available for sale securities, Fair Value | $38,973 | $48,659 |
Level 2 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available for sale securities, Adjusted Cost | 39,010 | 48,690 |
Available for sale securities, Unrealized Gains | 0 | 0 |
Available for sale securities, Unrealized Losses | -37 | -31 |
Available for sale securities, Fair Value | 38,973 | 48,659 |
Level 2 [Member] | Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available for sale securities, Adjusted Cost | 6,278 | 2,260 |
Available for sale securities, Unrealized Gains | 0 | 0 |
Available for sale securities, Fair Value | 6,278 | 2,260 |
Level 2 [Member] | Corporate Debt Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available for sale securities, Adjusted Cost | 32,732 | 46,430 |
Available for sale securities, Unrealized Gains | 0 | 0 |
Available for sale securities, Unrealized Losses | -37 | -31 |
Available for sale securities, Fair Value | $32,695 | $46,399 |
Marketable_Securities_Addition
Marketable Securities - Additional Information (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Amortized Cost and Fair Value Debt Securities [Abstract] | |
Realized gains from sale of marketable securities | $5,000 |
Business_Combinations_Addition
Business Combinations - Additional Information (Detail) (USD $) | 12 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | |
Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2012 | |
Business Acquisition [Line Items] | |||||
Purchase price allocation for goodwill | $41,914,000 | $35,746,000 | $41,914,000 | $29,299,000 | |
Net tangible assets include deferred revenue book value | 3,200,000 | 3,200,000 | |||
Net tangible assets include deferred revenue estimated fair value | 1,700,000 | 1,700,000 | |||
Write-down of deferred revenue | 1,500,000 | ||||
Health Care Compliance Strategies, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition date of assets | 3-Mar-14 | ||||
Consideration paid for acquisition in cash | 12,800,000 | ||||
Consideration paid for acquisition in shares | 81,614 | ||||
Additional consideration paid for acquisition in cash | 750,000 | 750,000 | |||
Contingent upon achievement of certain financial targets and business outcome, term | 1 year | ||||
Transaction related costs | 515,000 | 515,000 | |||
Purchase price allocation for goodwill | 6,200,000 | 6,200,000 | |||
Purchase price allocation for identifiable intangible assets | 8,400,000 | 8,400,000 | |||
Purchase price allocation for net tangible assets | 2,600,000 | 2,600,000 | |||
Transaction costs associated with the HCCS acquisition | 365,000 | 150,000 | |||
Purchase price allocation for deferred tax assets | 625,000 | 625,000 | |||
Purchase price allocation for liabilities | 2,700,000 | 2,700,000 | |||
Accrual for contingent consideration | 600,000 | 600,000 | |||
Decision Critical, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition date of assets | 29-Jun-12 | ||||
Consideration paid for acquisition in cash | 3,400,000 | ||||
Consideration paid for acquisition in shares | 22,124 | ||||
Additional consideration paid for acquisition in cash | 300,000 | 300,000 | |||
Contingent upon achievement of certain financial targets and business outcome, term | 3 years | ||||
Consideration paid for acquisition | 188,000 | ||||
Transaction related costs | 203,000 | 203,000 | |||
Purchase price allocation for goodwill | 2,900,000 | 2,900,000 | |||
Purchase price allocation for identifiable intangible assets | 1,500,000 | 1,500,000 | |||
Purchase price allocation for net tangible assets | 291,000 | 291,000 | |||
Purchase price allocation for deferred tax liabilities | 456,000 | 456,000 | |||
Net tangible assets include deferred revenue book value | 548,000 | 548,000 | |||
Net tangible assets include deferred revenue estimated fair value | 356,000 | 356,000 | |||
Write-down of deferred revenue | 192,000 | ||||
Sy. Med Development, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition date of assets | 19-Oct-12 | ||||
Consideration paid for acquisition in cash | 7,400,000 | ||||
Consideration paid for acquisition in shares | 34,060 | ||||
Consideration paid for acquisition | 1,250,000 | ||||
Transaction related costs | 165,000 | 165,000 | |||
Purchase price allocation for goodwill | 5,400,000 | 5,400,000 | |||
Purchase price allocation for identifiable intangible assets | 6,500,000 | 6,500,000 | |||
Purchase price allocation for net tangible assets | 294,000 | 294,000 | |||
Purchase price allocation for deferred tax liabilities | 2,800,000 | 2,800,000 | |||
Net tangible assets include deferred revenue book value | 1,100,000 | 1,100,000 | |||
Net tangible assets include deferred revenue estimated fair value | 229,000 | 229,000 | |||
Write-down of deferred revenue | 916,000 | ||||
Baptist Leadership Group [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition date of assets | 9-Sep-13 | ||||
Consideration paid for acquisition in cash | 7,400,000 | ||||
Consideration paid for acquisition in shares | 15,230 | ||||
Transaction related costs | 145,000 | 145,000 | |||
Purchase price allocation for goodwill | 6,300,000 | 6,300,000 | |||
Purchase price allocation for identifiable intangible assets | 1,600,000 | 1,600,000 | |||
Purchase price allocation for net tangible assets | 28,000 | 28,000 | |||
Net tangible assets include deferred revenue book value | 508,000 | 508,000 | |||
Net tangible assets include deferred revenue estimated fair value | 254,000 | 254,000 | |||
Write-down of deferred revenue | $254,000 |
Business_Combination_The_Effec
Business Combination - The Effect of the Immaterial Adjustments on the Consolidated Statement of Cash Flows for the Respective Periods (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net cash provided by operating activities | $9,194 | $3,900 | $11,359 | $23,211 | $34,256 | $27,054 | $22,530 |
Net cash provided by financing activities | 292 | 697 | 1,206 | 2,470 | 3,743 | 6,105 | 934 |
Previously Reported [Member] | |||||||
Net cash provided by operating activities | 9,189 | 3,855 | 11,041 | 22,854 | 26,283 | ||
Net cash provided by financing activities | 297 | 742 | 1,524 | 2,827 | 6,876 | ||
Adjustments [Member] | |||||||
Net cash provided by operating activities | 5 | 45 | 318 | 357 | 771 | ||
Net cash provided by financing activities | ($5) | ($45) | ($318) | ($357) | ($771) |
Goodwill_Summary_of_Changes_in
Goodwill - Summary of Changes in Carrying Amount of Goodwill (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill [Line Items] | |||
Goodwill, beginning balance | $29,299 | ||
Goodwill, ending balance | 41,914 | 35,746 | 29,299 |
Health Care Compliance Strategies, Inc. [Member] | |||
Goodwill [Line Items] | |||
Goodwill acquired | 6,168 | ||
Goodwill, ending balance | 6,200 | ||
Sy. Med Development, Inc. [Member] | |||
Goodwill [Line Items] | |||
Goodwill acquired | 133 | ||
Goodwill, ending balance | 5,400 | ||
Baptist Leadership Group [Member] | |||
Goodwill [Line Items] | |||
Goodwill acquired | 6,314 | ||
Goodwill, ending balance | 6,300 | ||
Workforce Development [Member] | |||
Goodwill [Line Items] | |||
Goodwill, beginning balance | 11,459 | ||
Goodwill, ending balance | 17,760 | 11,592 | 11,459 |
Workforce Development [Member] | Health Care Compliance Strategies, Inc. [Member] | |||
Goodwill [Line Items] | |||
Goodwill acquired | 6,168 | ||
Workforce Development [Member] | Sy. Med Development, Inc. [Member] | |||
Goodwill [Line Items] | |||
Goodwill acquired | 133 | ||
Research/Patient Experience [Member] | |||
Goodwill [Line Items] | |||
Goodwill, beginning balance | 17,840 | ||
Goodwill, ending balance | 24,154 | 24,154 | 17,840 |
Research/Patient Experience [Member] | Baptist Leadership Group [Member] | |||
Goodwill [Line Items] | |||
Goodwill acquired | $6,314 |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $2.40 | $1.50 | $1.10 |
Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life of intangible assets | 5 years | ||
Minimum [Member] | Customer Related [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life of intangible assets | 8 years | ||
Minimum [Member] | Other [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life of intangible assets | 5 years | ||
Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life of intangible assets | 10 years | ||
Maximum [Member] | Customer Related [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life of intangible assets | 10 years | ||
Maximum [Member] | Other [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life of intangible assets | 9 years |
Intangible_Assets_Identifiable
Intangible Assets - Identifiable Intangible Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $28,629 | $20,259 |
Accumulated Amortization | -13,834 | -11,389 |
Total | 14,795 | 8,870 |
Customer Related [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 23,329 | 16,889 |
Accumulated Amortization | -11,880 | -10,145 |
Total | 11,449 | 6,744 |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 5,300 | 3,370 |
Accumulated Amortization | -1,954 | -1,244 |
Total | $3,346 | $2,126 |
Intangible_Assets_Expected_Ann
Intangible Assets - Expected Annual Amortization Expense (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2015 | $2,263 | |
2016 | 2,174 | |
2017 | 2,097 | |
2018 | 1,986 | |
2019 | 1,616 | |
Thereafter | 4,659 | |
Total | $14,795 | $8,870 |
Business_Segments_Business_Seg
Business Segments - Business Segment Information Based on Net Revenues and Net Income from Operations (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues, net | |||
Revenues, net | $170,690 | $132,274 | $103,732 |
Income from operations | |||
Income from operations | 16,375 | 14,666 | 13,459 |
Assets | 257,262 | 212,594 | 174,528 |
Purchases of long-lived assets | 10,202 | 8,711 | 8,751 |
Depreciation and amortization | 10,931 | 7,852 | 6,661 |
Operating Segments [Member] | Workforce Development [Member] | |||
Revenues, net | |||
Revenues, net | 138,789 | 103,820 | 78,566 |
Income from operations | |||
Income from operations | 36,200 | 28,480 | 23,418 |
Assets | 92,092 | 60,013 | 46,693 |
Purchases of long-lived assets | 7,379 | 6,310 | 5,264 |
Depreciation and amortization | 5,496 | 3,512 | 2,877 |
Operating Segments [Member] | Research/Patient Experience [Member] | |||
Revenues, net | |||
Revenues, net | 31,901 | 28,454 | 25,166 |
Income from operations | |||
Income from operations | 810 | 2,819 | 2,399 |
Assets | 34,536 | 34,727 | 23,978 |
Purchases of long-lived assets | 1,277 | 726 | 1,019 |
Depreciation and amortization | 1,272 | 1,068 | 1,179 |
Unallocated [Member] | |||
Income from operations | |||
Income from operations | -20,635 | -16,633 | -12,358 |
Assets | 130,634 | 117,814 | 103,857 |
Purchases of long-lived assets | 1,546 | 1,675 | 2,468 |
Depreciation and amortization | $4,163 | $3,272 | $2,605 |
Income_Taxes_Summary_of_Provis
Income Taxes - Summary of Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Current federal | $3,198 | $2,474 | $58 |
Current state | 1,605 | 1,444 | 273 |
Deferred federal | 1,092 | 2,315 | 4,804 |
Deferred state | 232 | 191 | 797 |
Provision for income taxes | $6,127 | $6,424 | $5,932 |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Income Taxes at the Statutory Federal Income Tax Rate to the Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Federal tax provision at the statutory rate | $5,782 | $5,194 | $4,751 |
State income tax provision, net of federal benefit | 1,350 | 898 | 974 |
Tax credits | -1,160 | -54 | |
Change in state valuation allowance | 37 | 231 | |
Other | 118 | 155 | 207 |
Provision for income taxes | $6,127 | $6,424 | $5,932 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes Disclosure [Line Items] | ||
Valuation allowance | $355,000 | $1,325,000 |
Research and development tax credit carryforward expiration year | 31-Dec-33 | |
Alternative minimum tax credit carryforward | 791,000 | |
Accrued interest and penalties | 125,000 | 2,000 |
Unrecognized tax benefits | 278,000 | |
Decrease in unrecognized tax benefits | -1,700,000 | |
Earliest Tax Year [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Loss carryforwards will expire in years | 31-Dec-15 | |
Latest Tax Year [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Loss carryforwards will expire in years | 31-Dec-24 | |
Federal [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Net operating loss carryforwards | 7,800,000 | |
Federal [Member] | Latest Tax Year [Member] | ||
Income Taxes Disclosure [Line Items] | ||
U.S. federal tax examinations for tax years | 2014 | |
Federal [Member] | Tax Year 2010 [Member] | ||
Income Taxes Disclosure [Line Items] | ||
U.S. federal tax examinations for tax years | 2011 | |
State [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Net operating loss carryforwards | 11,200,000 | |
Research and Development [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Research and development tax credit carryforward | $2,000,000 |
Income_Taxes_Reconciliation_of1
Income Taxes - Reconciliation of the Beginning and Ending Liability for Gross Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Income Tax Disclosure [Abstract] | ||
Balance at beginning of year | $167 | |
Additions for tax positions in the current year | 2,168 | 167 |
Reductions for tax positions of prior years | -167 | |
Balance at end of year | $2,168 | $167 |
Income_Taxes_Significant_Compo
Income Taxes - Significant Components of Deferred Tax Assets and Deferred Tax Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Allowance for doubtful accounts | $134 | $84 |
Accrued liabilities | 1,565 | 1,225 |
Tax credits | 791 | 702 |
Stock based compensation | 1,015 | 966 |
Deferred revenue | 616 | |
Depreciation | 715 | |
Net operating loss carryforwards | 355 | 1,256 |
Total deferred tax assets | 5,191 | 4,233 |
Less: Valuation allowance | -355 | -1,325 |
Deferred tax assets, net of valuation allowance | 4,836 | 2,908 |
Deferred tax liabilities: | ||
Deductible goodwill | 2,369 | 2,020 |
Nondeductible intangible assets | 2,171 | 2,677 |
Prepaid assets | 1,602 | 781 |
Capitalized software development | 3,836 | 2,910 |
Depreciation | 341 | |
Basis difference on investments | 343 | 533 |
Total deferred tax liabilities | 10,321 | 9,262 |
Net deferred tax liabilities | ($5,485) | ($6,354) |
Stock_Based_Compensation_Addit
Stock Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unissued common stock reserved for future stock option grants | 723,000 | |
Closing stock price | $29.48 | |
Weighted average remaining contractual term of options, outstanding | 3 years 2 months 12 days | |
Weighted average remaining contractual term of options, exercisable | 3 years 1 month 6 days | |
Payments related to RSUs and stock options for the employees' tax obligations to taxing authorities | $161,000 | $164,000 |
Weighted average expense recognition period | 2 years 4 months 24 days | |
Excess tax benefits realized | 3,200,000 | |
RSUs [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate fair value of RSU awards that vested | 1,100,000 | |
Shares withheld for RSUs | 5,327 | 2,210 |
Stock option exercise net-share settled | 7,606 | |
Payments related to RSUs and stock options for the employees' tax obligations to taxing authorities | 161,000 | 164,000 |
Total unrecognized compensation expense related to non-vested stock options | $2,700,000 | |
Maximum [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Term of options granted | 10 years | |
Maximum [Member] | RSUs [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period of the options and RSU's granted | 4 years |
Stock_Based_Compensation_Summa
Stock Based Compensation - Summary of Activity and Various Other Information Relative to Stock Options (Detail) (USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Outstanding at beginning of period, Common Shares | 837 |
Granted, Common Shares | 0 |
Exercised, Common Shares | -238 |
Expired, Common Shares | 0 |
Forfeited, Common Shares | -3 |
Outstanding at end of period, Common Shares | 596 |
Exercisable at end of period, Common Shares | 532 |
Outstanding at beginning of period, Weighted-Average Exercise Price | $5.73 |
Granted, Weighted-Average Exercise Price | $0 |
Exercised, Weighted-Average Exercise Price | $4.59 |
Expired, Weighted-Average Exercise Price | $0 |
Forfeited, Weighted-Average Exercise Price | $7.66 |
Outstanding at end of period, Weighted-Average Exercise Price | $6.18 |
Exercisable at end of period, Weighted-Average Exercise Price | $5.97 |
Outstanding at end of period, Aggregate Intrinsic Value | $13,894 |
Exercisable at end of period, Aggregate Intrinsic Value | $12,495 |
Stock_Based_Compensation_Other
Stock Based Compensation - Other Information Relative to Option Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Total grant date fair value of stock options vested | $630 | $723 | $878 |
Total intrinsic value of stock options exercised | 5,912 | 25,846 | 4,992 |
Cash proceeds from exercise of stock options | $1,094 | $3,318 | $823 |
Stock_Based_Compensation_Summa1
Stock Based Compensation - Summary of Activity Relative to RSU's (Detail) (RSUs [Member], USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
RSUs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding at beginning of period, shares | 137 |
Granted | 71 |
Vested | -35 |
Forfeited | -9 |
Outstanding at end of period, shares | 164 |
Outstanding at beginning of period, Weighted-Average Grant Date Fair Value | $22.53 |
Granted, Weighted-Average Grant Date Fair Value | $28.64 |
Vested, Weighted-Average Grant Date Fair Value | $22.57 |
Forfeited, Weighted-Average Grant Date Fair Value | $24.85 |
Outstanding at end of period, Weighted-Average Grant Date Fair Value | $25.04 |
Aggregate intrinsic Value | $4,839 |
Stock_Based_Compensation_Stock
Stock Based Compensation - Stock Based Compensation Expense Recorded in Consolidated Statements of Income (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | $1,625 | $1,458 | $1,136 |
Cost of Revenues (Excluding Depreciation and Amortization) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | 86 | 81 | 45 |
Product Development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | 201 | 144 | 133 |
Sales and Marketing [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | 224 | 175 | 151 |
Other General and Administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | $1,114 | $1,058 | $807 |
Employee_Benefit_Plan_Addition
Employee Benefit Plan - Additional Information (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Schedule Of Sale Of Subsidiary [Abstract] | |
Employees minimum age eligibility to participate in plan | 21 years |
Minimum number of days required to be eligible for participation in plan | 30 days |
Defined contribution plan, employer matching contribution amount | $274,000 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Line of Credit Facility [Line Items] | ||
Debt outstanding | 0 | $0 |
Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Commitment fee paid per annum | 30.00% | |
Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Commitment fee paid per annum | 20.00% | |
Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Aggregate principal amount of loan agreement | 50,000,000 | |
Maturity date of Loan agreement | 24-Nov-17 | |
Maximum borrowing capacity under credit facility | 50,000,000 | |
Increase in revolving credit facility | 25,000,000 | |
Interest rate under credit facility | The borrowings under the Revolving Credit Facility bear interest at either (1) a rate per annum equal to the highest of SunTrust's prime rate or 0.5% in excess of the Federal Funds Rate or 1.0% in excess of one-month LIBOR (the "Base Rate"), plus an applicable margin, or (2) the one, two, three, or six-month per annum LIBOR for deposits in the applicable currency (the "Eurocurrency Rate"), as selected by the Company, plus an applicable margin. | |
Principal payments prior to maturity | 0 | |
Balances outstanding on the revolving credit facility | 0 | |
Revolving Credit Facility [Member] | Swingline Sub Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity under credit facility | 5,000,000 | |
Revolving Credit Facility [Member] | Letter of Credit Subfacility [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity under credit facility | 5,000,000 | |
Revolving Credit Facility [Member] | Federal Funds Effective Swap Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Interest Rate During Period | 0.50% | |
Revolving Credit Facility [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Interest Rate During Period | 1.00% | |
Revolving Credit Facility [Member] | Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum total leverage ratio | 300.00% | |
Interest coverage ratio | 300.00% | |
Revolving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Applicable margin for loans | 1.50% | |
Revolving Credit Facility [Member] | Maximum [Member] | Eurodollar [Member] | ||
Line of Credit Facility [Line Items] | ||
Applicable margin for loans | 2.00% | |
Revolving Credit Facility [Member] | Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum total leverage ratio | 100.00% | |
Interest coverage ratio | 100.00% | |
Revolving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Applicable margin for loans | 0.50% | |
Revolving Credit Facility [Member] | Minimum [Member] | Eurodollar [Member] | ||
Line of Credit Facility [Line Items] | ||
Applicable margin for loans | 1.50% |
Leases_Additional_Information_
Leases - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Leases [Abstract] | |||
Total rent expense under all operating leases | $3.10 | $2.40 | $2.20 |
Leases_Future_Rental_Payment_C
Leases - Future Rental Payment Commitments under Non-Cancelable Operating Leases (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases [Abstract] | |
2015 | $3,111 |
2016 | 1,973 |
2017 | 1,120 |
2018 | 747 |
2019 | 707 |
Thereafter | 2,856 |
Total minimum lease payments | $10,514 |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Health Care Compliance Strategies, Inc. [Member], USD $) | 12 Months Ended | 0 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 | Feb. 12, 2015 |
Subsequent Event [Line Items] | ||
Cash consideration paid for business acquisition | $12.80 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Cash consideration paid for business acquisition | $88 |