Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 26, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | HSTM | |
Entity Registrant Name | HealthStream, Inc. | |
Entity Central Index Key | 0001095565 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 31,554,160 | |
Entity Shell Company | false | |
Entity File Number | 000-27701 | |
Entity Tax Identification Number | 62-1443555 | |
Entity Address, Address Line One | 500 11th Avenue North | |
Entity Address, Address Line Two | Suite 1000 | |
Entity Address, City or Town | Nashville | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37203 | |
City Area Code | 615 | |
Local Phone Number | 301-3100 | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | TN | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock (Par Value $0.00) | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 49,792 | $ 36,566 |
Marketable securities | 5,349 | 9,928 |
Accounts receivable, net of allowance for doubtful accounts of $383 and $549 at June 30, 2021 and December 31, 2020, respectively | 28,405 | 40,726 |
Accounts receivable - unbilled | 4,049 | 5,374 |
Prepaid royalties, net of amortization | 10,603 | 9,571 |
Other prepaid expenses and other current assets | 11,969 | 12,560 |
Total current assets | 110,167 | 114,725 |
Property and equipment, net of accumulated depreciation of $22,587 and $19,237 at June 30, 2021 and December 31, 2020, respectively | 19,516 | 22,218 |
Capitalized software development, net of accumulated amortization of $77,778 and $70,516 at June 30, 2021 and December 31, 2020, respectively | 29,918 | 26,631 |
Operating lease right of use assets, net | 26,384 | 28,081 |
Goodwill | 181,502 | 178,440 |
Deferred tax assets | 974 | 974 |
Deferred commissions | 22,009 | 19,907 |
Non-marketable equity investments | 8,463 | 6,845 |
Other assets | 3,267 | 1,777 |
Total assets | 496,302 | 500,313 |
Current liabilities: | ||
Accounts payable and accrued expenses | 20,365 | 29,457 |
Accrued royalties | 6,011 | 8,809 |
Deferred revenue | 79,542 | 81,176 |
Total current liabilities | 105,918 | 119,442 |
Deferred tax liabilities | 17,898 | 14,523 |
Deferred revenue, noncurrent | 1,550 | 1,603 |
Operating lease liability, noncurrent | 26,911 | 28,479 |
Other long term liabilities | 3,646 | 2,204 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Common stock, no par value, 75,000 shares authorized; 31,554 and 31,493 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively | 272,783 | 271,784 |
Retained earnings | 67,010 | 62,277 |
Accumulated other comprehensive income | 586 | 1 |
Total shareholders’ equity | 340,379 | 334,062 |
Total liabilities and shareholders’ equity | 496,302 | 500,313 |
Customer-Related Intangible Assets [Member] | ||
Current assets: | ||
Intangible assets, net | 73,109 | 76,927 |
Other Intangible Assets [Member] | ||
Current assets: | ||
Intangible assets, net | $ 20,993 | $ 23,788 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Allowance for doubtful accounts, net | $ 383 | $ 549 |
Accumulated depreciation on property and equipment | 22,587 | 19,237 |
Accumulated amortization on capitalized software development | $ 77,778 | $ 70,516 |
Common stock, no par value | ||
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 31,554,000 | 31,493,000 |
Common stock, shares outstanding | 31,554,000 | 31,493,000 |
Customer-Related Intangible Assets [Member] | ||
Accumulated amortization on intangible assets | $ 41,155 | $ 36,723 |
Other Intangible Assets [Member] | ||
Accumulated amortization on intangible assets | $ 14,005 | $ 10,748 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 64,816 | $ 60,553 | $ 128,284 | $ 122,125 |
Operating costs and expenses: | ||||
Cost of revenues (excluding depreciation and amortization) | 22,657 | 22,935 | 45,518 | 43,294 |
Product development | 10,336 | 7,830 | 19,861 | 15,298 |
Sales and marketing | 9,462 | 8,236 | 18,481 | 17,424 |
Other general and administrative expenses | 9,781 | 10,098 | 19,391 | 19,963 |
Depreciation and amortization | 9,149 | 7,150 | 18,302 | 14,599 |
Total operating costs and expenses | 61,385 | 56,249 | 121,553 | 110,578 |
Operating income | 3,431 | 4,304 | 6,731 | 11,547 |
Other (loss) income, net | (65) | 199 | (152) | 1,906 |
Income before income tax provision | 3,366 | 4,503 | 6,579 | 13,453 |
Income tax provision | 925 | 1,061 | 1,847 | 2,920 |
Net income | $ 2,441 | $ 3,442 | $ 4,732 | $ 10,533 |
Net income per share: | ||||
Basic | $ 0.08 | $ 0.11 | $ 0.15 | $ 0.33 |
Diluted | $ 0.08 | $ 0.11 | $ 0.15 | $ 0.33 |
Weighted average shares of common stock outstanding: | ||||
Basic | 31,553 | 31,997 | 31,528 | 32,166 |
Diluted | 31,616 | 32,025 | 31,571 | 32,191 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 2,441 | $ 3,442 | $ 4,732 | $ 10,533 |
Other comprehensive income, net of taxes: | ||||
Foreign currency translation adjustments | 347 | 17 | 577 | (27) |
Unrealized gain on marketable securities | 4 | 125 | 8 | 24 |
Total other comprehensive income (loss) | 351 | 142 | 585 | (3) |
Comprehensive income | $ 2,792 | $ 3,584 | $ 5,317 | $ 10,530 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance at Dec. 31, 2019 | $ 338,168 | $ 290,021 | $ 48,143 | $ 4 |
Beginning balance, shares at Dec. 31, 2019 | 32,379 | |||
Net income | 7,092 | 7,092 | ||
Comprehensive income (loss) | (145) | (145) | ||
Stock based compensation | 550 | $ 550 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes | (373) | $ (373) | ||
Common stock issued under stock plans, net of shares withheld for employee taxes, shares | 62 | |||
Repurchase of common stock | (9,876) | $ (9,876) | ||
Repurchase of common stock | (438) | |||
Ending balance at Mar. 31, 2020 | 335,416 | $ 280,322 | 55,235 | (141) |
Ending balance, shares at Mar. 31, 2020 | 32,003 | |||
Beginning balance at Dec. 31, 2019 | 338,168 | $ 290,021 | 48,143 | 4 |
Beginning balance, shares at Dec. 31, 2019 | 32,379 | |||
Net income | 10,533 | |||
Comprehensive income (loss) | (3) | |||
Ending balance at Jun. 30, 2020 | 339,424 | $ 280,746 | 58,677 | 1 |
Ending balance, shares at Jun. 30, 2020 | 31,997 | |||
Beginning balance at Mar. 31, 2020 | 335,416 | $ 280,322 | 55,235 | (141) |
Beginning balance, shares at Mar. 31, 2020 | 32,003 | |||
Net income | 3,442 | 3,442 | ||
Comprehensive income (loss) | 142 | 142 | ||
Stock based compensation | 557 | $ 557 | ||
Repurchase of common stock | (133) | $ (133) | ||
Repurchase of common stock | (6) | |||
Ending balance at Jun. 30, 2020 | 339,424 | $ 280,746 | 58,677 | 1 |
Ending balance, shares at Jun. 30, 2020 | 31,997 | |||
Beginning balance at Dec. 31, 2020 | $ 334,062 | $ 271,784 | 62,277 | 1 |
Beginning balance, shares at Dec. 31, 2020 | 31,493 | 31,493 | ||
Net income | $ 2,291 | 2,291 | ||
Comprehensive income (loss) | 234 | 234 | ||
Stock based compensation | 616 | $ 616 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes | (399) | $ (399) | ||
Common stock issued under stock plans, net of shares withheld for employee taxes, shares | 60 | |||
Ending balance at Mar. 31, 2021 | 336,805 | $ 272,001 | 64,569 | 235 |
Ending balance, shares at Mar. 31, 2021 | 31,553 | |||
Beginning balance at Dec. 31, 2020 | $ 334,062 | $ 271,784 | 62,277 | 1 |
Beginning balance, shares at Dec. 31, 2020 | 31,493 | 31,493 | ||
Net income | $ 4,732 | |||
Comprehensive income (loss) | 585 | |||
Ending balance at Jun. 30, 2021 | $ 340,379 | $ 272,783 | 67,010 | 586 |
Ending balance, shares at Jun. 30, 2021 | 31,554 | 31,554 | ||
Beginning balance at Mar. 31, 2021 | $ 336,805 | $ 272,001 | 64,569 | 235 |
Beginning balance, shares at Mar. 31, 2021 | 31,553 | |||
Net income | 2,441 | 2,441 | ||
Comprehensive income (loss) | 351 | 351 | ||
Stock based compensation | 782 | $ 782 | ||
Common stock issued under stock plans, net of shares withheld for employee taxes, shares | 1 | |||
Ending balance at Jun. 30, 2021 | $ 340,379 | $ 272,783 | $ 67,010 | $ 586 |
Ending balance, shares at Jun. 30, 2021 | 31,554 | 31,554 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
OPERATING ACTIVITIES: | ||
Net income | $ 4,732 | $ 10,533 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 18,302 | 14,599 |
Stock based compensation | 1,398 | 1,107 |
Amortization of deferred commissions | 4,509 | 4,254 |
Provision for doubtful accounts | 3 | 351 |
Deferred income taxes | 1,751 | 2,427 |
Loss on non-marketable equity investments | 133 | 50 |
Non-cash paid time off expense | (1,011) | |
Non-cash royalty expense | (3,440) | |
Change in fair value of non-marketable equity investments | (1,181) | |
Other | 60 | 121 |
Changes in operating assets and liabilities: | ||
Accounts and unbilled receivables | 12,247 | (3,759) |
Prepaid royalties | (1,032) | 576 |
Other prepaid expenses and other current assets | 590 | 547 |
Deferred commissions | (6,612) | (3,634) |
Other assets | (168) | 505 |
Accounts payable and accrued expenses | (6,041) | (5,167) |
Accrued royalties | (2,798) | (4,588) |
Deferred revenue | (1,739) | 231 |
Net cash provided by operating activities | 24,324 | 13,532 |
INVESTING ACTIVITIES: | ||
Business combinations, net of cash acquired | (731) | (21,449) |
Proceeds from maturities of marketable securities | 9,731 | 46,183 |
Purchases of marketable securities | (5,205) | (36,942) |
Payments to acquire non-marketable equity investments | (1,000) | |
Payments to acquire equity method investments | (1,750) | |
Payments associated with capitalized software development | (10,277) | (7,619) |
Purchases of property and equipment | (2,407) | (1,268) |
Net cash used in investing activities | (10,639) | (22,095) |
FINANCING ACTIVITIES: | ||
Taxes paid related to net settlement of equity awards | (399) | (373) |
Repurchases of common stock | (10,009) | |
Payment of cash dividends | (12) | (31) |
Net cash used in financing activities | (411) | (10,413) |
Effect of exchange rate changes on cash and cash equivalents | (48) | (28) |
Net increase (decrease) in cash and cash equivalents | 13,226 | (19,004) |
Cash and cash equivalents at beginning of period | 36,566 | 131,538 |
Cash and cash equivalents at end of period | $ 49,792 | 112,534 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Non-cash additions to non-marketable equity investments | $ 1,300 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) for interim financial information and with the instructions to Form 10‑Q and Article 10 of Regulation S‑X. Accordingly, condensed consolidated financial statements do not include all of the information and footnotes required by US GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. All intercompany transactions have been eliminated in consolidation. Operating results for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. The Condensed Consolidated Balance Sheet at December 31, 2020 was derived from the audited Consolidated Financial Statements at that date but does not include all of the information and footnotes required by US GAAP for a complete set of financial statements. For further information, refer to the Consolidated Financial Statements and Notes thereto for the year ended December 31, 2020 (included in the Company's Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 25, 2021). |
Revenue Recognition and Sales C
Revenue Recognition and Sales Commissions | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition and Sales Commissions | 2. REVENUE RECOGNITION AND SALES COMMISSIONS Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to the customer in an amount that reflects the consideration the Company expects to be entitled in exchange for transferring those goods or services. Revenue is recognized based on the following five step model: • Identification of the contract with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The following table represents revenues disaggregated by revenue source (in thousands). Sales taxes are excluded from revenues. Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 Business Segments Workforce Solutions Provider Solutions Consolidated Workforce Solutions Provider Solutions Consolidated Subscription $ 50,740 $ 10,905 $ 61,645 $ 100,511 $ 21,502 $ 122,013 Professional services 1,418 1,753 3,171 2,894 3,377 6,271 Total revenues, net $ 52,158 $ 12,658 $ 64,816 $ 103,405 $ 24,879 $ 128,284 Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 Business Segments Workforce Solutions Provider Solutions Consolidated Workforce Solutions Provider Solutions Consolidated Subscription $ 47,981 $ 9,954 $ 57,935 $ 96,699 $ 19,938 $ 116,637 Professional services 907 1,711 2,618 2,013 3,475 5,488 Total revenues, net $ 48,888 $ 11,665 $ 60,553 $ 98,712 $ 23,413 $ 122,125 For the six months ended June 30, 2021 and 2020, the Company recognized $3,000 and $0.4 million in impairment losses on receivables and contract assets arising from the Company’s contracts with customers, respectively. Deferred revenue represents contract liabilities that are recorded when cash payments are received or are due in advance of our satisfaction of performance obligations. During the three months ended June 30, 2021 and 2020, we recognized revenues of approximately $40.5 million and $35.2 million, respectively, from amounts included in deferred revenue at the beginning of the respective periods. During the six months ended June 30, 2021 and 2020, we recognized $52.2 million and $49.9 million of revenue from amounts included in deferred revenues at the beginning of the respective periods. As of June 30, 2021, approximately $448 million of revenue is expected to be recognized from remaining performance obligations under contracts with customers. We expect to recognize revenue related to approximately 46% of these remaining performance obligations over the next 12 months, with the remaining amounts recognized thereafter. Sales Commissions Sales commissions earned by our sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Under ASC 606, costs to acquire contracts with customers, such as the initial sales commission payment and associated payroll taxes, are capitalized in the period a customer contract is entered into and are amortized consistent with the transfer of the goods or services to the customer over the expected period of benefit, whereas subsequent sales commission payments which require a substantive performance condition of the employee are expensed ratably through the payment date. Capitalized contract costs are included in deferred commissions in the accompanying Condensed Consolidated Balance Sheets. The expected period of benefit is the contract term, except when the capitalized commission is expected to provide economic benefit to the Company for a period longer than the contract term, such as for new customer or incremental sales where renewals are expected and renewal commissions are not commensurate with initial commissions. Non-commensurate commissions are amortized over the greater of the contract term or technological obsolescence period of approximately three years. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 3. 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. The Company computes its interim period provision for income taxes by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusts the provision for discrete tax items recorded in the period. During the three months ended June 30, 2021 and 2020 , the Company recorded a provision for income taxes of approximately $0.9 million and $1.1 million, respectively. During the six months ended June 30, 2021 and 2020, the Company recorded a provision for income taxes of $1.8 million and $2.9 million, respectively. The Company’s effective tax rate for the six months ended June 30, 2021 and 2020 was 28% and 22%, respectively. During the six months ended June 30, 2020, the Company recorded a $1.2 million change in fair value of non-marketable equity investments as a result of the NurseGrid acquisition, which is not a taxable transaction, resulting in a tax benefit of $0.3 million. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Shareholders' Equity | 4. SHAREHOLDERS’ EQUITY Stock Based Compensation The Company has stock awards outstanding under its 2016 Omnibus Incentive Plan. The Company accounts for its stock based compensation plan using the fair-value based method for costs related to share based payments, including restricted share units (“RSUs”). During the six months ended June 30, 2021, the Company issued 122,686 RSUs, subject to service-based time vesting, with a weighted average grant date fair value of $23.16 per share, measured based on the closing fair market value of the Company’s stock on the date of grant. During the six months ended June 30, 2020, the Company issued 111,510 RSUs, subject to service-based time vesting, with a weighted average grant date fair value of $22.96 per share, measured based on the closing fair market value of the Company’s stock on the date of grant. Total stock based compensation expense recognized in the Condensed Consolidated Statements of Income is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of revenues (excluding depreciation and amortization) $ 33 $ 16 $ 53 $ 23 Product development 116 93 218 173 Sales and marketing 76 60 141 110 Other general and administrative 557 388 986 801 Total stock based compensation expense $ 782 $ 557 $ 1,398 $ 1,107 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 5 . 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 available to common shareholders for the period by the weighted average number of potentially dilutive common and common equivalent shares outstanding during the period. Common equivalent shares are composed of incremental common shares issuable upon the exercise of stock options and RSUs subject to vesting. The dilutive effect of common equivalent shares is included in diluted earnings per share by application of the treasury stock method. The total number of common equivalent shares excluded from the calculations of diluted earnings per share, due to their anti-dilutive effect or contingent performance conditions, was approximately 111,000 and 108,000 for the three months ended June 30, 2021 and 2020 The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net income $ 2,441 $ 3,442 $ 4,732 $ 10,533 Denominator: Weighted-average shares outstanding 31,553 31,997 31,528 32,166 Effect of dilutive shares 63 28 43 25 Weighted-average diluted shares 31,616 32,025 31,571 32,191 Net income per share: Basic $ 0.08 $ 0.11 $ 0.15 $ 0.33 Diluted $ 0.08 $ 0.11 $ 0.15 $ 0.33 |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2021 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable Securities | 6. MARKETABLE SECURITIES The fair value of marketable securities, which were all classified as available for sale and which the Company does not intend to sell nor will the Company be required to sell prior to recovery of their amortized cost basis, included the following (in thousands): June 30, 2021 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Cash $ 49,792 $ — $ — $ 49,792 $ 49,792 $ — Level 2: Corporate debt securities 5,348 1 — 5,349 — 5,349 Total $ 55,140 $ 1 $ — $ 55,141 $ 49,792 $ 5,349 December 31, 2020 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Cash $ 31,558 $ — $ — $ 31,558 $ 31,558 $ — Level 2: Time deposits 10,021 — — 10,021 5,008 5,013 Corporate debt securities 4,923 — (8 ) 4,915 — 4,915 Total $ 46,502 $ — $ (8 ) $ 46,494 $ 36,566 $ 9,928 The carrying amounts reported in the Condensed Consolidated Balance Sheets approximate the fair value based on quoted market prices or alternative pricing sources and models utilizing market observable inputs. As of June 30, 2021, the Company did not recognize any allowance for credit impairments on its available for sale debt securities. All investments in marketable securities are classified as current assets on the Condensed Consolidated Balance Sheets because the underlying securities mature within one year from the balance sheet date. |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | 7. BUSINESS COMBINATIONS NurseGrid On March 9, 2020, the Company acquired all of the outstanding stock of HcT2 Co. dba NurseGrid (“NurseGrid”), a Portland, Oregon-based healthcare technology company offering NurseGrid Mobile and its corollary application for nurse managers, NurseGrid Enterprise, for net cash consideration of approximately $21.5 million, after giving effect to the post-closing working capital adjustment. The Company accounted for this transaction as a business combination achieved in stages which required the Company to remeasure its previously existing minority ownership interest, which was accounted for as a non-marketable equity investment measured using the fair value alternative, to fair value at the acquisition date based on the total enterprise value, adjusting for a control premium. The fair value of the Company’s interest in NurseGrid was $3.6 million at closing, resulting in a gain of $1.2 million, recorded as a change in fair value of non-marketable equity investments in the Company’s Condensed Consolidated Statement of Income during the three months ended March 31, 2020. Additionally, the Company’s previously recorded non-marketable equity investment in NurseGrid was de-recognized from the Company’s Condensed Consolidated Balance Sheet during the same period. Acquisition-related transaction costs were $0.2 million. The financial results of NurseGrid have been included in the Workforce Solutions segment from March 9, 2020 A summary of the purchase price is as follows (in thousands): Cash paid at closing $ 25,485 Post-closing adjustment, net of cash received 33 Cash acquired (4,064 ) Net consideration paid 21,454 Fair value of existing equity interest in NurseGrid 3,623 Net consideration paid $ 25,077 The following table summarizes the fair value of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Accounts and unbilled receivable, net $ 92 Prepaid and other current assets 155 Operating lease right-of-use assets 50 Deferred tax assets 2,121 Goodwill 21,085 Intangible assets 1,845 Accounts payable and accrued liabilities (143 ) Deferred revenue (78 ) Operating lease liabilities (50 ) Net assets acquired $ 25,077 The excess of purchase price over the fair values of net tangible and intangible assets is recorded as goodwill. The fair values of tangible and identifiable intangible assets and liabilities are based on management’s estimates and assumptions. The primary intangible assets acquired were developed technology and trade name. The fair value estimate for developed technology intangible asset included significant assumptions, including the estimate of employee hours that would be needed to recreate the technology. The fair value estimate for trade name intangible asset included significant assumptions in the prospective financial information, such as projected revenues, royalty rate, and the discount rate. Additionally, these assumptions are forward looking and could be affected by future economic and market conditions. The goodwill balance is primarily attributed to the assembled workforce, future market opportunities to engage and support the NurseGrid Mobile user community, and expected synergies from integrating NurseGrid with other combined functional areas within the Company. 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 at the acquisition date of $157,000 to an estimated fair value of $78,000. The $79,000 write-down of deferred revenue will result in lower revenues than would have otherwise been recognized for such services The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of the acquisition date (in thousands): Fair value Useful life Customer relationships $ 35 8 years Developed technology 1,110 5 years Trade name 700 Indefinite Total intangible assets $ 1,845 The following unaudited pro forma financial information summarizes the results of operations of the Company and NurseGrid as though the companies were combined as of January 1, 2019 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Total revenues $ 64,816 $ 60,588 $ 128,289 $ 122,233 Net income $ 2,441 $ 3,469 $ 4,736 $ 9,994 Net income per share - basic $ 0.08 $ 0.11 $ 0.15 $ 0.31 Net income per share - diluted $ 0.08 $ 0.11 $ 0.15 $ 0.31 These unaudited pro forma combined results of operations include certain adjustments arising from the acquisition, such as amortization of intangible assets, depreciation of property and equipment, interest expense related to NurseGrid’s previously outstanding debt, and fair value adjustments of acquired deferred revenue balances . The unaudited pro forma combined results of operations is for informational purposes only and is not indicative of what the Company’s results of operations would have been had the transaction occurred at the beginning of the earliest period presented or to project the Company’s results of operations in any future period. ShiftWizard On October 12, 2020, the Company acquired all of the outstanding stock of ShiftWizard, Inc., a Raleigh, North Carolina-based healthcare technology company offering a SaaS-based solution that integrates key workforce management capabilities, including scheduling, productivity, and forecasting. The consideration paid for ShiftWizard consisted of $30.5 million in cash after giving effect to the The following table summarizes the fair value of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Cash $ 1,091 Accounts and unbilled receivable, net 1,038 Prepaid assets 106 Operating lease right-of-use assets 183 Property and equipment 50 Indemnification assets 464 Goodwill 19,307 Intangible asset 12,660 Accounts payable and accrued liabilities (600 ) Deferred revenue (1,601 ) Deferred tax liability (1,559 ) Operating lease liabilities (183 ) Indemnification liability (464 ) Net assets acquired $ 30,492 The excess of purchase price over the fair values of net tangible and intangible assets is recorded as goodwill. The fair values of tangible and identifiable intangible assets and liabilities are based on management’s estimates and assumptions. Included in the assets and liabilities is an indemnification asset and liability of $0.5 million associated with a Paycheck Protection Program loan pending forgiveness as of the acquisition date that was subsequently forgiven. The primary intangible assets acquired were customer relationships and developed technology. The fair value estimate for customer relationships intangible asset included significant assumptions in the prospective financial information, such as revenue growth, customer attrition, EBITDA margin, and the discount rate. The fair value estimate for developed technology intangible asset included significant assumptions, including the estimate of employee hours that would be needed to recreate the technology. Additionally, these assumptions are forward looking and could be affected by future economic and market conditions. The goodwill balance is primarily attributed to the assembled workforce, additional market opportunities from offering ShiftWizard products, and expected synergies from integrating ShiftWizard with other products or other combined functional areas within the Company. 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 at the acquisition date of $2.7 million to an estimated fair value of $1.6 million. The $1.1 million write-down of deferred revenue will result in lower revenues than would have otherwise been recognized for such services. The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of the acquisition date (in thousands): Fair Value Useful life Customer relationships $ 7,800 18 years Developed technology 4,050 5 years Non-compete 580 1 - 5 years Trade name 230 5 years Total intangible assets $ 12,660 The following unaudited pro forma financial information summarizes the results of operations of the Company and ShiftWizard as though the companies were combined as of January 1, 2019 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Total revenues $ 64,981 $ 61,543 $ 128,700 $ 124,119 Net income $ 2,580 $ 3,076 $ 5,073 $ 9,816 Net income per share - basic $ 0.08 $ 0.10 $ 0.16 $ 0.31 Net income per share - diluted $ 0.08 $ 0.10 $ 0.16 $ 0.31 These unaudited pro forma combined results of operations include certain adjustments arising from the acquisition, such as amortization of intangible assets, depreciation of property and equipment, and fair value adjustments of acquired deferred revenue balances. The unaudited pro forma combined results of operations is for informational purposes only and is not indicative of what the Company’s results of operations would have been had the transaction occurred at the beginning of the earliest period presented or to project the Company’s results of operations in any future period. ANSOS TM On December 2, 2020, the Company acquired all of the equity interests of Change Healthcare’s staff scheduling business, consisting of the ANSOS TM The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Cash $ 1,599 Accounts and unbilled receivable, net 10,053 Prepaid assets 233 Operating lease right-of-use assets 888 Property and equipment 66 Deferred tax assets 2,883 Indemnification asset 2,029 Goodwill 36,800 Intangible assets 32,440 Accounts payable and accrued liabilities (1,693 ) Deferred revenue (14,321 ) Operating lease liabilities (888 ) Deferred tax liability (1,612 ) Uncertain tax position liability (2,029 ) Net assets acquired $ 66,448 The excess of purchase price over the preliminary fair values of net tangible and intangible assets is recorded as goodwill. The fair values of tangible and identifiable intangible assets and liabilities are based on management’s estimates and assumptions. The preliminary fair values of assets acquired and liabilities assumed continue to be subject to change during the measurement period (up to one year from the acquisition date) as the Company finalizes the valuation of these items. The primary areas of the preliminary purchase price allocation that are not finalized include the composition and valuation of income tax attributes and working capital accounts. Included in the preliminary assets and liabilities acquired is an indemnification asset and an uncertain tax position liability determined based on management’s estimate of the most likely value related to income tax attributes. During the six months ended June 30, 2021, the Company made adjustments to accounts receivable, deferred revenue, indemnification asset, uncertain tax position liability, and deferred tax assets based on updated information obtained since our preliminary estimates were made. As a result of these items, coupled with the impact of the post-closing working capital adjustment, the Company recorded a measurement period adjustment which increased goodwill by $1.5 million. The measurement period adjustment had no effect on current or prior period earnings. The primary intangible assets acquired were customer relationships and developed technology. The fair value estimate for customer relationships intangible asset included significant assumptions regarding prospective financial information with respect to the acquisition, including with respect to revenue growth, customer attrition, EBITDA margin, and the discount rate. The fair value estimate for developed technology intangible asset included significant assumptions, including the estimate of employee hours that would be needed to recreate the technology. Additionally, these assumptions are forward looking and could be affected by future economic and market conditions. The goodwill balance is primarily attributed to the assembled workforce, additional market opportunities from offering ANSOS products, and expected synergies from integrating ANSOS with other products or other combined functional areas within the Company. The portion of goodwill allocated to the U.S. entity is deductible for U.S. income tax purposes (representing 95%). The net tangible assets include deferred revenue, which was adjusted down from a book value at the acquisition date of $17.6 million to an estimated fair value of $14.3 million. The $3.3 million write-down of deferred revenue will result in lower revenues than would have otherwise been recognized for such services. The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of the acquisition date (in thousands): Fair Value Useful life Customer relationships $ 21,100 11 - 14 years Developed technology 9,800 5 years Trade name 1,540 10 years Total intangible assets $ 32,440 The following unaudited pro forma financial information summarizes the results of operations of the Company and ANSOS as though the companies were combined as of January 1, 2019 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Total revenues $ 65,653 $ 67,768 $ 130,220 $ 136,205 Net income $ 3,089 $ 4,844 $ 6,214 $ 13,106 Net income per share - basic $ 0.10 $ 0.15 $ 0.20 $ 0.41 Net income per share - diluted $ 0.10 $ 0.15 $ 0.20 $ 0.41 These unaudited pro forma combined results of operations include certain adjustments arising from the acquisition, such as amortization of intangible assets, depreciation of property and equipment, and fair value adjustments of acquired deferred revenue balances. The unaudited pro forma combined results of operations is for informational purposes only and is not indicative of what the Company’s results of operations would have been had the transaction occurred at the beginning of the earliest period presented or to project the Company’s results of operations in any future period. Other Business Combinations On December 10, 2020, the Company acquired substantially all of the assets of myClinicalExchange, LLC, a Denver, Colorado-based information technologies company offering a SaaS-based solution that allows healthcare organizations to track, manage, and report the intern and clinical rotation educational requirements of medical, nursing, and allied healthcare students as well as host required documentation for medical residents. The consideration paid for myClinicalExchange consisted of $4.4 million in cash. Acquisition-related transaction costs were $0.1 million. The acquisition is not considered material to the Company’s Financial Statements. The Company accounted for the acquisition as a business combination and has allocated the purchase consideration based on management’s estimates of fair value. The results of operations for myClinicalExchange are included in the Company’s Condensed Consolidated Financial Statements from the date of acquisition and are included in the Workforce Solutions segment On January 19, 2021, the Company acquired the issued and outstanding equity of ProcessDATA, Ltd. (d/b/a ComplyALIGN and HospitalPORTAL) (“ComplyALIGN”), a Chicago, Illinois-based healthcare technology company offering a SaaS-based policy management system for healthcare organizations, for $ 2.0 million in cash. The acquisition is not considered material to the Company’s financial statements. The Company accounted for the acquisition as a business combination and has allocated the purchase consideration based on management’s estimates of fair value. Acquisition-related transaction costs were $ 0.1 million. The results of operations for ComplyALIGN are included in the Company’s Condensed C onsolidated F inancial S tatements from the date of acquisition and are included in the Workforce Solutions segment. During the six months ended June 30, 2021, the carrying amount of goodwill increased by $3.1 million, consisting of a $1.5 million of measurement period adjustment related to ANSOS, $1.0 million of acquired goodwill related to ComplyALIGN, and $0.6 million for the effect of currency translation adjustments |
Business Segments
Business Segments | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Business Segments | 8. BUSINESS SEGMENTS The Company provides services to healthcare organizations and other members within the healthcare industry. The Company’s services are focused on the delivery of workforce training, certification, assessment, development, and scheduling products and services (Workforce Solutions) and provider credentialing, privileging, call center, and enrollment products and services (Provider 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, information systems, administrative and executive personnel, depreciation, a portion of amortization, and certain other expenses, which are not currently allocated in measuring segment performance. Three Months Ended June 30, Six Months Ended June 30, Revenues, net: 2021 2020 2021 2020 Workforce Solutions 52,158 $ 48,888 $ 103,405 $ 98,712 Provider Solutions 12,658 11,665 24,879 23,413 Total revenues, net $ 64,816 $ 60,553 $ 128,284 $ 122,125 Operating income: Workforce Solutions $ 9,222 $ 10,447 $ 18,249 $ 23,817 Provider Solutions 2,166 1,272 4,221 2,469 Unallocated (7,957 ) (7,415 ) (15,739 ) (14,739 ) Total operating income $ 3,431 $ 4,304 $ 6,731 $ 11,547 Segment assets * June 30, 2021 December 31, 2020 Workforce Solutions $ 263,839 $ 270,924 Provider Solutions 135,474 140,490 Unallocated 96,989 88,899 Total assets $ 496,302 $ 500,313 * Segment assets include accounts and unbilled receivables, prepaid royalties, prepaid and other current assets, other assets, capitalized software development, deferred commissions, certain property and equipment, goodwill, and intangible assets. Cash and cash equivalents, marketable securities, non-marketable equity investments, and certain ROU assets are not allocated to individual segments and are included within Unallocated. A significant portion of property and equipment assets are included within Unallocated. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 9 . DEBT Revolving Credit Facility On October 28, 2020, the Company entered into a Third Amendment to Revolving Credit Agreement (Revolving Credit Facility), amending the Revolving Credit Facility dated as of November 24, 2014 with Truist Bank, successor by merger to SunTrust Bank (Truist), extending the maturity date to October 28, 2023. Under the Revolving Credit Facility, the Company may borrow up to $65.0 million, which includes a $5.0 million swing line sub-facility and a $5.0 million letter of credit sub-facility, 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. 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 Truist’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 1.75%. The applicable margin for Base Rate loans depends on the Company’s funded debt leverage ratio and varies from 0.50% to 0.75%. Commitment fees and letter of credit fees are also payable under the Revolving Credit Facility. Principal is payable in full at maturity on October 28, 2023, 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 obligations under the Revolving Credit Facility are guaranteed by each of the Company’s subsidiaries. The purpose of the Revolving Credit Facility is for general working capital needs, permitted acquisitions (as defined in the Revolving Credit Facility), 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 June 30, 2021, the Company was in compliance with all covenants. There were no balances outstanding on the Revolving Credit Facility as of or during the three and six months ended June 30, 2021. |
Revenue Recognition and Sales_2
Revenue Recognition and Sales Commissions (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Revenues Included in Continuing Operations from Contracts with Customers Disaggregated by Revenue Source | The following table represents revenues disaggregated by revenue source (in thousands). Sales taxes are excluded from revenues. Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 Business Segments Workforce Solutions Provider Solutions Consolidated Workforce Solutions Provider Solutions Consolidated Subscription $ 50,740 $ 10,905 $ 61,645 $ 100,511 $ 21,502 $ 122,013 Professional services 1,418 1,753 3,171 2,894 3,377 6,271 Total revenues, net $ 52,158 $ 12,658 $ 64,816 $ 103,405 $ 24,879 $ 128,284 Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 Business Segments Workforce Solutions Provider Solutions Consolidated Workforce Solutions Provider Solutions Consolidated Subscription $ 47,981 $ 9,954 $ 57,935 $ 96,699 $ 19,938 $ 116,637 Professional services 907 1,711 2,618 2,013 3,475 5,488 Total revenues, net $ 48,888 $ 11,665 $ 60,553 $ 98,712 $ 23,413 $ 122,125 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stock Based Compensation Expense Recognized in Condensed Consolidated Statements of Income | Total stock based compensation expense recognized in the Condensed Consolidated Statements of Income is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of revenues (excluding depreciation and amortization) $ 33 $ 16 $ 53 $ 23 Product development 116 93 218 173 Sales and marketing 76 60 141 110 Other general and administrative 557 388 986 801 Total stock based compensation expense $ 782 $ 557 $ 1,398 $ 1,107 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net income $ 2,441 $ 3,442 $ 4,732 $ 10,533 Denominator: Weighted-average shares outstanding 31,553 31,997 31,528 32,166 Effect of dilutive shares 63 28 43 25 Weighted-average diluted shares 31,616 32,025 31,571 32,191 Net income per share: Basic $ 0.08 $ 0.11 $ 0.15 $ 0.33 Diluted $ 0.08 $ 0.11 $ 0.15 $ 0.33 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Investments Debt And Equity Securities [Abstract] | |
Fair Value of Available for Sale Marketable Securities | The fair value of marketable securities, which were all classified as available for sale and which the Company does not intend to sell nor will the Company be required to sell prior to recovery of their amortized cost basis, included the following (in thousands): June 30, 2021 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Cash $ 49,792 $ — $ — $ 49,792 $ 49,792 $ — Level 2: Corporate debt securities 5,348 1 — 5,349 — 5,349 Total $ 55,140 $ 1 $ — $ 55,141 $ 49,792 $ 5,349 December 31, 2020 Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Cash $ 31,558 $ — $ — $ 31,558 $ 31,558 $ — Level 2: Time deposits 10,021 — — 10,021 5,008 5,013 Corporate debt securities 4,923 — (8 ) 4,915 — 4,915 Total $ 46,502 $ — $ (8 ) $ 46,494 $ 36,566 $ 9,928 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
NurseGrid [Member] | |
Summary of Purchase Price | A summary of the purchase price is as follows (in thousands): Cash paid at closing $ 25,485 Post-closing adjustment, net of cash received 33 Cash acquired (4,064 ) Net consideration paid 21,454 Fair value of existing equity interest in NurseGrid 3,623 Net consideration paid $ 25,077 |
Summary of Preliminary Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Accounts and unbilled receivable, net $ 92 Prepaid and other current assets 155 Operating lease right-of-use assets 50 Deferred tax assets 2,121 Goodwill 21,085 Intangible assets 1,845 Accounts payable and accrued liabilities (143 ) Deferred revenue (78 ) Operating lease liabilities (50 ) Net assets acquired $ 25,077 |
Summary of Components of Identifiable Intangible Assets and Estimated Useful Lives | The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of the acquisition date (in thousands): Fair value Useful life Customer relationships $ 35 8 years Developed technology 1,110 5 years Trade name 700 Indefinite Total intangible assets $ 1,845 |
Summary of Unaudited Pro Forma Financial Information | The following unaudited pro forma financial information summarizes the results of operations of the Company and NurseGrid as though the companies were combined as of January 1, 2019 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Total revenues $ 64,816 $ 60,588 $ 128,289 $ 122,233 Net income $ 2,441 $ 3,469 $ 4,736 $ 9,994 Net income per share - basic $ 0.08 $ 0.11 $ 0.15 $ 0.31 Net income per share - diluted $ 0.08 $ 0.11 $ 0.15 $ 0.31 |
ShiftWizard [Member] | |
Summary of Preliminary Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Cash $ 1,091 Accounts and unbilled receivable, net 1,038 Prepaid assets 106 Operating lease right-of-use assets 183 Property and equipment 50 Indemnification assets 464 Goodwill 19,307 Intangible asset 12,660 Accounts payable and accrued liabilities (600 ) Deferred revenue (1,601 ) Deferred tax liability (1,559 ) Operating lease liabilities (183 ) Indemnification liability (464 ) Net assets acquired $ 30,492 |
Summary of Components of Identifiable Intangible Assets and Estimated Useful Lives | The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of the acquisition date (in thousands): Fair Value Useful life Customer relationships $ 7,800 18 years Developed technology 4,050 5 years Non-compete 580 1 - 5 years Trade name 230 5 years Total intangible assets $ 12,660 |
Summary of Unaudited Pro Forma Financial Information | The following unaudited pro forma financial information summarizes the results of operations of the Company and ShiftWizard as though the companies were combined as of January 1, 2019 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Total revenues $ 64,981 $ 61,543 $ 128,700 $ 124,119 Net income $ 2,580 $ 3,076 $ 5,073 $ 9,816 Net income per share - basic $ 0.08 $ 0.10 $ 0.16 $ 0.31 Net income per share - diluted $ 0.08 $ 0.10 $ 0.16 $ 0.31 |
ANSOSTM Staff Scheduling Application [Member] | |
Summary of Preliminary Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Cash $ 1,599 Accounts and unbilled receivable, net 10,053 Prepaid assets 233 Operating lease right-of-use assets 888 Property and equipment 66 Deferred tax assets 2,883 Indemnification asset 2,029 Goodwill 36,800 Intangible assets 32,440 Accounts payable and accrued liabilities (1,693 ) Deferred revenue (14,321 ) Operating lease liabilities (888 ) Deferred tax liability (1,612 ) Uncertain tax position liability (2,029 ) Net assets acquired $ 66,448 |
Summary of Components of Identifiable Intangible Assets and Estimated Useful Lives | The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of the acquisition date (in thousands): Fair Value Useful life Customer relationships $ 21,100 11 - 14 years Developed technology 9,800 5 years Trade name 1,540 10 years Total intangible assets $ 32,440 |
Summary of Unaudited Pro Forma Financial Information | The following unaudited pro forma financial information summarizes the results of operations of the Company and ANSOS as though the companies were combined as of January 1, 2019 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Total revenues $ 65,653 $ 67,768 $ 130,220 $ 136,205 Net income $ 3,089 $ 4,844 $ 6,214 $ 13,106 Net income per share - basic $ 0.10 $ 0.15 $ 0.20 $ 0.41 Net income per share - diluted $ 0.10 $ 0.15 $ 0.20 $ 0.41 |
Business Segments (Tables)
Business Segments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Business Segment Information Based on Net Revenues and Operating Income | The following is the Company’s business segment information (in thousands). Three Months Ended June 30, Six Months Ended June 30, Revenues, net: 2021 2020 2021 2020 Workforce Solutions 52,158 $ 48,888 $ 103,405 $ 98,712 Provider Solutions 12,658 11,665 24,879 23,413 Total revenues, net $ 64,816 $ 60,553 $ 128,284 $ 122,125 Operating income: Workforce Solutions $ 9,222 $ 10,447 $ 18,249 $ 23,817 Provider Solutions 2,166 1,272 4,221 2,469 Unallocated (7,957 ) (7,415 ) (15,739 ) (14,739 ) Total operating income $ 3,431 $ 4,304 $ 6,731 $ 11,547 |
Business Segment Information Based on Assets | Segment assets * June 30, 2021 December 31, 2020 Workforce Solutions $ 263,839 $ 270,924 Provider Solutions 135,474 140,490 Unallocated 96,989 88,899 Total assets $ 496,302 $ 500,313 * Segment assets include accounts and unbilled receivables, prepaid royalties, prepaid and other current assets, other assets, capitalized software development, deferred commissions, certain property and equipment, goodwill, and intangible assets. Cash and cash equivalents, marketable securities, non-marketable equity investments, and certain ROU assets are not allocated to individual segments and are included within Unallocated. A significant portion of property and equipment assets are included within Unallocated. |
Revenue Recognition and Sales_3
Revenue Recognition and Sales Commissions - Schedule of Revenues Included in Continuing Operations Disaggregated by Revenue Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | $ 64,816 | $ 60,553 | $ 128,284 | $ 122,125 |
Workforce Solutions [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 52,158 | 48,888 | 103,405 | 98,712 |
Provider Solutions [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 12,658 | 11,665 | 24,879 | 23,413 |
Subscription Services [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 61,645 | 57,935 | 122,013 | 116,637 |
Subscription Services [Member] | Workforce Solutions [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 50,740 | 47,981 | 100,511 | 96,699 |
Subscription Services [Member] | Provider Solutions [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 10,905 | 9,954 | 21,502 | 19,938 |
Professional Services [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 3,171 | 2,618 | 6,271 | 5,488 |
Professional Services [Member] | Workforce Solutions [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | 1,418 | 907 | 2,894 | 2,013 |
Professional Services [Member] | Provider Solutions [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues, net | $ 1,753 | $ 1,711 | $ 3,377 | $ 3,475 |
Revenue Recognition and Sales_4
Revenue Recognition and Sales Commissions - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue Recognition and Sales Commissions [Line Items] | ||||
Revenues recognized in period, included in deferred revenue at beginning of the period | $ 40,500,000 | $ 35,200,000 | $ 52,200,000 | $ 49,900,000 |
Estimated revenue expected to be recognized in future under contracts with customers | 448,000,000 | $ 448,000,000 | ||
Description of sales commission plan | Sales commissions earned by our sales force are considered incremental and recoverable costs of obtaining a contract with a customer. | |||
Sales Commissions, amortization term description | Non-commensurate commissions are amortized over the greater of the contract term or technological obsolescence period of approximately three years. | |||
Sales Commissions, amortization period | 3 years | |||
Amortization of deferred commissions | $ 2,400,000 | $ 2,100,000 | $ 4,509,000 | 4,254,000 |
Customer Contracts [Member] | ||||
Revenue Recognition and Sales Commissions [Line Items] | ||||
Impairment losses on receivables and contract asset | $ 3,000 | $ 400,000 |
Revenue Recognition and Sales_5
Revenue Recognition and Sales Commissions - Additional Information (Detail 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-07-01 | Jun. 30, 2021 |
Revenue Recognition and Sales Commissions [Line Items] | |
Percentage of remaining performance obligations expects revenue | 46.00% |
Estimated revenue, expected recognition period | 12 months |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Taxes Disclosure [Line Items] | ||||
Income tax provision (benefit) | $ 925 | $ 1,061 | $ 1,847 | $ 2,920 |
Effective tax rate for continuing operations | 28.00% | 22.00% | ||
Discrete tax expense | $ 200 | |||
NurseGrid [Member] | ||||
Income Taxes Disclosure [Line Items] | ||||
Income tax provision (benefit) | $ (300) | |||
Change in fair value of non-marketable equity investments | $ 1,200 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) - RSUs [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted share units issued | 122,686 | 111,510 |
Weighted average grant date fair value, restricted share unit | $ 23.16 | $ 22.96 |
Shareholders' Equity - Stock Ba
Shareholders' Equity - Stock Based Compensation Expense Recognized in Condensed Consolidated Statements of Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock based compensation expense | $ 782 | $ 557 | $ 1,398 | $ 1,107 |
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 | 33 | 16 | 53 | 23 |
Product Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock based compensation expense | 116 | 93 | 218 | 173 |
Sales and Marketing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock based compensation expense | 76 | 60 | 141 | 110 |
Other General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock based compensation expense | $ 557 | $ 388 | $ 986 | $ 801 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Total number of common equivalent shares excluded from the calculations of diluted earnings per share | 111,000 | 108,000 | 130,000 | 107,000 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Numerator: | ||||||
Net income | $ 2,441 | $ 2,291 | $ 3,442 | $ 7,092 | $ 4,732 | $ 10,533 |
Denominator: | ||||||
Weighted-average shares outstanding | 31,553 | 31,997 | 31,528 | 32,166 | ||
Effect of dilutive shares | 63 | 28 | 43 | 25 | ||
Weighted-average diluted shares | 31,616 | 32,025 | 31,571 | 32,191 | ||
Net income per share: | ||||||
Basic | $ 0.08 | $ 0.11 | $ 0.15 | $ 0.33 | ||
Diluted | $ 0.08 | $ 0.11 | $ 0.15 | $ 0.33 |
Marketable Securities - Fair Va
Marketable Securities - Fair Value of Available for Sale Marketable Securities (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | $ 55,140 | $ 46,502 |
Unrealized Gains | 1 | |
Unrealized Losses | (8) | |
Fair Value | 55,141 | 46,494 |
Cash and Cash Equivalents | 49,792 | 36,566 |
Current Marketable Securities | 5,349 | 9,928 |
Cash [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | 49,792 | 31,558 |
Fair Value | 49,792 | 31,558 |
Cash and Cash Equivalents | 49,792 | 31,558 |
Level 2 [Member] | Corporate Debt Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | 5,348 | 4,923 |
Unrealized Gains | 1 | |
Unrealized Losses | (8) | |
Fair Value | 5,349 | 4,915 |
Current Marketable Securities | $ 5,349 | 4,915 |
Level 2 [Member] | Time Deposits [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | 10,021 | |
Fair Value | 10,021 | |
Cash and Cash Equivalents | 5,008 | |
Current Marketable Securities | $ 5,013 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) | Jun. 30, 2021USD ($) |
Amortized Cost And Fair Value Debt Securities [Abstract] | |
Available for sale debt securities, allowance for credit impairments | $ 0 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) | Jan. 19, 2021 | Dec. 10, 2020 | Dec. 02, 2020 | Oct. 12, 2020 | Mar. 09, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Business Acquisition [Line Items] | |||||||
Net cash consideration | $ 731,000 | $ 21,449,000 | |||||
Increase in goodwill | 3,100,000 | ||||||
Goodwill acquired | 1,000,000 | ||||||
Goodwill currency translation | 600,000 | ||||||
NurseGrid [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Net cash consideration | $ 21,500,000 | ||||||
Fair value of existing equity interest | 3,623,000 | ||||||
Gain recognized from remeasurement of equity interest | 1,200,000 | ||||||
Acquisition-related transaction costs | 200,000 | ||||||
Net tangible assets include deferred revenue book value at acquisition date | 157,000 | ||||||
Net tangible assets include deferred revenue fair value at acquisition date | 78,000 | ||||||
Write-down of deferred revenue | 79,000 | ||||||
Consideration paid for acquisition in cash | $ 25,485,000 | ||||||
ShiftWizard [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Net cash consideration | $ 30,500,000 | ||||||
Acquisition-related transaction costs | 300,000 | ||||||
Net tangible assets include deferred revenue book value at acquisition date | 2,700,000 | ||||||
Net tangible assets include deferred revenue fair value at acquisition date | 1,601,000 | ||||||
Write-down of deferred revenue | 1,100,000 | ||||||
Business combination, indemnification assets and liability related to paycheck protection program loan | $ 500,000 | ||||||
ANSOSTM Staff Scheduling Application [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition-related transaction costs | $ 1,200,000 | ||||||
Net tangible assets include deferred revenue book value at acquisition date | 17,600,000 | ||||||
Net tangible assets include deferred revenue fair value at acquisition date | 14,321,000 | ||||||
Write-down of deferred revenue | 3,300,000 | ||||||
Consideration paid for acquisition in cash | $ 66,400,000 | ||||||
Preliminary purchase price allocation measurement period from acquisition date | 1 year | ||||||
Increase in goodwill | $ 1,500,000 | ||||||
myClinicalExhcange [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition-related transaction costs | $ 100,000 | ||||||
Consideration paid for acquisition in cash | $ 4,400,000 | ||||||
ProcessDATA, Ltd [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition-related transaction costs | $ 100,000 | ||||||
Consideration paid for acquisition in cash | $ 2,000,000 |
Business Combinations - Summary
Business Combinations - Summary of Purchase Price (Detail) - NurseGrid [Member] $ in Thousands | Mar. 09, 2020USD ($) |
Business Acquisition [Line Items] | |
Cash paid at closing | $ 25,485 |
Post-closing adjustment, net of cash received | 33 |
Cash acquired | (4,064) |
Net consideration paid | 21,454 |
Fair value of existing equity interest in NurseGrid | 3,623 |
Net consideration paid | $ 25,077 |
Business Combinations - Summa_2
Business Combinations - Summary of Preliminary Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 02, 2020 | Oct. 12, 2020 | Mar. 09, 2020 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 181,502,000 | $ 178,440,000 | |||
Intangible assets | $ 12,660,000 | ||||
NurseGrid [Member] | |||||
Business Acquisition [Line Items] | |||||
Accounts and unbilled receivable, net | $ 92,000 | ||||
Prepaid and other current assets | 155,000 | ||||
Operating lease right-of-use assets | 50,000 | ||||
Deferred tax assets | 2,121,000 | ||||
Goodwill | 21,085,000 | ||||
Intangible assets | 1,845,000 | ||||
Accounts payable and accrued liabilities | (143,000) | ||||
Deferred revenue | (78,000) | ||||
Operating lease liabilities | (50,000) | ||||
Net assets acquired | $ 25,077,000 | ||||
ShiftWizard [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash | 1,091,000 | ||||
Accounts and unbilled receivable, net | 1,038,000 | ||||
Prepaid and other current assets | 106,000 | ||||
Operating lease right-of-use assets | 183,000 | ||||
Property and equipment | 50,000 | ||||
Indemnification assets | 464,000 | ||||
Goodwill | 19,307,000 | ||||
Intangible assets | 12,660,000 | ||||
Accounts payable and accrued liabilities | (600,000) | ||||
Deferred revenue | (1,601,000) | ||||
Deferred tax liability | (1,559,000) | ||||
Operating lease liabilities | (183,000) | ||||
Indemnification liability | (464,000) | ||||
Net assets acquired | $ 30,492,000 | ||||
ANSOSTM Staff Scheduling Application [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 1,599,000 | ||||
Accounts and unbilled receivable, net | 10,053,000 | ||||
Prepaid and other current assets | 233,000 | ||||
Operating lease right-of-use assets | 888,000 | ||||
Property and equipment | 66,000 | ||||
Deferred tax assets | 2,883,000 | ||||
Indemnification assets | 2,029,000 | ||||
Goodwill | 36,800,000 | ||||
Intangible assets | 32,440,000 | ||||
Accounts payable and accrued liabilities | (1,693,000) | ||||
Deferred revenue | (14,321,000) | ||||
Deferred tax liability | (1,612,000) | ||||
Operating lease liabilities | (888,000) | ||||
Uncertain tax position liability | (2,029,000) | ||||
Net assets acquired | $ 66,448,000 |
Business Combinations - Summa_3
Business Combinations - Summary of Components of Identifiable Intangible Assets and Estimated Useful Lives (Detail) - USD ($) $ in Thousands | Dec. 02, 2020 | Oct. 12, 2020 | Mar. 09, 2020 |
Business Acquisition [Line Items] | |||
Fair value | $ 12,660 | ||
Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 7,800 | ||
Useful life | 18 years | ||
Developed Technology [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 4,050 | ||
Useful life | 5 years | ||
Trade Name [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 230 | ||
Useful life | 5 years | ||
Non-Compete [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 580 | ||
Non-Compete [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 1 year | ||
Non-Compete [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 5 years | ||
NurseGrid [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 1,845 | ||
NurseGrid [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 35 | ||
Useful life | 8 years | ||
NurseGrid [Member] | Developed Technology [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 1,110 | ||
Useful life | 5 years | ||
NurseGrid [Member] | Trade Name [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 700 | ||
ANSOSTM Staff Scheduling Application [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 32,440 | ||
ANSOSTM Staff Scheduling Application [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 21,100 | ||
ANSOSTM Staff Scheduling Application [Member] | Customer Relationships [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 11 years | ||
ANSOSTM Staff Scheduling Application [Member] | Customer Relationships [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 14 years | ||
ANSOSTM Staff Scheduling Application [Member] | Developed Technology [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 9,800 | ||
Useful life | 5 years | ||
ANSOSTM Staff Scheduling Application [Member] | Trade Name [Member] | |||
Business Acquisition [Line Items] | |||
Fair value | $ 1,540 | ||
Useful life | 10 years |
Business Combinations - Summa_4
Business Combinations - Summary of Unaudited Pro Forma Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
NurseGrid [Member] | ||||
Business Acquisition [Line Items] | ||||
Total revenues | $ 64,816 | $ 60,588 | $ 128,289 | $ 122,233 |
Net income | $ 2,441 | $ 3,469 | $ 4,736 | $ 9,994 |
Net income per share - basic | $ 0.08 | $ 0.11 | $ 0.15 | $ 0.31 |
Net income per share - diluted | $ 0.08 | $ 0.11 | $ 0.15 | $ 0.31 |
ShiftWizard [Member] | ||||
Business Acquisition [Line Items] | ||||
Total revenues | $ 64,981 | $ 61,543 | $ 128,700 | $ 124,119 |
Net income | $ 2,580 | $ 3,076 | $ 5,073 | $ 9,816 |
Net income per share - basic | $ 0.08 | $ 0.10 | $ 0.16 | $ 0.31 |
Net income per share - diluted | $ 0.08 | $ 0.10 | $ 0.16 | $ 0.31 |
ANSOSTM Staff Scheduling Application [Member] | ||||
Business Acquisition [Line Items] | ||||
Total revenues | $ 65,653 | $ 67,768 | $ 130,220 | $ 136,205 |
Net income | $ 3,089 | $ 4,844 | $ 6,214 | $ 13,106 |
Net income per share - basic | $ 0.10 | $ 0.15 | $ 0.20 | $ 0.41 |
Net income per share - diluted | $ 0.10 | $ 0.15 | $ 0.20 | $ 0.41 |
Business Segments - Business Se
Business Segments - Business Segment Information Based on Net Revenues and Operating Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenues, net: | ||||
Revenues, net | $ 64,816 | $ 60,553 | $ 128,284 | $ 122,125 |
Operating income: | ||||
Operating income | 3,431 | 4,304 | 6,731 | 11,547 |
Workforce Solutions [Member] | ||||
Revenues, net: | ||||
Revenues, net | 52,158 | 48,888 | 103,405 | 98,712 |
Provider Solutions [Member] | ||||
Revenues, net: | ||||
Revenues, net | 12,658 | 11,665 | 24,879 | 23,413 |
Operating Segments [Member] | Workforce Solutions [Member] | ||||
Revenues, net: | ||||
Revenues, net | 52,158 | 48,888 | 103,405 | 98,712 |
Operating income: | ||||
Operating income | 9,222 | 10,447 | 18,249 | 23,817 |
Operating Segments [Member] | Provider Solutions [Member] | ||||
Revenues, net: | ||||
Revenues, net | 12,658 | 11,665 | 24,879 | 23,413 |
Operating income: | ||||
Operating income | 2,166 | 1,272 | 4,221 | 2,469 |
Unallocated [Member] | ||||
Operating income: | ||||
Operating income | $ (7,957) | $ (7,415) | $ (15,739) | $ (14,739) |
Business Segments - Business _2
Business Segments - Business Segment Information Based on Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 496,302 | $ 500,313 |
Operating Segments [Member] | Workforce Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 263,839 | 270,924 |
Operating Segments [Member] | Provider Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 135,474 | 140,490 |
Unallocated [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 96,989 | $ 88,899 |
Debt - Additional Information (
Debt - Additional Information (Detail) - Truist Bank [Member] | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Line of Credit Facility [Line Items] | |
Description of Line of credit facility Covenant | • 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. |
Minimum [Member] | |
Line of Credit Facility [Line Items] | |
Commitment fee paid per annum | 0.20% |
Maximum [Member] | |
Line of Credit Facility [Line Items] | |
Commitment fee paid per annum | 0.30% |
Revolving Credit Facility [Member] | |
Line of Credit Facility [Line Items] | |
Outstanding balance on revolving credit facility | $ 0 |
Revolving Credit Facility [Member] | Minimum [Member] | |
Line of Credit Facility [Line Items] | |
Interest coverage ratio | 300.00% |
Revolving Credit Facility [Member] | Maximum [Member] | |
Line of Credit Facility [Line Items] | |
Debt leverage ratio | 300.00% |
Third Amendment [Member] | Revolving Credit Facility [Member] | |
Line of Credit Facility [Line Items] | |
Maturity date of Loan agreement | Oct. 28, 2023 |
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 Truist’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 1.75%. The applicable margin for Base Rate loans depends on the Company’s funded debt leverage ratio and varies from 0.50% to 0.75%. |
Maximum borrowing capacity under credit facility | $ 65,000,000 |
Increase in revolving credit facility | 25,000,000 |
Principal payments prior to maturity | 0 |
Third Amendment [Member] | Revolving Credit Facility [Member] | Swing Line Sub Facility [Member] | |
Line of Credit Facility [Line Items] | |
Maximum borrowing capacity under credit facility | 5,000,000 |
Third Amendment [Member] | Revolving Credit Facility [Member] | Letter of Credit Subfacility [Member] | |
Line of Credit Facility [Line Items] | |
Maximum borrowing capacity under credit facility | $ 5,000,000 |
Third Amendment [Member] | 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% |
Third Amendment [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Line of Credit Facility, Interest Rate During Period | 1.00% |
Third Amendment [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Applicable margin for loans | 0.50% |
Third Amendment [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Eurodollar [Member] | |
Line of Credit Facility [Line Items] | |
Applicable margin for loans | 1.50% |
Third Amendment [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | |
Line of Credit Facility [Line Items] | |
Applicable margin for loans | 0.75% |
Third Amendment [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Eurodollar [Member] | |
Line of Credit Facility [Line Items] | |
Applicable margin for loans | 1.75% |