Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 16, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ATHN | |
Entity Registrant Name | ATHENAHEALTH INC | |
Entity Central Index Key | 1,131,096 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 40,017,689 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 122.7 | $ 147.4 |
Accounts receivable, net | 163.9 | 161.6 |
Prepaid expenses and other current assets | 42.8 | 34.2 |
Total current assets | 329.4 | 343.2 |
Property and equipment, net | 361.5 | 347.7 |
Capitalized software costs, net | 136 | 125.8 |
Purchased intangible assets, net | 113.7 | 112.1 |
Goodwill | 274.4 | 240.7 |
Deferred tax asset, net | 44.9 | 2.2 |
Investments and other assets | 24.4 | 17.5 |
Total assets | 1,284.3 | 1,189.2 |
Current liabilities: | ||
Accounts payable | 10.7 | 9.5 |
Accrued compensation | 83.7 | 89.7 |
Accrued expenses | 53.9 | 51.7 |
Current portion of long-term debt | 18.3 | 18.3 |
Deferred revenue | 30.9 | 28.7 |
Total current liabilities | 197.5 | 197.9 |
Deferred rent, net of current portion | 29.8 | 30.8 |
Long-term debt, net of current portion | 258.1 | 272.8 |
Deferred revenue, net of current portion | 48.6 | 48.4 |
Other long-term liabilities | 5.2 | 6 |
Total liabilities | 539.2 | 555.9 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value: 5.0 shares authorized; no shares issued and outstanding at September 30, 2017 and December 31, 2016 | 0 | 0 |
Common stock, $0.01 par value: 125.0 shares authorized; 41.3 shares issued and 40.0 shares outstanding at September 30, 2017; 40.8 shares issued and 39.5 shares outstanding at December 31, 2016 | 0.4 | 0.4 |
Additional paid-in capital | 633.3 | 591.5 |
Treasury stock, at cost, 1.3 shares | (1.2) | (1.2) |
Accumulated other comprehensive loss | (0.6) | (0.9) |
Retained earnings | 113.2 | 43.5 |
Total stockholders’ equity | 745.1 | 633.3 |
Total liabilities and stockholders’ equity | $ 1,284.3 | $ 1,189.2 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 125,000,000 | 125,000,000 |
Common stock, shares issued (in shares) | 41,300,000 | 40,800,000 |
Common stock, shares outstanding (in shares) | 40,000,000 | 39,500,000 |
Treasury stock, shares (in shares) | 1,300,000 | 1,300,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenue: | ||||
Business services | $ 295.8 | $ 267.1 | $ 867.1 | $ 768.7 |
Implementation and other | 8.8 | 9.6 | 24 | 26 |
Total revenue | 304.6 | 276.7 | 891.1 | 794.7 |
Cost of revenue | 144 | 134.7 | 432.2 | 400 |
Gross profit | 160.6 | 142 | 458.9 | 394.7 |
Other operating expenses: | ||||
Selling and marketing | 61.8 | 61.5 | 192.5 | 189.5 |
Research and development | 44.8 | 31 | 130 | 90.1 |
General and administrative | 35.4 | 34.3 | 104.5 | 100.9 |
Total other operating expenses | 142 | 126.8 | 427 | 380.5 |
Operating income | 18.6 | 15.2 | 31.9 | 14.2 |
Other expense | (1.4) | (1.4) | (4.3) | (4.7) |
Income before income tax (provision) benefit | 17.2 | 13.8 | 27.6 | 9.5 |
Income tax (provision) benefit | (4.2) | 0.1 | (6.1) | 1.7 |
Net income | $ 13 | $ 13.9 | $ 21.5 | $ 11.2 |
Net income per share - Basic (in dollars per share) | $ 0.33 | $ 0.35 | $ 0.54 | $ 0.29 |
Net income per share - Diluted (in dollars per share) | $ 0.32 | $ 0.35 | $ 0.53 | $ 0.28 |
Weighted average shares used in computing net income per share: | ||||
Basic (in shares) | 39.9 | 39.4 | 39.8 | 39.2 |
Diluted (in shares) | 40.7 | 40 | 40.6 | 40 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 13 | $ 13.9 | $ 21.5 | $ 11.2 |
Other comprehensive income | ||||
Unrealized gain on change in fair value of interest rate swap, net of tax | 0 | 0.1 | 0 | 0.1 |
Foreign currency translation adjustment | (0.1) | 0.1 | 0.3 | 0 |
Total other comprehensive (loss) income | (0.1) | 0.2 | 0.3 | 0.1 |
Comprehensive income | $ 12.9 | $ 14.1 | $ 21.8 | $ 11.3 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 21.5 | $ 11.2 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 109.3 | 104 |
Excess tax benefit from stock-based awards | 0 | (1.4) |
Deferred income tax | 4.2 | (3.1) |
Stock-based compensation expense | 42.5 | 50.7 |
Other reconciling adjustments | (0.1) | (0.3) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (2.2) | (3.1) |
Prepaid expenses and other current assets | (8.6) | (7.7) |
Other long-term assets | (6.8) | (3.2) |
Accounts payable | 0.6 | 2.2 |
Accrued expenses and other long-term liabilities | 2.4 | 1.4 |
Accrued compensation | (8.2) | (7.5) |
Deferred revenue | 2.4 | (7.8) |
Deferred rent | (0.4) | 0.6 |
Net cash provided by operating activities | 156.6 | 136 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capitalized software costs | (55.1) | (68.1) |
Purchases of property and equipment | (66.8) | (52.9) |
Payments on acquisitions, net of cash acquired | (41.1) | (16.9) |
Other investing activities | 0 | 0.9 |
Net cash used in investing activities | (163) | (137) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock under stock plans and warrants | 13.4 | 14.1 |
Taxes paid related to net share settlement of stock awards | (17.1) | (18.7) |
Excess tax benefit from stock-based awards | 0 | 1.4 |
Payments on long-term debt | (15) | (7.5) |
Other financing activities | 0.1 | (0.1) |
Net cash used in financing activities | (18.6) | (10.8) |
Effect of exchange rate changes on cash and cash equivalents | 0.3 | (0.1) |
Net decrease in cash and cash equivalents | (24.7) | (11.9) |
Cash and cash equivalents at beginning of period | 147.4 | 141.9 |
Cash and cash equivalents at end of period | 122.7 | 130 |
Non-cash transaction | ||
Property, equipment, and purchased and internally-developed software recorded in accounts payable and accrued expenses | 12.6 | 7.9 |
Additional disclosures | ||
Cash paid for interest, net | 4.5 | 5 |
Cash paid for taxes | $ 1.1 | $ 0.2 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION General – The accompanying unaudited condensed consolidated financial statements have been prepared by athenahealth, Inc. (which we refer to as the Company, we, us, or our) in accordance with accounting principles generally accepted in the United States, or GAAP, for interim financial reporting and as required by Regulation S-X, Rule 10-01, and include the results of operations of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The year-end condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of items of a normal and recurring nature) necessary to fairly present the financial position as of September 30, 2017 , the results of operations for the three and nine months ended September 30, 2017 and 2016 , and cash flows for the nine months ended September 30, 2017 and 2016 . The results of operations for the three and nine month periods ended September 30, 2017 are not necessarily indicative of the results to be expected for the full year. When preparing financial statements in conformity with GAAP, we must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses during the reporting period. Actual results could differ from those estimates, and such differences could be material. Subsequent Event – On October 13, 2017, the Board of Directors approved a comprehensive plan, which we refer to as the Plan, designed to increase strategic focus and improve operational efficiency. Implementation of the Plan is expected to result in cumulative pre-tax charges of approximately $15 million to $25 million , primarily related to workforce reductions. Related Party Transaction – We have a long-term investment in Access Healthcare Services Private Limited, a vendor that provides business partner outsourcing services for us. The total expense related to this vendor for the three and nine months ended September 30, 2017 was $15.6 million and $45.5 million , respectively, and was $12.0 million and $31.5 million for the three and nine months ended September 30, 2016 , respectively. The total amount payable related to this vendor at September 30, 2017 and December 31, 2016 was $5.4 million and $4.6 million , respectively. A member of our Board of Directors also serves as a director of one of our clients. The total revenue recognized for this client for the three and nine months ended September 30, 2017 was $4.8 million and $14.3 million , respectively, and was $3.8 million and $10.3 million for the three and nine months ended September 30, 2016 , respectively. The total receivables related to this client were $1.6 million and $1.4 million at September 30, 2017 and December 31, 2016 , respectively. Recently Adopted Pronouncement – In March 2016, the Financial Accounting Standards Board, or FASB, issued new guidance which changes the accounting for stock-based compensation. The guidance simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. We adopted this standard on January 1, 2017, using a modified retrospective approach, which requires the cumulative effect of initially applying the standard to be recorded as an adjustment to the opening balance of retained earnings of the annual reporting period that includes the date of initial application, and which resulted in a cumulative-effect increase of $49.2 million to retained earnings and deferred tax assets. Upon adoption, we now recognize all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement. We no longer present excess tax benefits within cash flows from financing activities but instead present these cash flows in cash flows from operating activities in the condensed consolidated statements of cash flows. Prior to adoption, the excess tax benefits and tax deficiencies were recorded to additional paid-in capital and excess tax benefits were not recorded until they were able to be utilized. In addition, we elected to no longer calculate an estimate of expected forfeitures and began recognizing forfeitures as they occurred, including a cumulative-effect decrease of $1.0 million to retained earnings at January 1, 2017 with the offset as an increase to additional paid-in capital. See table below for the changes in beginning stockholders' equity as a result of this implementation. Common Stock Additional Paid-In Capital Treasury Stock Accumulated Other Comprehensive Loss Retained Earnings Total Stockholders' Equity Shares Amount Shares Amount BALANCE – December 31, 2016 40.8 $ 0.4 $ 591.5 (1.3 ) $ (1.2 ) $ (0.9 ) $ 43.5 $ 633.3 Cumulative effect of adoption of new accounting standard — — 1.0 — — — 48.2 49.2 BALANCE – January 1, 2017 40.8 $ 0.4 $ 592.5 (1.3 ) $ (1.2 ) $ (0.9 ) $ 91.7 $ 682.5 New Accounting Pronouncements Not Yet Adopted – The new revenue recognition guidance, which was issued in March 2014 and amended thereafter, is effective for public companies for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. The new revenue standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. In addition, the new standard provides guidance on accounting for certain revenue-related costs including costs associated with obtaining and fulfilling a contract. While the impact of this standard will vary across our industry peers, our unique go-to-market strategy centered around charging a percentage of our clients’ collections for our services within athenaOne deals, combined with our offering that essentially provides a series of integrated services and our clients’ ability to terminate our services at a fixed number of days’ notice without a significant penalty, will result in additional complexity in our pattern of revenue recognition compared to the current revenue recognition pattern. We have reached conclusions on key accounting assessments and are completing the development of new processes to prepare for the adoption of and ongoing accounting under the new standard. These new processes include implementing a new information technology system and creating additional internal controls over financial reporting. We are continuing to quantify the impact of the adoption of the new standard, as well as its continuing impact to our financial statements after adoption. Under today’s accounting standards, the criterion impacting the timing of our revenue recognition is the requirement of fees to be either fixed or determinable; therefore, we do not recognize revenue for many athenaOne-based business services deals until these collections are posted, as the fees are not fixed or determinable until such time. The new guidance does not limit the recognition of revenue to only fees that are fixed or determinable. Instead, the standard focuses on recognizing revenue as value is transferred to customers. The impact on our athenaOne services offering is a revenue recognition and reporting model that reflects revenue recognized over time rather than delaying the recognition of revenue until the point in time in which the fees to be charged become determinable. For athenaOne arrangements, we will estimate the value of the consideration we will earn over the remaining contractual period as our services are provided and recognize the fees over the term; this estimation typically involves predicting the amounts our clients will ultimately collect associated with the services they provide with the assistance of athenaNet. Because most of our contracts require our clients to provide a fixed number of days’ notice prior to terminating our services, our contractual terms reset daily, requiring us to estimate the amount of consideration to be paid to us over the constantly changing period in which our contracts are legally enforceable. As such, we believe the measurement of athenaOne-based revenue will be a significant estimate under the new revenue standard. We anticipate that the new revenue standard will have a material impact on our consolidated financial statements with respect to the capitalization of certain commissions and contract fulfillment costs, which we currently expense as incurred. Under the new standard, certain costs to obtain a contract, which primarily relate to commissions paid to employees and third parties, and our contract fulfillment costs, which primarily relate to the implementation of a client, will be deferred and amortized over the period of contract performance or a longer period, generally the estimated life of the customer relationship, if renewals are expected. The new standard provides companies with two implementation methods. Companies can choose to adopt the standard retrospectively and apply the guidance to each prior reporting period presented. Alternatively, a modified retrospective adoption methodology is permitted, whereby the cumulative impact of all prior periods would be recorded in retained earnings or other impacted balance sheet line items as of January 1, 2018, the date of adoption. Under this method, previously presented years’ financial positions and results would not be adjusted; however, certain disclosures are required to be presented for comparability to prior years’ results. We plan to adopt this standard using the modified retrospective method. Under the modified retrospective adoption method, we have elected to retroactively adjust only those contracts that do not meet the definition of a completed contract at the date of initial application. As a result, our initial adjustments to costs to obtain and costs to fulfill a contract may not be indicative of future capitalization amounts once the new revenue standard is effective. In January 2016, the FASB issued guidance to address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The most significant impact to our consolidated financial statements relates to the recognition and measurement of equity investments, which are currently carried at cost, but will be measured at fair value in our consolidated statement of income. We are evaluating the impact to our consolidated financial statements but expect that it could have a significant impact, including additional volatility in other income (expense) within our statement of income in future periods as a result of the measurement of equity securities upon observable price changes and impairments. We expect to elect the measurement alternative for all equity investments without readily determinable fair values, which is defined as cost, less impairments, adjusted by observable price changes on a prospective basis. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted with specific application guidance; we currently do not expect that we will early adopt this standard. In February 2016, the FASB issued new accounting guidance for leases. The new lease guidance most significantly impacts lessee accounting and disclosures. First, this guidance requires lessees to identify arrangements that should be accounted for as leases. Under this guidance, for lease arrangements exceeding a 12-month term, a right-of-use asset and lease obligation is recorded by the lessee for all leases, whether operating or financing, while the income statement reflects lease expense for operating leases and amortization and interest expense for financing leases. The balance sheet amount recorded for existing leases at the date of adoption of this guidance must be calculated using the applicable incremental borrowing rate at the date of adoption. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. In addition, the new lease guidance requires the use of the modified retrospective method. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. We anticipate that this standard will have a material impact on our consolidated financial statements, as all long-term leases will be capitalized on the consolidated balance sheet. We currently do not intend to early adopt this standard. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS Praxify On June 23, 2017, we acquired Praxify Technologies, Inc., or Praxify, a Palo Alto-based company focused on reinventing how doctors work with health data to drive productivity, portability, and improved decision support. We acquired Praxify to advance our platform strategy and mobile capabilities to drive streamlined workflows and intelligence at and around the moments of care. We anticipate that this acquisition will accelerate our research and development initiatives by adding significant expertise in mobile and user experience design. Additionally, the underlying technology on which Praxify is built will be integrated into our platform, and we anticipate it will create new opportunities for both internal and third-party developers to rapidly build and launch applications. The purchase price of Praxify was $41.1 million , net of cash acquired. The purchase price excludes $16.5 million anticipated to be earned by key employees of Praxify based upon continued employment, which is accounted for as compensation expense and will be recognized in the condensed consolidated statements of income over the requisite service period. The fair value of net assets acquired primarily consisted of purchased intangible assets of $15.7 million related to technology. The $33.8 million excess of purchase consideration over the fair value of the net assets acquired was allocated to goodwill, which is not deductible for U.S. income tax purposes. We incurred transaction costs of $1.4 million associated with this acquisition. We believe that we have a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but certain items, such as the working capital adjustments to the purchase price, income taxes adjustments, and adjustments to the valuation of acquired technology, are subject to change as additional information is received about facts and circumstances that existed at the date of acquisition. Thus, the provisional measurements of fair value set forth above are subject to change. We expect to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. Patient IO On August 25, 2016, we acquired Filament Labs, Inc. (doing business as Patient IO), an Austin-based care coordination platform used by providers to engage patients and caregivers outside of the clinic. We acquired Patient IO to strengthen our ability to partner with providers as they deliver value-based care. We anticipate this acquisition will accelerate our movement toward becoming a trusted resource and partner to the patient. The purchase price of Patient IO was $15.2 million , net of cash acquired. The purchase price excludes $9.6 million to be earned by key employees of Patient IO based upon continued employment, which is accounted for as compensation expense and will be recognized in the condensed consolidated statements of income over the requisite service period. The fair value of net assets acquired included purchased intangible assets of $5.3 million related to technology acquired and $0.6 million related to customer relationships. The $10.7 million excess of purchase consideration over the fair value of the net assets acquired was allocated to goodwill, which is not deductible for U.S. income tax purposes. Arsenal Health On April 11, 2016, we acquired Arsenal Health, formerly known as Smart Scheduling, Inc., for $1.7 million . We purchased Arsenal Health to add its schedule optimization functionality to our athenaCoordinator offering. We expect this acquisition to accelerate our capabilities in machine learning and predictive analytics. The fair value of the purchased intangible assets related to technology acquired was $0.9 million . The $0.8 million excess of purchase consideration over the fair value of the purchased intangible assets acquired was allocated to goodwill, which is deductible for U.S. income tax purposes. In conjunction with this acquisition, Smart Scheduling, Inc. settled the convertible note receivable and related interest from our More Disruption Please, or MDP, Accelerator Program, which represented a total fair value of $0.3 million . |
NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | NET INCOME (LOSS) PER SHARE Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period under the treasury stock method. Potentially dilutive securities include stock options, restricted stock units, and shares to be purchased under the employee stock purchase plan. Under the treasury stock method, dilutive securities are assumed to be exercised at the beginning of the periods and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Securities are excluded from the computation of diluted net income (loss) per share if their effect would be anti-dilutive to earnings per share; therefore, in periods of net loss, shares used to calculate basic and dilutive net loss per share are equivalent. The following table reconciles the weighted average shares outstanding for basic and diluted net income (loss) per share for the periods indicated: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net income $ 13.0 $ 13.9 $ 21.5 $ 11.2 Weighted average shares used in computing basic net income per share 39.9 39.4 39.8 39.2 Net income per share – Basic $ 0.33 $ 0.35 $ 0.54 $ 0.29 Net income $ 13.0 $ 13.9 $ 21.5 $ 11.2 Weighted average shares used in computing basic net income per share 39.9 39.4 39.8 39.2 Effect of dilutive securities 0.8 0.6 0.8 0.8 Weighted average shares used in computing diluted net income per share 40.7 40.0 40.6 40.0 Net income per share – Diluted $ 0.32 $ 0.35 $ 0.53 $ 0.28 The computation of diluted net income per share does not include 0.2 million and 0.4 million shares for the three and nine months ended September 30, 2017 , respectively, and 0.3 million and 0.4 million shares for the three and nine months ended September 30, 2016 , respectively, because their inclusion would have an anti-dilutive effect on net income per share. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS As of September 30, 2017 and December 31, 2016 , the carrying amounts of cash and cash equivalents, receivables, accounts payable, and accrued expenses approximated their estimated fair values because of the short-term nature of these financial instruments. Money market funds are valued using a market approach based upon the quoted market prices of identical instruments when available or other observable inputs such as trading prices of identical instruments in inactive markets or similar securities. Our MDP Accelerator program is designed to cultivate health care information technology start-ups and expand services offered to our provider network. MDP Accelerator portfolio investments as of September 30, 2017 and December 31, 2016 are typically made in the form of convertible notes receivable or cost method investments, which are included in investments and other assets on our condensed consolidated balance sheets. At September 30, 2017 , as there is no indication of performance risk, we estimate that the fair value of the notes receivable approximates cost, based on inputs including the original transaction prices, our own recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investments, subsequent rounds of financing, and changes in financial ratios or cash flows. As of September 30, 2017 and December 31, 2016 , we had $277.5 million and $292.5 million , respectively, outstanding on our term loan facility and we had not drawn on the revolving credit facility under our senior credit facility. The credit facility carries a variable interest rate set at current market rates, and as such, the carrying value approximates fair value. The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 and indicates the fair value hierarchy of the valuation techniques we utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities, and fair values determined by Level 2 inputs utilize quoted prices in inactive markets for identical assets or liabilities obtained from readily available pricing sources for similar instruments. The fair values determined by Level 3 inputs are unobservable values which are supported by little or no market activity. It is our policy to recognize transfers between levels of the fair value hierarchy, if any, at the end of the reporting period; however, there have been no such transfers during any of the periods presented. Fair Value Measurements as of September 30, 2017, Using Level 1 Level 2 Level 3 Total Cash and cash equivalents: Money market $ 0.1 $ — $ — $ 0.1 Debt securities: MDP Accelerator portfolio — — 0.5 0.5 Total assets $ 0.1 $ — $ 0.5 $ 0.6 Fair Value Measurements as of December 31, 2016, Using Level 1 Level 2 Level 3 Total Cash and cash equivalents: Money market $ 15.0 $ — $ — $ 15.0 Debt securities: MDP Accelerator portfolio — — 0.5 0.5 Total assets $ 15.0 $ — $ 0.5 $ 15.5 The following table presents our financial instruments measured at fair value using unobservable inputs (Level 3) as of the three and nine months ended September 30, 2017 and 2016 : Fair Value Measurements Using Unobservable Inputs (Level 3) Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Balance, beginning of period $ 0.5 $ 0.7 $ 0.5 $ 1.3 Conversion — — — (0.3 ) Settlement — — — (0.3 ) Impairment — (0.5 ) — (0.5 ) Balance, end of period $ 0.5 $ 0.2 $ 0.5 $ 0.2 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES We are engaged from time to time in certain legal disputes arising in the ordinary course of business, including employment discrimination claims and challenges to our intellectual property. We believe that we have adequate legal defenses and that the likelihood of a loss contingency relating to the ultimate disposition of any of these disputes is remote. When the likelihood of a loss contingency becomes at least reasonably possible with respect to any of these disputes, or, as applicable in the future, if there is at least a reasonable possibility that a loss exceeding amounts already recognized may have been incurred, we will revise our disclosures in accordance with the relevant authoritative guidance. Additionally, we will accrue a liability for loss contingencies when we believe that it is both probable that a liability has been incurred and that we can reasonably estimate the amount of the loss. We will review these accruals and adjust them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel, and other relevant information. To the extent new information is obtained, and our views on the probable outcomes of claims, suits, assessments, investigations, or legal proceedings change, changes in our accrued liabilities would be recorded in the period in which such determination is made. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | General – The accompanying unaudited condensed consolidated financial statements have been prepared by athenahealth, Inc. (which we refer to as the Company, we, us, or our) in accordance with accounting principles generally accepted in the United States, or GAAP, for interim financial reporting and as required by Regulation S-X, Rule 10-01, and include the results of operations of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The year-end condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of items of a normal and recurring nature) necessary to fairly present the financial position as of September 30, 2017 , the results of operations for the three and nine months ended September 30, 2017 and 2016 , and cash flows for the nine months ended September 30, 2017 and 2016 . The results of operations for the three and nine month periods ended September 30, 2017 are not necessarily indicative of the results to be expected for the full year. When preparing financial statements in conformity with GAAP, we must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses during the reporting period. Actual results could differ from those estimates, and such differences could be material. Subsequent Event – On October 13, 2017, the Board of Directors approved a comprehensive plan, which we refer to as the Plan, designed to increase strategic focus and improve operational efficiency. Implementation of the Plan is expected to result in cumulative pre-tax charges of approximately $15 million to $25 million , primarily related to workforce reductions. |
Recently Adopted and New Accounting Pronouncements | New Accounting Pronouncements Not Yet Adopted – The new revenue recognition guidance, which was issued in March 2014 and amended thereafter, is effective for public companies for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. The new revenue standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. In addition, the new standard provides guidance on accounting for certain revenue-related costs including costs associated with obtaining and fulfilling a contract. While the impact of this standard will vary across our industry peers, our unique go-to-market strategy centered around charging a percentage of our clients’ collections for our services within athenaOne deals, combined with our offering that essentially provides a series of integrated services and our clients’ ability to terminate our services at a fixed number of days’ notice without a significant penalty, will result in additional complexity in our pattern of revenue recognition compared to the current revenue recognition pattern. We have reached conclusions on key accounting assessments and are completing the development of new processes to prepare for the adoption of and ongoing accounting under the new standard. These new processes include implementing a new information technology system and creating additional internal controls over financial reporting. We are continuing to quantify the impact of the adoption of the new standard, as well as its continuing impact to our financial statements after adoption. Under today’s accounting standards, the criterion impacting the timing of our revenue recognition is the requirement of fees to be either fixed or determinable; therefore, we do not recognize revenue for many athenaOne-based business services deals until these collections are posted, as the fees are not fixed or determinable until such time. The new guidance does not limit the recognition of revenue to only fees that are fixed or determinable. Instead, the standard focuses on recognizing revenue as value is transferred to customers. The impact on our athenaOne services offering is a revenue recognition and reporting model that reflects revenue recognized over time rather than delaying the recognition of revenue until the point in time in which the fees to be charged become determinable. For athenaOne arrangements, we will estimate the value of the consideration we will earn over the remaining contractual period as our services are provided and recognize the fees over the term; this estimation typically involves predicting the amounts our clients will ultimately collect associated with the services they provide with the assistance of athenaNet. Because most of our contracts require our clients to provide a fixed number of days’ notice prior to terminating our services, our contractual terms reset daily, requiring us to estimate the amount of consideration to be paid to us over the constantly changing period in which our contracts are legally enforceable. As such, we believe the measurement of athenaOne-based revenue will be a significant estimate under the new revenue standard. We anticipate that the new revenue standard will have a material impact on our consolidated financial statements with respect to the capitalization of certain commissions and contract fulfillment costs, which we currently expense as incurred. Under the new standard, certain costs to obtain a contract, which primarily relate to commissions paid to employees and third parties, and our contract fulfillment costs, which primarily relate to the implementation of a client, will be deferred and amortized over the period of contract performance or a longer period, generally the estimated life of the customer relationship, if renewals are expected. The new standard provides companies with two implementation methods. Companies can choose to adopt the standard retrospectively and apply the guidance to each prior reporting period presented. Alternatively, a modified retrospective adoption methodology is permitted, whereby the cumulative impact of all prior periods would be recorded in retained earnings or other impacted balance sheet line items as of January 1, 2018, the date of adoption. Under this method, previously presented years’ financial positions and results would not be adjusted; however, certain disclosures are required to be presented for comparability to prior years’ results. We plan to adopt this standard using the modified retrospective method. Under the modified retrospective adoption method, we have elected to retroactively adjust only those contracts that do not meet the definition of a completed contract at the date of initial application. As a result, our initial adjustments to costs to obtain and costs to fulfill a contract may not be indicative of future capitalization amounts once the new revenue standard is effective. In January 2016, the FASB issued guidance to address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The most significant impact to our consolidated financial statements relates to the recognition and measurement of equity investments, which are currently carried at cost, but will be measured at fair value in our consolidated statement of income. We are evaluating the impact to our consolidated financial statements but expect that it could have a significant impact, including additional volatility in other income (expense) within our statement of income in future periods as a result of the measurement of equity securities upon observable price changes and impairments. We expect to elect the measurement alternative for all equity investments without readily determinable fair values, which is defined as cost, less impairments, adjusted by observable price changes on a prospective basis. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted with specific application guidance; we currently do not expect that we will early adopt this standard. In February 2016, the FASB issued new accounting guidance for leases. The new lease guidance most significantly impacts lessee accounting and disclosures. First, this guidance requires lessees to identify arrangements that should be accounted for as leases. Under this guidance, for lease arrangements exceeding a 12-month term, a right-of-use asset and lease obligation is recorded by the lessee for all leases, whether operating or financing, while the income statement reflects lease expense for operating leases and amortization and interest expense for financing leases. The balance sheet amount recorded for existing leases at the date of adoption of this guidance must be calculated using the applicable incremental borrowing rate at the date of adoption. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. In addition, the new lease guidance requires the use of the modified retrospective method. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. We anticipate that this standard will have a material impact on our consolidated financial statements, as all long-term leases will be capitalized on the consolidated balance sheet. We currently do not intend to early adopt this standard. Recently Adopted Pronouncement – In March 2016, the Financial Accounting Standards Board, or FASB, issued new guidance which changes the accounting for stock-based compensation. The guidance simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. We adopted this standard on January 1, 2017, using a modified retrospective approach, which requires the cumulative effect of initially applying the standard to be recorded as an adjustment to the opening balance of retained earnings of the annual reporting period that includes the date of initial application, and which resulted in a cumulative-effect increase of $49.2 million to retained earnings and deferred tax assets. Upon adoption, we now recognize all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement. We no longer present excess tax benefits within cash flows from financing activities but instead present these cash flows in cash flows from operating activities in the condensed consolidated statements of cash flows. Prior to adoption, the excess tax benefits and tax deficiencies were recorded to additional paid-in capital and excess tax benefits were not recorded until they were able to be utilized. In addition, we elected to no longer calculate an estimate of expected forfeitures and began recognizing forfeitures as they occurred, including a cumulative-effect decrease of $1.0 million to retained earnings at January 1, 2017 with the offset as an increase to additional paid-in capital. |
Net Income (Loss) per Share | Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period under the treasury stock method. Potentially dilutive securities include stock options, restricted stock units, and shares to be purchased under the employee stock purchase plan. Under the treasury stock method, dilutive securities are assumed to be exercised at the beginning of the periods and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Securities are excluded from the computation of diluted net income (loss) per share if their effect would be anti-dilutive to earnings per share; therefore, in periods of net loss, shares used to calculate basic and dilutive net loss per share are equivalent. |
Fair Value of Financial Instruments | As of September 30, 2017 and December 31, 2016 , the carrying amounts of cash and cash equivalents, receivables, accounts payable, and accrued expenses approximated their estimated fair values because of the short-term nature of these financial instruments. Money market funds are valued using a market approach based upon the quoted market prices of identical instruments when available or other observable inputs such as trading prices of identical instruments in inactive markets or similar securities. Our MDP Accelerator program is designed to cultivate health care information technology start-ups and expand services offered to our provider network. MDP Accelerator portfolio investments as of September 30, 2017 and December 31, 2016 are typically made in the form of convertible notes receivable or cost method investments, which are included in investments and other assets on our condensed consolidated balance sheets. At September 30, 2017 , as there is no indication of performance risk, we estimate that the fair value of the notes receivable approximates cost, based on inputs including the original transaction prices, our own recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investments, subsequent rounds of financing, and changes in financial ratios or cash flows. |
Commitments and Contingencies | We are engaged from time to time in certain legal disputes arising in the ordinary course of business, including employment discrimination claims and challenges to our intellectual property. We believe that we have adequate legal defenses and that the likelihood of a loss contingency relating to the ultimate disposition of any of these disputes is remote. When the likelihood of a loss contingency becomes at least reasonably possible with respect to any of these disputes, or, as applicable in the future, if there is at least a reasonable possibility that a loss exceeding amounts already recognized may have been incurred, we will revise our disclosures in accordance with the relevant authoritative guidance. Additionally, we will accrue a liability for loss contingencies when we believe that it is both probable that a liability has been incurred and that we can reasonably estimate the amount of the loss. We will review these accruals and adjust them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel, and other relevant information. To the extent new information is obtained, and our views on the probable outcomes of claims, suits, assessments, investigations, or legal proceedings change, changes in our accrued liabilities would be recorded in the period in which such determination is made. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Changes in Beginning Stockholders' Equity | See table below for the changes in beginning stockholders' equity as a result of this implementation. Common Stock Additional Paid-In Capital Treasury Stock Accumulated Other Comprehensive Loss Retained Earnings Total Stockholders' Equity Shares Amount Shares Amount BALANCE – December 31, 2016 40.8 $ 0.4 $ 591.5 (1.3 ) $ (1.2 ) $ (0.9 ) $ 43.5 $ 633.3 Cumulative effect of adoption of new accounting standard — — 1.0 — — — 48.2 49.2 BALANCE – January 1, 2017 40.8 $ 0.4 $ 592.5 (1.3 ) $ (1.2 ) $ (0.9 ) $ 91.7 $ 682.5 |
NET INCOME (LOSS) PER SHARE (Ta
NET INCOME (LOSS) PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles the weighted average shares outstanding for basic and diluted net income (loss) per share for the periods indicated: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net income $ 13.0 $ 13.9 $ 21.5 $ 11.2 Weighted average shares used in computing basic net income per share 39.9 39.4 39.8 39.2 Net income per share – Basic $ 0.33 $ 0.35 $ 0.54 $ 0.29 Net income $ 13.0 $ 13.9 $ 21.5 $ 11.2 Weighted average shares used in computing basic net income per share 39.9 39.4 39.8 39.2 Effect of dilutive securities 0.8 0.6 0.8 0.8 Weighted average shares used in computing diluted net income per share 40.7 40.0 40.6 40.0 Net income per share – Diluted $ 0.32 $ 0.35 $ 0.53 $ 0.28 |
FAIR VALUE OF FINANCIAL INSTR15
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 and indicates the fair value hierarchy of the valuation techniques we utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities, and fair values determined by Level 2 inputs utilize quoted prices in inactive markets for identical assets or liabilities obtained from readily available pricing sources for similar instruments. The fair values determined by Level 3 inputs are unobservable values which are supported by little or no market activity. It is our policy to recognize transfers between levels of the fair value hierarchy, if any, at the end of the reporting period; however, there have been no such transfers during any of the periods presented. Fair Value Measurements as of September 30, 2017, Using Level 1 Level 2 Level 3 Total Cash and cash equivalents: Money market $ 0.1 $ — $ — $ 0.1 Debt securities: MDP Accelerator portfolio — — 0.5 0.5 Total assets $ 0.1 $ — $ 0.5 $ 0.6 Fair Value Measurements as of December 31, 2016, Using Level 1 Level 2 Level 3 Total Cash and cash equivalents: Money market $ 15.0 $ — $ — $ 15.0 Debt securities: MDP Accelerator portfolio — — 0.5 0.5 Total assets $ 15.0 $ — $ 0.5 $ 15.5 |
Schedule of Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents our financial instruments measured at fair value using unobservable inputs (Level 3) as of the three and nine months ended September 30, 2017 and 2016 : Fair Value Measurements Using Unobservable Inputs (Level 3) Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Balance, beginning of period $ 0.5 $ 0.7 $ 0.5 $ 1.3 Conversion — — — (0.3 ) Settlement — — — (0.3 ) Impairment — (0.5 ) — (0.5 ) Balance, end of period $ 0.5 $ 0.2 $ 0.5 $ 0.2 |
BASIS OF PRESENTATION - Narrati
BASIS OF PRESENTATION - Narrative (Details) - USD ($) $ in Millions | Oct. 13, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jan. 01, 2017 | Dec. 31, 2016 |
Accounting Standards Update 2016-09, Excess Tax Benefit Component | |||||||
Related Party Transaction [Line Items] | |||||||
Increase in deferred tax assets | $ 49.2 | ||||||
Retained Earnings | |||||||
Related Party Transaction [Line Items] | |||||||
Cumulative effect of new accounting principle | $ 48.2 | ||||||
Retained Earnings | Accounting Standards Update 2016-09, Excess Tax Benefit Component | |||||||
Related Party Transaction [Line Items] | |||||||
Cumulative effect of new accounting principle | 49.2 | ||||||
Retained Earnings | Accounting Standards Update 2016-09, Forfeiture Rate Component | |||||||
Related Party Transaction [Line Items] | |||||||
Cumulative effect of new accounting principle | (1) | ||||||
Additional Paid-In Capital | |||||||
Related Party Transaction [Line Items] | |||||||
Cumulative effect of new accounting principle | 1 | ||||||
Additional Paid-In Capital | Accounting Standards Update 2016-09, Forfeiture Rate Component | |||||||
Related Party Transaction [Line Items] | |||||||
Cumulative effect of new accounting principle | $ 1 | ||||||
Chief Executive Officer | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue from related parties | $ 4.8 | $ 3.8 | $ 14.3 | $ 10.3 | |||
Receivables from related parties | 1.6 | 1.6 | 1.4 | ||||
Long-Term Investment in Vendor | |||||||
Related Party Transaction [Line Items] | |||||||
Total related party expense | 15.6 | $ 12 | 45.5 | $ 31.5 | |||
Total amount payable to related parties | $ 5.4 | $ 5.4 | $ 4.6 | ||||
Minimum | Subsequent Event | Workforce reduction | Comprehensive Plan | |||||||
Related Party Transaction [Line Items] | |||||||
Restructuring charges | $ 15 | ||||||
Maximum | Subsequent Event | Workforce reduction | Comprehensive Plan | |||||||
Related Party Transaction [Line Items] | |||||||
Restructuring charges | $ 25 |
BASIS OF PRESENTATION - Schedul
BASIS OF PRESENTATION - Schedule of Changes in Beginning Stockholders' Equity (Details) - USD ($) shares in Millions, $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Stockholders' equity, unadjusted | $ 745.1 | $ 633.3 |
Common Stock | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Shares, outstanding (in shares) | 40.8 | |
Stockholders' equity, unadjusted | $ 0.4 | |
Stockholders' equity, adjusted balance | 0.4 | |
Additional Paid-In Capital | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Stockholders' equity, unadjusted | 591.5 | |
Cumulative effect of adoption of new accounting standard | 1 | |
Stockholders' equity, adjusted balance | $ 592.5 | |
Treasury Stock | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Shares, outstanding (in shares) | 1.3 | |
Stockholders' equity, unadjusted | $ (1.2) | |
Stockholders' equity, adjusted balance | (1.2) | |
Accumulated Other Comprehensive Loss | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Stockholders' equity, unadjusted | (0.9) | |
Stockholders' equity, adjusted balance | (0.9) | |
Retained Earnings | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Stockholders' equity, unadjusted | 43.5 | |
Cumulative effect of adoption of new accounting standard | 48.2 | |
Stockholders' equity, adjusted balance | 91.7 | |
Total Stockholders' Equity | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Stockholders' equity, unadjusted | 633.3 | |
Cumulative effect of adoption of new accounting standard | 49.2 | |
Stockholders' equity, adjusted balance | $ 682.5 |
BUSINESS COMBINATIONS - Narrati
BUSINESS COMBINATIONS - Narrative (Details) - USD ($) | Jun. 23, 2017 | Aug. 25, 2016 | Apr. 11, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Purchase price, net of cash acquired | $ 41,100,000 | $ 16,900,000 | ||||
Goodwill | $ 274,400,000 | $ 240,700,000 | ||||
Praxify Technologies, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price, net of cash acquired | $ 41,100,000 | |||||
Continued employment expense | 16,500,000 | |||||
Goodwill | 33,800,000 | |||||
Goodwill, expected tax deductible amount | 0 | |||||
Transaction costs incurred | 1,400,000 | |||||
Praxify Technologies, Inc. | Technology-Based Intangible Assets | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets acquired | $ 15,700,000 | |||||
Filament Labs, Inc | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price, net of cash acquired | $ 15,200,000 | |||||
Continued employment expense | 9,600,000 | |||||
Goodwill | 10,700,000 | |||||
Filament Labs, Inc | Technology-Based Intangible Assets | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets acquired | 5,300,000 | |||||
Filament Labs, Inc | Customer Relationships | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets acquired | $ 600,000 | |||||
Arsenal Health | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 800,000 | |||||
Payments to acquire businesses, gross | 1,700,000 | |||||
Liability settled, fair value | 300,000 | |||||
Arsenal Health | Technology-Based Intangible Assets | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets acquired | $ 900,000 |
NET INCOME (LOSS) PER SHARE - S
NET INCOME (LOSS) PER SHARE - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 13 | $ 13.9 | $ 21.5 | $ 11.2 |
Weighted average shares used in computing basic net income per share (in shares) | 39.9 | 39.4 | 39.8 | 39.2 |
Net income per share - Basic (in dollars per share) | $ 0.33 | $ 0.35 | $ 0.54 | $ 0.29 |
Effect of dilutive securities (in shares) | 0.8 | 0.6 | 0.8 | 0.8 |
Weighted average shares used in computing diluted net income per share (in shares) | 40.7 | 40 | 40.6 | 40 |
Net income per share - Diluted (in dollars per share) | $ 0.32 | $ 0.35 | $ 0.53 | $ 0.28 |
NET INCOME (LOSS) PER SHARE - N
NET INCOME (LOSS) PER SHARE - Narrative (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Options and restricted stock units which have an antidilutive effect (in shares) | 0.2 | 0.3 | 0.4 | 0.4 |
FAIR VALUE OF FINANCIAL INSTR21
FAIR VALUE OF FINANCIAL INSTRUMENTS - Narrative (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Unsecured Debt | Senior Credit Facility, 2015 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term line of credit | $ 277,500,000 | $ 292,500,000 |
Revolving Credit Facility | Senior Credit Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term line of credit | $ 0 | $ 0 |
FAIR VALUE OF FINANCIAL INSTR22
FAIR VALUE OF FINANCIAL INSTRUMENTS - Financial Assets and Liabilities that Are Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 0.6 | $ 15.5 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0.1 | 15 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0.5 | 0.5 |
Money market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents: | 0.1 | 15 |
Money market | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents: | 0.1 | 15 |
Money market | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents: | 0 | 0 |
Money market | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents: | 0 | 0 |
MDP Accelerator portfolio | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities: | 0.5 | 0.5 |
MDP Accelerator portfolio | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities: | 0 | 0 |
MDP Accelerator portfolio | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities: | 0 | 0 |
MDP Accelerator portfolio | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities: | $ 0.5 | $ 0.5 |
FAIR VALUE OF FINANCIAL INSTR23
FAIR VALUE OF FINANCIAL INSTRUMENTS - Schedule of Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - Fair Value, Measurements, Recurring - Level 3 - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, beginning of period | $ 0.5 | $ 0.7 | $ 0.5 | $ 1.3 |
Conversion | 0 | 0 | 0 | (0.3) |
Settlement | 0 | 0 | 0 | (0.3) |
Impairment | 0 | (0.5) | 0 | (0.5) |
Balance, end of period | $ 0.5 | $ 0.2 | $ 0.5 | $ 0.2 |