Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 29, 2016 | Jun. 30, 2015 | |
Document Documentand Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | CCRN | ||
Entity Registrant Name | CROSS COUNTRY HEALTHCARE INC | ||
Entity Central Index Key | 1,141,103 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 32,610,207 | ||
Entity Public Float | $ 399,507,048 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 2,453 | $ 4,995 |
Accounts receivable, net of allowances of $4,045 in 2015 and $1,425 in 2014 | 146,873 | 113,129 |
Income taxes receivable | 0 | 307 |
Prepaid expenses | 4,521 | 6,073 |
Insurance recovery receivable | 2,866 | 5,624 |
Other current assets | 2,032 | 1,055 |
Total current assets | 158,745 | 131,183 |
Property and equipment | 10,470 | 12,133 |
Trade Names, net | 39,252 | 38,201 |
Goodwill | 95,096 | 90,647 |
Other identifiable intangible assets, net of accumulated amortization of $38,370 in 2015 and $34,209 in 2014 | 46,813 | 33,823 |
Debt issuance costs, net | 878 | 1,257 |
Other non-current assets | 17,994 | 17,889 |
Total assets | 366,097 | 325,133 |
Current liabilities: | ||
Accounts payable and accrued expenses | 41,098 | 27,314 |
Accrued compensation and benefits | 29,402 | 28,731 |
Current portion of long-term debt and capital lease obligations | 8,071 | 3,607 |
Sales tax payable | 2,411 | 2,573 |
Deferred purchase price | 2,184 | 0 |
Deferred tax liabilities | 0 | 1,981 |
Other current liabilities | 2,880 | 2,790 |
Total current liabilities | 86,046 | 66,996 |
Long-term debt and capital lease obligations, less current portion | 81,803 | 70,467 |
Non-current deferred tax liabilities | 18,475 | 18,038 |
Long-term accrued claims | 30,070 | 32,068 |
Long-term deferred purchase price | 3,533 | 2,333 |
Other long-term liabilities | 4,826 | 4,899 |
Total liabilities | $ 224,753 | $ 194,801 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock—$0.0001 par value; 100,000,000 shares authorized; 31,951,960 and 31,292,596 shares issued and outstanding at December 31, 2015 and 2014, respectively | $ 3 | $ 3 |
Additional paid-in capital | 254,108 | 247,467 |
Accumulated other comprehensive loss | (1,207) | (1,118) |
Accumulated deficit | (112,056) | (116,474) |
Total Cross Country Healthcare stockholders' equity | 140,848 | 129,878 |
Noncontrolling interest | 496 | 454 |
Total stockholders' equity | 141,344 | 130,332 |
Total liabilities and stockholders' equity | 366,097 | 325,133 |
Other Intangible Assets | ||
Current assets: | ||
Other identifiable intangible assets, net of accumulated amortization of $38,370 in 2015 and $34,209 in 2014 | $ 43,662 | $ 33,823 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts receivable, allowance for doubtful accounts | $ 4,045 | $ 1,425 |
Other identifiable intangible assets, accumulated amortization | $ 38,419 | $ 34,209 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,951,960 | 31,292,596 |
Common stock, shares outstanding | 31,951,960 | 31,292,596 |
Other Intangible Assets | ||
Other identifiable intangible assets, accumulated amortization | $ 38,370 | $ 34,209 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Revenue from services | $ 767,421 | $ 617,825 | $ 438,311 |
Operating expenses: | |||
Direct operating expenses | 570,056 | 460,021 | 324,851 |
Selling, general and administrative expenses | 161,275 | 141,018 | 106,117 |
Bad debt expense | 999 | 1,016 | 1,078 |
Depreciation | 3,856 | 3,866 | 3,886 |
Amortization | 4,210 | 3,575 | 2,294 |
Loss on sale of business | 2,184 | 0 | 0 |
Acquisition and integration costs | 902 | 7,957 | 473 |
Restructuring costs | 1,274 | 840 | 484 |
Legal settlement charge | 0 | 0 | 750 |
Impairment charges | 2,100 | 10,000 | 6,400 |
Total operating expenses | 746,856 | 628,293 | 446,333 |
Income (loss) from operations | 20,565 | (10,468) | (8,022) |
Other expenses (income): | |||
Interest expense | 6,810 | 4,160 | 849 |
Loss on derivative liability | 9,901 | 16,671 | 0 |
Loss on early extinguishment and modification of debt | 0 | 0 | 1,419 |
Other (income) expense, net | (306) | 19 | (251) |
Income (loss) from continuing operations before income taxes | 4,160 | (31,318) | (10,039) |
Income tax (benefit) expense | (794) | 216 | 44,211 |
Income (loss) from continuing operations | 4,954 | (31,534) | (54,250) |
Income from discontinued operations, net of income taxes | 0 | 0 | 2,281 |
Consolidated net income (loss) | 4,954 | (31,534) | (51,969) |
Less: Net income attributable to noncontrolling interest in subsidiary | 536 | 249 | 0 |
Net income (loss) attributable to common shareholders | $ 4,418 | $ (31,783) | $ (51,969) |
Basic and diluted income (loss) per share attributable to common shareholders | |||
Continuing operations (usd per share) | $ 0.14 | $ (1.02) | $ (1.75) |
Discontinued operations (usd per share) | 0 | 0 | 0.07 |
Net (loss) income (usd per share) | $ 0.14 | $ (1.02) | $ (1.68) |
Weighted average common shares outstanding—basic (shares) | 31,514 | 31,190 | 31,009 |
Weighted average common shares outstanding—diluted (shares) | 32,162 | 31,190 | 31,009 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 4,954 | $ (31,534) | $ (51,969) |
Other comprehensive income, before income tax: | |||
Unrealized foreign currency translation (loss) gain | (89) | 14 | (386) |
Reclassification of currency translation adjustments | 0 | 0 | 2,336 |
Other comprehensive (loss) income, before income taxes | (89) | 14 | 1,950 |
Income tax expense (benefit) related to items of other comprehensive income | 0 | 162 | (162) |
Other comprehensive (loss) income, net of tax | (89) | (148) | 2,112 |
Comprehensive income (loss) | 4,865 | (31,682) | (49,857) |
Less: Net income attributable to noncontrolling interest in subsidiary | 536 | 249 | 0 |
Comprehensive income (loss) | $ 4,329 | $ (31,931) | $ (49,857) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Noncontrolling Interest |
Beginning Balance (in shares) at Dec. 31, 2012 | 30,902,000 | |||||
Beginning Balance at Dec. 31, 2012 | $ 209,123 | $ 3 | $ 244,924 | $ (3,082) | $ (32,722) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options (in shares) | 2,362 | |||||
Vesting of restricted stock (in shares) | 180,613 | |||||
Vesting of restricted stock | (300) | $ 0 | (300) | |||
Tax deficit of share-based compensation | (399) | (399) | ||||
Equity compensation | 2,100 | 2,100 | ||||
Foreign currency translation adjustment, net of deferred taxes | (224) | (224) | ||||
Reclassification of currency translation adjustments | 2,336 | 2,336 | ||||
Net income | (51,969) | (51,969) | ||||
Ending Balance (in shares) at Dec. 31, 2013 | 31,085,000 | |||||
Ending Balance at Dec. 31, 2013 | 160,667 | $ 3 | 246,325 | (970) | (84,691) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options (in shares) | 66,119 | |||||
Vesting of restricted stock (in shares) | 141,188 | |||||
Vesting of restricted stock | (245) | (245) | ||||
Equity compensation | 1,387 | 1,387 | ||||
Foreign currency translation adjustment, net of deferred taxes | (148) | (148) | ||||
Acquisition | 324 | 324 | ||||
Reclassification of currency translation adjustments | 0 | |||||
Distribution to noncontrolling shareholder | (119) | (119) | ||||
Net income | (31,534) | (31,783) | 249 | |||
Ending Balance (in shares) at Dec. 31, 2014 | 31,292,000 | |||||
Ending Balance at Dec. 31, 2014 | $ 130,332 | $ 3 | 247,467 | (1,118) | (116,474) | 454 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options (in shares) | 293,625 | 119,000 | ||||
Vesting of restricted stock (in shares) | 191,000 | |||||
Vesting of restricted stock | $ (543) | (543) | ||||
Equity compensation | 2,460 | 2,460 | ||||
Foreign currency translation adjustment, net of deferred taxes | (89) | (89) | ||||
Acquisition of Mediscan (in shares) | 350,000 | |||||
Acquisition of Mediscan | 4,724 | 4,724 | ||||
Reclassification of currency translation adjustments | 0 | |||||
Distribution to noncontrolling shareholder | (494) | (494) | ||||
Net income | 4,954 | 4,418 | 536 | |||
Ending Balance (in shares) at Dec. 31, 2015 | 31,952,000 | |||||
Ending Balance at Dec. 31, 2015 | $ 141,344 | $ 3 | $ 254,108 | $ (1,207) | $ (112,056) | $ 496 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities | |||
Net income | $ 4,954 | $ (31,534) | $ (51,969) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 8,066 | 7,441 | 6,180 |
Amortization of debt discount and debt issuance costs | 1,886 | 1,064 | 233 |
Provision for allowances | 1,779 | 1,016 | 1,083 |
Deferred income tax (benefit) expense | (1,544) | (857) | 45,900 |
Loss on derivative liability | 9,901 | 16,671 | 0 |
Impairment charges | 2,100 | 10,000 | 6,400 |
Loss on early extinguishment and modification of debt | 0 | 0 | 1,419 |
Equity compensation | 2,460 | 1,387 | 2,100 |
Loss (gain) on sale of business | 2,184 | 0 | (3,969) |
Other noncash costs | 20 | 114 | 12 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (28,708) | (16,119) | 2,036 |
Prepaid expenses and other assets | 2,663 | 1,371 | (1,848) |
Income taxes | 375 | 58 | (138) |
Accounts payable and accrued expenses | 11,213 | 5,654 | (320) |
Other liabilities | 886 | (338) | 1,540 |
Net cash provided by (used in) operating activities | 18,235 | (4,072) | 8,659 |
Cash flows from investing activities | |||
Proceeds from sale of businesses | 7,500 | 3,750 | 45,655 |
Acquisitions, net of cash acquired | (28,870) | (44,631) | (28,700) |
Transaction costs related to sale of business | (338) | 0 | 0 |
Purchases of property and equipment | (2,362) | (4,571) | (1,750) |
Net cash (used in) provided by investing activities | (24,070) | (45,452) | 15,205 |
Cash flows from financing activities | |||
Proceeds from borrowing on Second Lien Term Loan | 0 | 28,875 | 0 |
Proceeds from borrowing on Convertible Note | 0 | 24,063 | 0 |
Borrowings under Senior Secured Asset-Based revolving credit facility | 64,100 | 61,205 | 63,444 |
Repayments on Senior Secured Asset-Based revolving credit facility | (59,600) | (66,105) | (55,044) |
Principal payments on term loan | 0 | 0 | (23,125) |
Repayments on revolving credit facility | 0 | 0 | (10,000) |
Repayments of capital lease obligations | (108) | (122) | (530) |
Repurchase of stock for tax withholdings | (543) | (245) | (300) |
Cash payment to noncontrolling shareholder | (494) | (119) | 0 |
Debt issuance costs | 0 | (1,093) | (506) |
Net cash provided by (used in) financing activities | 3,355 | 46,459 | (26,061) |
Effect of exchange rate changes on cash | (62) | 5 | (211) |
Change in cash and cash equivalents | (2,542) | (3,060) | (2,408) |
Cash and cash equivalents at beginning of year | 4,995 | 8,055 | 10,463 |
Cash and cash equivalents at end of year | 2,453 | 4,995 | 8,055 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 5,052 | 2,512 | 622 |
Income taxes paid | 1,035 | 1,374 | 1,164 |
Income tax refunds | $ (51) | $ (61) | $ (323) |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Cross Country Healthcare, Inc. (the “Company”) was incorporated in Delaware on July 29, 1999 as a business providing travel nurse and allied health staffing services. As of December 31, 2015, the Company is a leading national provider of nurse and allied staffing services, multi-specialty locum tenens (temporary physician staffing) services, as well as a provider of other human capital management services focused on healthcare. The consolidated financial statements include the accounts of the Company and its direct and indirect wholly-owned subsidiaries. The consolidated financial statements include all assets, liabilities, revenue, and expenses of InteliStaf of Oklahoma, LLC, which is controlled by the Company but not wholly owned. The Company records the ownership interest of the noncontrolling shareholder as noncontrolling interest in subsidiary. All intercompany transactions and balances have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the current year presentation. See Note 13 - Income Taxes and Note 17 - Segment Data. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of consolidated financial statements, in conformity with U.S. generally accepted accounting principles (U.S. GAAP), requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, the valuation of accounts receivable, goodwill and intangible assets, other long-lived assets, share-based compensation, accruals for health, workers’ compensation and professional liability claims, valuation of deferred tax assets and the purchase price allocation, derivative liability, legal contingencies, future contingent considerations, income taxes and sales and other non-income tax liabilities. Accrued insurance claims and reserves include estimated settlements from known claims and actuarial estimates for claims incurred but not reported. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all investments with original maturities of three months or less to be cash and cash equivalents. The Company invests its excess cash in highly rated overnight funds and other highly rated liquid accounts. The Company is exposed to credit risk associated with these investments. The Company minimizes its credit risk relating to these positions by monitoring the financial condition of the financial institutions involved and by primarily conducting business with large, well established financial institutions, and diversifying its counterparties. The Company does not currently anticipate nonperformance by any of its significant counterparties. Interest income on cash and cash equivalents is included in other (income) expense, net, on the Company’s consolidated statements of operations. Accounts Receivable, Allowance for Doubtful Accounts, and Concentration of Credit Risk Accounts receivable potentially subject the Company to concentrations of credit risk. The Company’s customers are primarily healthcare providers, and accounts receivable represent amounts due from them. The Company generally does not require collateral and mitigates its credit risk by performing credit evaluations and monitoring at-risk accounts. The allowance for doubtful accounts represents the Company’s estimate of uncollectible receivables based on a review of specific accounts and the Company’s historical collection experience. The Company writes off specific accounts based on an ongoing review of collectability as well as past experience with the customer. The Company’s contract terms typically require payment between 15 to 60 days from the date services are provided and are considered past due based on the particular negotiated contract terms. The majority of the Company's business activity is with hospitals located throughout the United States. No single customer accounted for more than 10% of the Company’s accounts receivable balance as of December 31, 2015 and 2014 , or revenue for the years ended December 31, 2015 , 2014 and 2013 . Prepaid Rent and Deposits The Company leases apartments for eligible field employees under short-term agreements (typically three to six months), which generally coincide with each employee’s staffing contract. Costs relating to these leases are included in direct operating expenses on the accompanying consolidated statements of operations. As a condition of these agreements, the Company may place security deposits on the leased apartments. Deposits on field employees’ apartments related to these short-term agreements are included in other current assets on the accompanying consolidated balance sheets. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Depreciation is determined on a straight-line basis over the estimated useful lives of the assets, which generally range from three to seven years. Leasehold improvements are depreciated over the shorter of their estimated useful life or the term of the individual lease. Depreciation related to assets recorded under capital lease obligations is included in depreciation expense on the consolidated statements of operations and calculated using the straight-line method over the term of the related capital lease. Certain software development costs have been capitalized in accordance with the provisions of the Intangibles-Goodwill and Other/Internal-Use Software Topic of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). Such costs include charges for consulting services and costs for personnel associated with programming, coding, and testing such software. Amortization of capitalized software costs begins when the software is ready for use and is included in depreciation expense in the accompanying consolidated statements of operations. Software development costs are being amortized using the straight-line method over three to five years. Business Combinations The Company applies accounting in accordance with ASC Topic 805 - Business Combinations when it acquires control over a business. Business combinations are accounted for at fair value. The associated acquisition costs are expensed as incurred and recorded as acquisition and integration costs; noncontrolling interests, if any, are reflected at fair value at the acquisition date; restructuring costs associated with a business combination are expensed; contingent consideration is measured at fair value at the acquisition date, with changes in the fair value after the acquisition date affecting earnings; and goodwill is determined as the excess of the fair value of the consideration conveyed in the acquisition over the fair value of the net assets acquired. The accounting for business combinations requires estimates and judgments as to expectations for future cash flows of the acquired business, and the allocation of those cash flows to identifiable intangible assets, in determining the estimated fair value for assets and liabilities acquired. The fair values assigned to tangible and intangible assets acquired and liabilities assumed are based on management's estimates and assumptions, including valuations that utilize customary valuation procedures and techniques. If the actual results differ from the estimates and judgments used in these estimates, the amounts recorded in the financial statements could result in a possible impairment of the intangible assets and goodwill, or require acceleration of the amortization expense of finite-lived intangible assets. The results of the acquired businesses' operations are included in the consolidated statements of operations of the combined entity beginning on the date of acquisition. See Note 3 - Acquisitions. Goodwill, Trade Names, and Other Identifiable Intangible Assets Goodwill represents the excess of purchase price and related costs over the fair value assigned to the net tangible and identifiable intangible assets of businesses acquired. Other identifiable intangible assets with definite lives are being amortized using the straight-line method over their estimated useful lives which range from 5 to 16 years. Goodwill and certain intangible assets with indefinite lives are not amortized. Instead, in accordance with the Intangibles-Goodwill and Other Topic of the FASB ASC, these assets are reviewed for impairment annually at the beginning of the fourth quarter, and whenever circumstances occur indicating potential impairment, with any related losses recognized in earnings and included in the caption impairment charges on the consolidated statements of operations. Historically, the Company completed the annual goodwill impairment test as of December 31 of each fiscal year. During the quarter ended September 30, 2014, the Company voluntarily changed the date of its goodwill and other indefinite-lived intangible assets impairment testing from December 31 to the first day of its fourth quarter. This voluntary change is preferable under the circumstances as it provides the Company with additional time to complete its annual goodwill and indefinite-lived intangible asset impairment testing in advance of its year-end reporting. The voluntary change in accounting principle related to the annual testing date will not delay, accelerate, or avoid an impairment charge. This change is not applied retrospectively as it is impracticable to do so because retrospective application would require application of significant estimates and assumptions with the use of hindsight. Accordingly, the change will be applied prospectively. If, after assessing the totality of events and circumstances, the Company determines that it is more likely than not that the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary. The performance of the quantitative impairment test involves a two-step process. The first step in its annual impairment assessment requires the Company to determine the fair value of each of its reporting units and compare it to the reporting unit’s carrying amount. The Company determines its reporting units by identifying components of its operating segments that constitute a business for which discrete financial information is available and management regularly reviews the operating results of that component. The Company has had four reporting units that it reviewed for impairment: 1) Nurse and Allied Staffing, 2) Physician Staffing, and 3) Retained Search. The fourth reporting unit, Education Seminars, was divested August 31, 2015. See Note 4 - Disposal and Discontinued Operations. In its impairment analysis, the Company determines the fair value of its reporting units based on a combination of inputs including Level 3 inputs such as discounted cash flows which are not observable from the market, directly or indirectly, as well as inputs such as pricing multiples from publicly traded guideline companies and the market capitalization of the Company, including an estimated premium an investor would pay for a controlling interest. If the reporting unit’s carrying value exceeds its fair value, the Company then determines the amount of the impairment charge, if any. The Company recognizes an impairment charge if the carrying value of the reporting unit’s goodwill exceeds its implied fair value. Management considers historical experience and all available information at the time the fair values of its reporting units are estimated. However, fair values that could be realized in an actual transaction may differ from those used to evaluate the potential impairment of goodwill. Long-lived assets and identifiable intangible assets with definite lives are evaluated for impairment in accordance with the Property, Plant, and Equipment Topic of the FASB ASC. In accordance with this Topic, long-lived assets and definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Recoverability of long-lived assets is measured by a comparison of the carrying amount of the asset group to the future undiscounted net cash flow that is expected to be generated by those assets. If such assets are considered to be impaired, the impairment charge recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets. See Note 5 – Goodwill, Trade Names, and Other Identifiable Intangible Assets. Debt Discount and Debt Issuance Costs Stated discounts on proceeds, and other fees reimbursed to lender, as well as the initial value of any embedded derivative features of the Convertible Notes and Term Loans, as defined in Note 8 - Debt, are treated as a discount associated with the respective debt instrument and presented in the balance sheet as an offset to the carrying amount of the debt. Discounts are amortized to interest expense using the effective interest rate method, or a method that approximates the effective interest rate method, over the expected life of the debt. Deferred costs related to the issuance of Convertible Notes and Term Loans are capitalized and amortized using the effective interest method. Deferred costs related to the issuance of the Company’s Senior Secured Asset-Based Loan, as defined in Note 8 – Debt, have been capitalized and amortized using the straight line method, over the term of the related credit agreement. Derivative Financial Instruments The Company evaluates embedded conversion features within convertible debt under FASB ASC 815, Derivatives and Hedging, to determine whether the embedded conversion feature should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded within other expenses (income) on our consolidated statements of operations. The Company uses a trinomial lattice model to estimate the fair value of embedded conversion and redemption features in its convertible debt at the end of each applicable reporting period. Changes in the fair value of these derivatives during each reporting period are reported in the consolidated statements of operations. The fair value at inception has been recorded as debt discount and is being amortized to interest expense over the term of the note using the effective interest method or another method that approximates the effective interest method. Sales and Other State Non-income Tax Liabilities The Company accrues sales and other state non-income tax liabilities based on the Company’s best estimate of its probable liability utilizing currently available information and interpretation of relevant tax regulations. Given the nature of the Company’s business, significant subjectivity exists as to both whether sales and other state non-income taxes can be assessed on its activity and how the sales tax will ultimately be measured by the relevant jurisdictions. The Company makes a determination for each reporting period whether the estimates for sales and other non-income taxes in certain states should be revised. Insurance Claims The Company provides workers’ compensation insurance coverage, professional liability coverage, and healthcare benefits for eligible employees. The Company records its estimate of the ultimate cost of, and reserves for, workers' compensation and professional liability benefits based on actuarial models prepared or reviewed by an independent actuary using the Company’s loss history as well as industry statistics. The healthcare insurance accrual is for estimated claims that have occurred but have not been reported and is based on the Company’s historical claim submission patterns. Furthermore, in determining its reserves, the Company includes reserves for estimated claims incurred but not reported as well as unfavorable claims development. The Other Expenses/Insurance Costs Topic of FASB ASC 720 previously issued authoritative accounting guidance in the area of insurance contracts and related activity thereto. ASC 720 concluded that, under circumstances such as in the Company’s insured professional liability and workers' compensation policies, since a right of legal offset does not exist due to the fact that there are three parties to an incurred claim, the insured, the insurer, and the claimant, the related liability to the claimant should be classified separately on a gross basis with a separate related receivable from the insurer recognized as being due from insurance carriers. Accordingly, the Company’s consolidated balance sheets as of December 31, 2015 and 2014 reflect the related short-term liabilities in accrued compensation and benefits and the related long-term liabilities as long-term accrued claims, and the short-term receivable portion as insurance recovery receivable and the long-term portion as non-current insurance recovery receivable. See Note 7 – Balance Sheet Details. The ultimate cost of workers’ compensation, professional liability, and health insurance claims will depend on actual amounts incurred to settle those claims and may differ from the amounts reserved by the Company for those claims. Workers’ compensation benefits are provided under a partially self-insured plan. The Company has letters of credit to guarantee payments of claims. At both December 31, 2015 and 2014 , the Company had outstanding approximately $21.5 million standby letters of credit as collateral to secure the self-insured portion of this plan. The Company has occurrence-based primary professional liability policies that provide the Company and each working professional in its nurse and allied healthcare business with coverage. Until January 1, 2016, the Company had an occurrence-based professional liability policy for its independent contractor physicians and advanced practitioners which was insured by a wholly-owned subsidiary, Jamestown Indemnity, Ltd., a wholly-owned Cayman Island captive company (the "Captive"), until its voluntary liquidation in the third quarter of 2015. Beginning in March 2015, the Company's Physician subsidiary self-insured $0.5 million for each of its professional liability claims. Under the terms of the Captive’s reinsurance policy there was a requirement to guarantee the payment of claims to its insured party’s primary medical malpractice insurance carrier via a letter of credit. As a result of the Captive's liquidation, the letter of credit was reduced. As of December 31, 2015 and 2014 , the value of the letters of credit was $ 2.0 million and $5.0 million, respectively. Effective January 1, 2016, the Company has a claims-made professional liability policy for its physicians and advanced practitioners. Subject to certain limitations, the Company also has umbrella liability coverage for its working nurses and allied healthcare professionals. While this umbrella coverage does not extend to professional liability claims against its independent contractor physicians and advance practitioners, it does cover claims brought against all of the Company’s subsidiaries for non-patient general liability. Revenue Recognition The Company recognizes revenue when it is earned and when all of the following criteria are met: persuasive evidence of the arrangement exists; delivery has occurred or the service has been provided and the Company has no remaining obligations; the fee is fixed or determinable; and collectability is reasonably assured. The Company includes reimbursed expenses in revenues, and the associated amounts of reimbursable expenses in cost of services. Temporary Staffing Revenue Revenue from services consists primarily of temporary staffing revenue. Revenues from temporary staffing, net of sales adjustments and discounts, are recognized when earned, based on hours worked by the Company’s healthcare professionals. Accordingly, accounts receivable includes estimated revenue for employees’ and independent contractors’ time worked but not yet invoiced. At December 31, 2015 and 2014 , such estimated accrued revenue is approximately $18.4 million and $21.9 million, respectively. Permanent Placement Revenue on permanent placements is recognized when services provided are substantially completed. The Company does not, in the ordinary course of business, provide refunds. If a candidate leaves a permanent placement within a relatively short period of time, it is customary for the Company to provide a replacement at no additional cost. Gross Versus Net Policies The Company records revenue on a gross basis as a principal or on a net basis as an agent depending on the arrangement, as follows: Managed Service Programs Arrangements The Company has entered into certain contracts with acute care facilities to provide comprehensive managed service programs (MSP) services. Under these contract arrangements, the Company uses its healthcare professionals along with those of third-party subcontractors to fulfill customer orders. If its healthcare professional is used, revenue is recorded on a gross basis. If a subcontractor is used, the customer is invoiced for their services and, a subcontractor liability is recorded in accrued expenses, but only the resulting administrative fee is recognized as revenue. The subcontractor is paid after the Company has received payment from the acute care facility. The Company determined that it acts as an agent in these arrangements. Physician Staffing In the Company’s Physician Staffing business, revenue is recorded on a gross basis as a principal versus on a net basis as an agent in the consolidated statements of operations. Education Seminars During the third quarter of 2015, the Company completed the sale of its education seminars business, Cross Country Education, LLC (CCE). See Note 4 - Disposal and Discontinued Operations. Prior to the sale of CCE, revenue from the Company’s Education Seminars services was recognized as the independent contractor-led seminars were performed. In the Company’s Education Seminars business, revenue was recorded in the consolidated statements of operations on a gross basis as a principal versus on a net basis as an agent. Deferred Revenue Amounts collected in advance of the services being substantially complete are recorded as deferred revenue in other current liabilities on the consolidated balance sheets. At December 31, 2015 and 2014 , the Company had $1.1 million and $1.2 million, respectively, recorded as deferred revenue included in other current liabilities on the accompanying consolidated balance sheets. Share-Based Compensation The Company has, from time to time, granted stock options, stock appreciation rights, performance-based stock awards, and restricted stock for a fixed number of common shares to employees. In accordance with the Compensation-Stock-Compensation Topic of the FASB ASC, companies may choose from alternative valuation models. The Company uses the Black-Scholes method of valuing its options and stock appreciation rights. The Company has elected to recognize compensation expense on a straight-line basis over the requisite service period of the entire award. The Company values its restricted stock awards and the fair value of its performance-based stock awards by reference to its stock price on the date of grant. The Company granted performance-based stock awards to certain key personnel pursuant to its 2014 Omnibus Incentive Plan as described in Note 14 - Stockholders' Equity. Pursuant to the plan, the number of target shares that will vest are determined based on the level of attainment of the targets. If a minimum level of performance is attained for the awards, restricted stock will be issued with a vesting date in the future, subject to the employee's continuing employment. The Company recognizes performance-based restricted stock as compensation expense based on the most likely probability of attaining the prescribed performance and over the requisite service period beginning at its grant date and through the date the restricted stock vests. The Company uses historical data of options with similar characteristics to estimate pre-vesting option forfeitures, as it believes that historical behavior patterns are the best indicators of future behavior patterns. Compensation expense related to share-based payments is included in selling, general and administrative expenses in the consolidated statements of operations and totaled $2.5 million, $1.4 million and $2.1 million, during the years ended December 31, 2015 , 2014 and 2013 , respectively. Because the Company has a full valuation allowance on its deferred tax assets, the granting and exercise of share-based payments during the years ended December 31, 2015 , 2014 and 2013 had no impact on the income tax provision. See Note 14 – Stockholders’ Equity. Advertising The Company’s advertising expense consists primarily of online advertising, print media, promotional material and, prior to the sale of CCE, direct mail marketing. Advertising costs are expensed as incurred and were approximately $4.9 million, $4.1 million and $3.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Prior to the sale of CCE, direct mail marketing costs associated with the Company’s education seminars services were capitalized when the Company determined that there was a reasonable expectation that the cost of the incurred advertising would be recovered from the gross profit generated by the advertised event and expensed when the related event took place. At December 31, 2014 , approximately $1.0 million of these costs are included in prepaid expenses on the consolidated balance sheet. There are no such costs included in prepaid expenses on the December 31, 2015 consolidated balance sheet. Restructuring Costs The Company considers restructuring activities to be programs whereby it fundamentally changes its operations, such as closing and consolidating facilities, reducing headcount and realigning operations in response to changing market conditions. During the year ended December 31, 2015 , the Company incurred restructuring charges related to its cost optimization project. Restructuring costs totaled $1.3 million , including $0.6 million for exit costs related to lease consolidations, $0.6 million under the terms of the Company's ongoing benefit arrangement, and $0.1 million related to vendor contract terminations. During the year ended December 31, 2015 , the Company paid $0.3 million for exit liabilities, $0.5 million in post-employment benefits, and $0.1 million for contract terminations. As of December 31, 2015 , the balance in the accrued restructuring liability was $0.4 million , including $0.1 million of post-employment benefits and $0.3 million for exit liabilities. During the years ended December 31, 2014 and 2013 , restructuring costs included in the consolidated statements of operations are primarily related to senior management employee severance pay. There were no restructuring liabilities included on the consolidated balance sheet as of December 31, 2014 . Operating Leases The Company accounts for all operating leases on a straight-line basis over the term of the lease. In accordance with the provisions of the Leases Topic of the FASB ASC, any lease incentives or rent escalations are also recognized on a straight-line basis over the term of the lease. See Note 12 - Commitments and Contingencies. Income Taxes The Company accounts for income taxes under the Income Taxes Topic of the FASB ASC. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax basis of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company recognizes in its financial statements the impact of a tax position if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes. The Company records valuation allowances to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. The assessment of whether or not a valuation allowance is required often requires significant judgment, including the long-range forecast of future taxable income and the evaluation of tax planning initiatives. Adjustments to the deferred tax valuation allowances are made to earnings in the period when such assessments are made. Due to the historical losses from the Company's operations, it has recorded a full valuation allowance on its deferred tax assets. See Note 13 - Income Taxes. Comprehensive Income (Loss) Total comprehensive income (loss) includes net income or loss, foreign currency translation adjustments, and reclassification of foreign currency adjustments, net of any related deferred taxes. Certain of the Company’s foreign subsidiaries use their respective local currency as their functional currency. In accordance with the Foreign Currency Matters Topic of the FASB ASC, assets and liabilities of these operations are translated at the exchange rates in effect on the balance sheet date. Income statement items are translated at the average exchange rates for the period. The cumulative impact of currency fluctuations related to the balance sheet translation is included in accumulated other comprehensive loss in the accompanying consolidated balance sheets and was approximately $1.2 million and $1.1 million at December 31, 2015 and 2014 , respectively. The Company released into earnings $2.3 million of its cumulative currency translation losses related to the sale of clinical trial services business in the first quarter of 2013, which was included in the income from discontinued operations, net of income taxes on the consolidated statements of operations. There was no income tax impact related to foreign currency translation adjustments for the period ended December 31, 2015 . During the periods ended December 31, 2014 and 2013 , $0.2 million of income tax expense and $0.2 million of income tax benefit, respectively, related to foreign currency translation adjustments were included on the Company's consolidated statements of comprehensive income (loss). Fair Value Measurements The Company complies with the provisions of the Fair Value Measurements and Disclosures Topic of the FASB ASC, which defines fair value, establishes a framework for measuring fair value under U.S. GAAP and expands disclosures about fair value measurements. As of December 31, 2015 and 2014 , the Company’s financial assets and liabilities required to be measured on a recurring basis were its contingent consideration receivable, its deferred compensation liability, its convertible notes derivative liability, and its deferred purchase price. See Note 10 – Fair Value Measurements. Earnings Per Share In accordance with the requirements of the Earnings Per Share Topic of the FASB ASC, basic earnings per share is computed by dividing net income available to common shareholders (numerator) by the weighted average number of vested unrestricted common shares outstanding during the period (denominator). Diluted earnings per share gives effect to all dilutive potential common shares outstanding during the period including stock appreciation rights and options and unvested restricted stock, as calculated utilizing the treasury stock method, and Convertible Notes using the if-converted method. Recently Adopted Accounting Pronouncements In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes (Topic 740) , which simplifies the presentation of deferred income taxes. This ASU requires that deferred tax assets and liabilities be classified as non-current in a statement of financial position. The Company early adopted ASU 2015-17 as of December 31, 2015 on a prospective basis. Adoption of this ASU resulted in a reclassification of the Company's net current deferred tax liability to the net non-current deferred tax liability in its consolidated balance sheet as of December 31, 2015. No prior periods were retrospectively adjusted. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements to clarify the SEC staff's position on presenting and measuring debt issuance costs incurred in connection with line-of-credit arrangements. Given the absence of authoritative guidance within ASU No. 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance is effective for the Company immediately. The Company adopted this guidance, with no impact on its financial position and results of operations. In January 2014, the Company adopted ASU No. 2014-08 , Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU 2014-08 provides new criteria for reporting discontinued operations and specifically indicates a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that will have a major effect on the |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Mediscan On October 30, 2015, the Company completed the acquisition of all of the membership interests of New Mediscan II, LLC, Mediscan Diagnostic Services, LLC, and Mediscan Nursing Staffing, LLC (collectively "Mediscan") for a purchase price of $29.9 million in cash ( $28.0 million plus working capital estimate) and $4.7 million in shares (or 349,871 shares) of the Company's Common Stock, subject to a net working capital adjustment. In the first quarter of 2016, the net working capital adjustment was settled consistent with the receivable balance as of December 31, 2015. The sellers are also eligible to receive an earnout based on Mediscan's 2016 and 2017 performance that could provide up to an additional $7.0 million of cash. The shares of Common Stock issued in connection with the acquisition are subject to a lockup period. The Company financed the purchase price through a combination of cash-on-hand and borrowings under the Company's senior credit facility. The transaction will be treated as a purchase of assets for income tax purposes. Mediscan provides temporary healthcare staffing and workforce solutions to both the healthcare and education markets - both public and charter schools. While largely concentrated in California, Mediscan provides services across 11 states to more than 300 clients through more than 70 specialties. The Mediscan acquisition provides the Company a new customer base in the healthcare staffing market for public schools and the workforce solutions arena for charter schools. The acquisition has been accounted for in accordance with FASB ASC 805, Business Combinations, using the acquisition method of accounting. The results of the acquisition's operations are included in the consolidated statements of operations from October 30, 2015. The acquisition results have been aggregated with the Company's Nurse and Allied Staffing business segment. As such, the associated goodwill related to the acquisition of Mediscan is fully allocated to Nurse and Allied Staffing. The amounts of revenue and net income of Mediscan included in the Company's consolidated income statement from the acquisition date to the period ended December 31, 2015 are $6.7 million and $0.3 million , respectively. The following is the estimated fair value of the purchase price for Mediscan on October 30, 2015: (amounts in thousands) Cash purchase price paid at closing $ 28,000 Fair value of shares 4,723 Fair value of contingent consideration 3,686 Net working capital adjustment, including receivable 503 Total consideration $ 36,912 The purchase price was allocated to the assets acquired and the liabilities assumed based on the estimated fair value at the date of acquisition. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill, which is expected to be deductible for tax purposes. The following table is an estimate of the fair value of the assets acquired and liabilities assumed on October 30, 2015. (amounts in thousands) Cash acquired $ 79 Accounts receivable 6,851 Other current assets 140 Property and equipment 20 Goodwill 14,338 Other intangible assets 17,200 Total assets acquired 38,628 Accounts payable and accrued expenses 306 Accrued employee compensation and benefits 1,410 Total liabilities assumed 1,716 Net assets acquired $ 36,912 The Company used a third-party appraiser to assist with the determination of the fair value and estimated useful lives of certain acquired assets and liabilities. These estimates are preliminary; however, the Company does not expect there to be material differences upon the finalization of the purchase price allocation. The Company assigned the following values to other identifiable intangible assets: $3.2 million to trade names with a weighted average estimated useful life of 11 years, $5.2 million to customer relations with an estimated useful life of 10 years, and $8.8 million to a database with an estimated useful life of 10 years, for a total of $17.2 million in definite life intangible assets with a weighted average estimated useful life of 10 years. The remaining excess purchase price over the fair value of net assets acquired of $14.3 million was recorded as goodwill, which is expected to be deductible for tax purposes. Associated acquisition costs incurred were $0.7 million and have been included in acquisition and integration costs on the Company's consolidated statement of operations for the year ended December 31, 2015 . Medical Staffing Network On June 30, 2014, the Company acquired substantially all of the assets and certain liabilities of Medical Staffing Network Healthcare, LLC (MSN) for an aggregate purchase price of $47.1 million , net of $1.0 million cash acquired. The Company paid $44.6 million , net of cash acquired, of which $1.0 million was funded to an escrow account for the net working capital adjustment. During the fourth quarter of 2014, the Company received $0.2 million from the escrow account to finalize the net working capital adjustment and the remaining balance in the escrow account was released to the seller. An additional $2.5 million was deferred and is due to the seller 21 months from the acquisition date, less any COBRA expenses incurred by the Company on behalf of former MSN employees over that period. The Company has incurred $0.3 million in COBRA expenses since the MSN acquisition and has a remaining liability of $2.2 million in the line item deferred purchase price on its consolidated balance sheet. The Company financed the purchase price using $55.0 million in new subordinated debt consisting of a $30.0 million , 5 -year term loan and $25.0 million of convertible notes having a 6 -year maturity and a conversion price of $7.10 . The Company also amended its loan agreement with Bank of America. N.A. to increase its borrowing capacity under its senior secured asset-based revolving credit facility from $65.0 million to $85.0 million . See Note 8 - Debt. At the time of the acquisition, MSN had 55 locations throughout the U.S. that provide per diem, local, contract, travel, and permanent hire staffing services. This acquisition increases the Company's branch network and market share, diversifies its customer base and brings new service lines. Management believes it positions the Company to serve its customers better and to increase earnings growth through improved fill rates, expansion of its managed service programs and per diem activities, and the recognition of cost synergies. The acquisition has been accounted for in accordance with FASB ASC 805, Business Combinations, using the acquisition method of accounting. The results of the acquisition's operations are included in the consolidated statements of operations from July 1, 2014. The acquisition results are substantially reported through the Company's Nurse and Allied Staffing business segment. As such, the associated goodwill related to the acquisition of MSN is fully allocated to Nurse and Allied Staffing. The following table summarizes the fair value of the assets acquired and liabilities assumed. The Company used a third-party appraiser to assist with the determination of the fair value and estimated useful lives of acquired assets and liabilities assumed on June 30, 2014: (amounts in thousands) Cash acquired $ 989 Accounts receivable 37,275 Other current assets 3,378 Property and equipment 5,329 Goodwill 13,381 Other intangible assets 17,100 Other assets 2,325 Total assets acquired 79,777 Accounts payable 6,736 Accrued employee compensation and benefits 14,731 Other liabilities 9,867 Total liabilities assumed 31,334 Noncontrolling interest 324 Net assets acquired $ 48,119 The gross contractual accounts receivable of the business were $38.1 million and were recorded net of the Company's best estimate of receivables not expected to be collected of $0.8 million . The self-insurance accruals and liabilities for workers' compensation and professional liability were based on third-party appraisals. The Company provides workers’ compensation insurance coverage and professional liability coverage for our eligible temporary healthcare professionals. As part of the MSN acquisition, the Company assumed MSN’s workers' compensation and professional liability claims (both known claims and those incurred but not reported or IBNR). The MSN workers’ compensation benefits are provided under a partially self-insured plan. The workers' compensation insurer requires that the Company provide a letter of credit to guarantee payments of those workers' compensation claims. The Company also purchased an aggregate stop loss policy that attaches at $2.3 million for known MSN professional liability claims with a policy limit of $5.0 million . At the date of acquisition. the estimated fair value of the related liability was $5.6 million and the estimated recovery receivable was $0.4 million . For IBNR professional liability claims of MSN, the Company purchased a primary policy that provides each temporary healthcare professional with coverage of $1.0 million per occurrence and $5.0 million in the aggregate. This policy does not have a deductible. The Company also purchased an excess layer of insurance for MSN IBNR professional liability claims having limits of $1.0 million per occurrence and $6.0 million in the aggregate. The Company assigned the following values to other identifiable intangible assets: $5.9 million to trade names with an indefinite life, $4.7 million to customer relations with a weighted average estimated useful life of 13 years, and $6.5 million to a database with an estimated useful life of 10 years, for a total of $11.2 million in definite life intangible assets with a weighted average estimated useful life of 11 years. The Company also assigned an estimated fair value of $0.3 million to the noncontrolling interest in InteliStaf of Oklahoma, LLC, a joint venture between MSN and a third party. The fair value assessment was determined based on a combination of the discounted cash flow method, the guideline public company method, and the merger and acquisition method, utilized at 80% , 10% , and 10% , respectively, discounted to reflect that the interest is noncontrolling, and that there is no ready public market for the interest. The remaining excess purchase price over the fair value of net assets acquired of $13.4 million was recorded as goodwill, which is expected to be deductible for tax purposes. Additional acquisition and integration-related costs of approximately $7.3 million , including $2.2 million of costs directly attributable to the transaction (such as transaction and advisory fees) were incurred and are reflected as acquisition and integration costs on the Company's consolidated statement of operations for the year ended December 31, 2014 . Allied Healthcare Staffing In December 2013, the Company acquired the operating assets of On Assignment, Inc.’s Allied Healthcare Staffing division for an aggregate purchase price of $28.7 million , subject to certain post-closing adjustments. Excluded from the transaction were the accounts receivable, accounts payable and accrued compensation of the business being acquired. The Company used $24.7 million in cash on hand and $4.5 million from borrowings under its current revolver facility with Bank of America, N.A. to pay the purchase price and approximately $0.5 million in transaction costs. The Company believes the acquisition complements its current Nurse and Allied Staffing business segment by: (1) adding new skillsets to its traditional staffing offerings, (2) expanding its local branch network, which will allow it to expand its local market presence and its MSP business, and (3) diversifying its customer base into the local ambulatory care and smaller local healthcare facilities, which the Company believes will provide more balance between its large volume based customers and its local retail market. At the time of the acquisition, the acquired allied staffing business had 84 branch-based employees and made placements in more than 125 specialties from 23 branch offices. The acquisition has been accounted for in accordance with FASB ASC Topic 805-Business Combination, using the acquisition method of accounting. The results of the acquisition's operations have been included in the consolidated statements of operations since December 2, 2013, the date of the acquisition. The acquired allied staffing business has been included with the Company's Nurse and Allied Staffing business segment. The following table summarizes the fair value of the assets acquired and liabilities assumed. The Company used a third-party appraiser to determine the fair value and estimated useful lives of acquired assets and liabilities assumed on December 2, 2013: (amounts in thousands) Other current assets $ 62 Property and equipment 161 Goodwill 14,554 Other intangible assets 14,000 Other assets 52 Total assets acquired 28,829 Accrued employee compensation and benefits 112 Total liabilities assumed 112 Net assets acquired $ 28,717 The Company used a third-party appraiser to assist with the determination of the fair value and estimated useful lives of certain acquired assets and liabilities. The Company assigned the following values to other identifiable intangible assets: $10.4 million to customer relations with an estimated useful life of 16 years, $3.4 million to database with an estimated useful life of 10 years, and $0.2 million to non-compete agreements with a useful life of 5 years, in a total $14.0 million in definite life intangible assets with a weighted average estimated useful life of 14 years. The remaining excess of purchase price over the fair value of net assets acquired $14.6 million and was recorded as goodwill, which is expected to be deductible for tax purposes. Additional acquisition and integration-related costs of approximately $0.7 million and $0.5 million were incurred and are reflected as acquisition and integration costs on the Company's consolidated statement of operations for the years ended December 31, 2014 and 2013 , respectively. The 2013 amounts were directly attributable to the transaction. The Company has integrated the acquired businesses into its current operations. The MSN and Allied Healthcare Staffing acquisitions included the consolidation of branch and corporate offices and therefore, it is impracticable to separate their results. Integration costs for the years ended December 31, 2015 and 2014 include exit costs associated with redundant facilities and ongoing post-employment termination costs. Total Acquisition and Integration Liabilities Reconciliations of the beginning and ending total acquisition and integration liability balances are presented below: Year Ended December 31, 2015 2014 (amounts in thousands) On-going Benefit Costs Exit Costs On-going Benefit Costs Exit Costs Balance at beginning of period $ 762 $ 868 $ — $ — Charged to acquisition and integration costs 17 88 1,453 1,132 Reclassifications (a) — (255 ) — — Payments (732 ) (655 ) (691 ) (264 ) Balance at end of period $ 47 $ 46 $ 762 $ 868 (a) Exit liability has been reduced as a result of a lease amendment and has been reclassified to deferred rent, which will be amortized over the remaining lease term. Pro Forma Financial Information The following unaudited pro forma financial information approximates the consolidated results of operations of the Company as if the Mediscan and MSN acquisitions had occurred as of January 1, 2014, after giving effect to certain adjustments, including additional interest expense on the amount the Company borrowed on the date of the transaction, the amortization of acquired intangible assets, and the elimination of certain expenses that will not be recurring in post-acquisition periods, net of an estimated income tax impact. These adjustments include removing transaction-related expenses of approximately $0.8 million for the year ended December 31, 2015 related to the Mediscan acquisition and $6.2 million for the year ended December 31, 2014, related to the MSN acquisition. These results are not necessarily indicative of future results as they do not include incremental investments in support functions, elimination of costs for integration or operating synergies, estimates of the changes in the fair value of the embedded derivative in our Convertible Notes or an estimate of any impact on interest expense resulting from the operating cash flow of the acquired businesses, among other adjustments that could be made in the future but are not factually supportable on the date of the transaction. Year Ended December 31, 2015 2014 (unaudited, amounts in thousands except per share data) Revenue from services $ 800,353 $ 771,955 Net income (loss) attributable to common shareholders $ 5,436 $ (30,104 ) Net income (loss) per common share attributable to common shareholders - basic and diluted $ 0.17 $ (0.97 ) MDA Holdings, Inc. In September 2008, the Company completed the acquisition of substantially all of the assets of privately-held MDA Holdings, Inc. and its subsidiaries and all of the outstanding stock of a subsidiary of MDA Holdings, Inc. (collectively, MDA). Part of the cash paid at closing was held in escrow to cover any post-closing liabilities (Indemnification Escrow). As of December 31, 2015 , the Indemnification Escrow balance was $0.8 million . The escrow will be released upon full satisfaction of certain tax matters. |
Disposal and Discontinued Opera
Disposal and Discontinued Operations | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal and Discontinued Operations | Disposal and Discontinued Operations Cross Country Education On July 21, 2015, the Company's Board of Directors approved an agreement to sell the Company's education seminars business, CCE, which provided in-person seminars to healthcare professionals and was non-core to the Company’s business. The Company used the net proceeds from the transaction to finance, in part, the Mediscan acquisition in the fourth quarter of 2015. See Note 3 - Acquisitions. Since the disposal of the education seminars business does not represent a strategic shift that will have a major effect on the Company’s operations and financial results, it has not been reflected as discontinued operations. On July 27, 2015, the Company entered into an Agreement and Plan of Merger to sell its wholly-owned subsidiary, CCE, to a third party (Buyer), and on August 31, 2015, the Company completed the sale. The purchase price was $8.0 million , of which the Company received $7.5 million in cash and $0.5 million which is held in escrow for a period of 12 months following the closing to provide partial security to the Buyer in the event of any breach of the representations, warranties and covenants of the Company. The Company recorded the $0.5 million indemnity escrow funds as an escrow receivable as of December 31, 2015. The purchase price also included an earnout of up to $0.5 million related to the performance of CCE for the year ended 2015, which was treated as contingent consideration. The Company assigned no fair value to this earnout as of December 31, 2015 as the performance-based milestones were not met. See Note 10 - Fair Value Measurements. The original escrow amount was released to the Buyer in the first quarter of 2016. The operating results of CCE were included in the Other Human Capital Management Services segment. See Note 17 - Segment Data for further information. The Company has agreed that for a period of five years from the closing date, it will not engage in the business of providing education seminars as such business is presently conducted by CCE, or solicit customers of CCE for purposes of diverting their business from CCE. The Company recognized a pre-tax loss of $2.2 million related to the sale of the business, which is included in income (loss) from operations in its consolidated statements of operations for the year ended December 31, 2015 . In addition, the Company recorded a tax benefit of $3.5 million from the reversal of valuation allowances associated with this business, resulting in an after tax gain on the sale of CCE of $1.3 million . Clinical Trial Services On February 15, 2013, the Company completed the sale of its clinical trial services business to a third party (Buyer) for an aggregate $52.0 million in cash, subject to certain adjustments. At closing, the total amount paid was reduced by approximately $0.1 million for the amount the Targeted Net Working Capital exceeded the Estimated Net Working Capital. During the fourth quarter of 2013, the Company paid an additional $0.2 million to the Buyer to finalize the Net Working Capital adjustment, pursuant to the assets purchase agreement. The agreement included a provision for an earnout of up to $3.8 million related to certain performance-based milestones. The maximum earnout amount of $3.8 million was deposited in escrow by Buyer as security for the earnout payment, if any. The $3.8 million earnout related to certain performance-based milestones was treated as contingent consideration and the Company assigned no fair value to this earnout as of December 31, 2013 based on the information available to the Company. See Note 10 - Fair Value Measurements. The performance-based milestones were not earned, and as a result $1.5 million of the original escrow was released to the Buyer in the second quarter of 2013 and $2.3 million was released in July 2014. Of the $52.0 million purchase price paid at closing, $3.8 million was also placed in escrow for a period of 18 months following the closing to provide partial security to the Buyer in the event of any breach of the representations, warranties and covenants of the Company. The total escrow amount was released to the Company in August 2014 and reported as additional proceeds from the sale in the investing activities on its consolidated statements of cash flows. As a result of the disposal, the underlying operations and cash flows of the Clinical Trial Services business have been eliminated from the Company’s continuing operations and the Company no longer has the ability to influence the operating and/or financial policies of the disposal group. The historical financial results of operations, except for disclosures related to cash flows, have been presented as discontinued operations for the year ended December 31, 2013 . The following table presents the revenues and the components of discontinued operations, net of tax: Year Ended December 31, 2013 Revenue $ 7,939 Income from discontinued operations before gain on sale and income taxes 434 Gain on sale of discontinued operations 3,969 Income tax expense (2,122 ) Income from discontinued operations, net of income taxes $ 2,281 |
Goodwill, Trade Names, and Othe
Goodwill, Trade Names, and Other Identifiable Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Trade Names, and Other Identifiable Intangible Assets | Goodwill, Trade Names, and Other Identifiable Intangible Assets As of December 31, 2015 and 2014 , the Company had the following acquired intangible assets: December 31, 2015 December 31, 2014 Gross Accumulated Net Gross Accumulated Net (amounts in thousands) Intangible assets subject to amortization: Databases $ 31,225 $ 14,150 $ 17,075 $ 22,425 $ 12,893 $ 9,532 Customer relationships 47,204 20,734 26,470 42,004 17,870 24,134 Non-compete agreements 3,603 3,486 117 3,603 3,446 157 Trade names, definite-lived 3,200 49 3,151 — — — $ 85,232 $ 38,419 $ 46,813 $ 68,032 $ 34,209 $ 33,823 Intangible assets not subject to amortization: Goodwill $ 95,096 $ 90,647 Trade names 36,101 38,201 $ 131,197 $ 128,848 As of December 31, 2015 , estimated annual amortization expense for continuing operations is as follows: Years Ending December 31: (amounts in thousands) 2016 $ 5,623 2017 5,578 2018 5,493 2019 5,457 2020 4,873 Thereafter 19,789 $ 46,813 The changes in the carrying amount of goodwill by segment are as follows: Nurse and Allied Staffing Segment Physician Staffing Segment Other Human Capital Management Services Segment Total (amounts in thousands) Balances as of December 31, 2014 Aggregate goodwill acquired $ 287,667 $ 43,405 $ 19,307 $ 350,379 Accumulated impairment loss (259,732 ) — — (259,732 ) Goodwill, net of impairment loss 27,935 43,405 19,307 90,647 Changes to aggregate goodwill in 2015 Sale of CCE (a) — — (9,889 ) (9,889 ) Goodwill acquired (b) 14,338 — — 14,338 Balances as of December 31, 2015 Aggregate goodwill acquired 302,005 43,405 19,307 364,717 Sale of CCE (a) — — (9,889 ) (9,889 ) Accumulated impairment loss (259,732 ) — — (259,732 ) Goodwill, net of impairment loss $ 42,273 $ 43,405 $ 9,418 $ 95,096 _______________ (a) See Note 4 - Disposal and Discontinued Operations. (b) Goodwill acquired from the acquisition of Mediscan. See Note 3 - Acquisitions. 2015 and 2014 Annual Impairment Testing Results The Company performed its annual impairment test as of October 1, 2015 and 2014. Upon completion of the impairment testing, the Company determined that the estimated fair value of its reporting units exceeded their respective carrying values. Accordingly, no goodwill impairment charges were warranted for these reporting units as of December 31, 2015 and 2014. In conjunction with the annual impairment testing of trade names in the fourth quarter of 2015 and 2014, the Company recorded a pretax non-cash impairment charge of $2.1 million and $10.0 million , respectively, related to the Physician Staffing segment. The Company reduced its long-term revenue forecast for the business segment in the fourth quarter of each year and as a result, the calculation of estimated fair value was less than the carrying amount of the trade names, resulting in an impairment charge. The reduced long-term revenue forecast for 2015 was impacted by lower projected volume resulting from an under-investment in new revenue producers to keep pace with attrition. The reduced long-term revenue forecast for 2014 was impacted by lower projected volume resulting from a delay in changing to a more scalable business model. The Company valued the trade name based on a discounted cash flow using projected cash flows of an estimated royalty fee. The royalty rate was determined by a blended rate using the Market Royalty Rate Method and the Apportionment of Profit Method and has been applied consistently since the date of acquisition. No additional impairments of indefinite-lived intangible assets were identified. 2013 Annual Impairment Testing Results The Company performed its annual impairment test as of December 31, 2013. Upon completion of the impairment testing, the Company determined that the estimated fair value of its reporting units exceeded their respective carrying values. Accordingly, no goodwill impairment charges were warranted for these reporting units as of December 31, 2013. In the fourth quarter of 2013, in conjunction with the annual testing of trade names, the Company recorded a pretax non-cash impairment charge of approximately $6.4 million of which $6.2 million related to the Physician Staffing reporting unit and $0.2 million related to the Nurse and Allied Staffing reporting unit. The Company reduced its long-term revenue forecast for these businesses in the fourth quarter and as a result, the calculation of estimated fair value was less than the carrying amount of the trade names, resulting in an impairment charge. The Company valued the trade name based on a discounted cash flow using projected cash flows of an estimated royalty fee. The royalty rate was determined by a blended rate using the Market Royalty Rate Method and the Apportionment of Profit Method and has been applied consistently since the date of acquisition. The assessment was impacted by a then recent reduction in locum tenens usage and the overall physician staffing needs of the Company's customers. Based on the impact those trends had on the long-term revenue forecast, the calculation of estimated fair value using the projected revenue stream indicated the carrying amount of the trade names may not have been fully recoverable. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment At December 31, 2015 and 2014 , property and equipment consist of the following: December 31, Useful Lives 2015 2014 (amounts in thousands) Computer equipment 3-5 years $ 12,335 $ 13,572 Computer software 3-5 years 27,565 34,100 Office equipment 5-7 years 2,241 3,846 Furniture and fixtures 5-7 years 3,411 3,562 Leasehold improvements (a) 4,286 4,643 49,838 59,723 Less accumulated depreciation and amortization (39,368 ) (47,590 ) $ 10,470 $ 12,133 _______________ (a) See Note 2 – Summary of Significant Accounting Policies. |
Balance Sheet Details
Balance Sheet Details | 12 Months Ended |
Dec. 31, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | Balance Sheet Details December 31, 2015 2014 (amounts in thousands) Insurance recovery receivable: Insurance recovery for workers’ compensation $ 1,403 $ 3,316 Insurance recovery for professional liability 1,463 2,308 $ 2,866 $ 5,624 Other non-current assets: Insurance recovery for workers’ compensation – long-term $ 6,281 $ 5,677 Insurance recovery for professional liability – long-term 10,722 11,148 Non-current security deposits 991 1,064 $ 17,994 $ 17,889 Accrued compensation and benefits: Salaries and payroll taxes $ 11,976 $ 8,406 Bonuses 4,584 4,050 Accrual for workers’ compensation claims 5,151 6,996 Accrual for professional liability insurance 2,516 4,652 Accrual for health care benefits 3,009 2,206 Accrual for vacation 2,166 2,421 $ 29,402 $ 28,731 Long-term accrued claims: Accrual for workers’ compensation claims $ 14,014 $ 14,221 Accrual for professional liability insurance 16,056 17,847 $ 30,070 $ 32,068 Other long-term liabilities: Deferred compensation $ 1,412 $ 1,510 Deferred rent 2,473 2,453 Long-term unrecognized tax benefits 819 889 Other 122 47 $ 4,826 $ 4,899 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt At December 31, 2015 and 2014 , long-term debt consists of the following: December 31, 2015 2014 (amounts in thousands) Senior Secured Asset-Based, weighted average interest of 2.41% and 2.61% at December 31, 2015 and 2014, respectively $ 8,000 $ 3,500 Second Lien Term Loan, net of unamortized discount of $786 and$1,011 at December 31, 2015 and 2014, respectively, interest 5.75% and 7.50% at December 31, 2015 and 2014, respectively 29,214 28,989 Convertible Notes, net of unamortized discount of $5,771 and $7,053 at December 31, 2015 and 2014, respectively, fixed rate interest 8.00% 19,229 17,947 Convertible Notes derivative liability 33,337 23,436 Capital lease obligations 94 202 Total debt 89,874 74,074 Less current portion (8,071 ) (3,607 ) Long-term debt $ 81,803 $ 70,467 As of December 31, 2015 , the aggregate scheduled maturities of debt are as follows: Term Loan Convertible Notes Revolver Capital Leases (amounts in thousands) Through Years Ending December 31: 2016 $ — $ — $ 8,000 $ 71 2017 — — — 13 2018 — — — 8 2019 30,000 — — 2 2020 — 25,000 — — Thereafter — — — — Total $ 30,000 $ 25,000 $ 8,000 $ 94 Senior Credit Facility The Company entered into a First Lien Loan Agreement on January 9, 2013. The initial proceeds were primarily used to finance the repayment of existing indebtedness of the Company under its prior senior secured credit agreement. The repayment of the term loan portion of the senior secured agreement was treated as extinguishment of debt, and, as a result, the Company recognized a loss on extinguishment in the first quarter of 2013, related to the write-off of unamortized net debt issuance costs of approximately $0.3 million . The repayment of the revolver portion of the senior secured credit agreement was treated partially as extinguishment and partially as a modification. The Company wrote-off the remaining unamortized net debt issuance costs of approximately $1.1 million in the first quarter of 2013. As of December 31, 2015 , the First Lien Loan Agreement, with a termination date of June 30, 2017, provides for: a senior secured asset-based revolving credit facility in the aggregate principal amount of up to $85.0 million , which includes a subfacility for swingline loans up to an amount equal to 10% of the aggregate Revolver Commitments, as defined in the agreement, and a $35.0 million subfacility for standby letters of credit. The revolving credit facility can be used to provide ongoing working capital and for other general corporate purposes of the Company and its subsidiaries. As of December 31, 2015 , the interest rate spreads and fees under the First Lien Loan Agreement are based on LIBOR plus 1.50% or Base Rate plus 0.50% . The LIBOR and Base Rate margins are subject to performance pricing adjustments, pursuant to a pricing matrix based on the Company’s excess availability under the revolving credit facility, and could increase by 200 basis points if an event of default exists. The Company is required to pay a monthly commitment fee on the average daily unused portion of the revolving loan facility, which, as of December 31, 2015 , was 0.375% . The First Lien Loan Agreement contains customary representations, warranties, and affirmative covenants. The First Lien Loan Agreement also contains customary negative covenants, including covenants with respect to, among other things: (i) indebtedness, (ii) liens, (iii) investments, (iv) significant corporate changes, including mergers and acquisitions, (v) dispositions, (vi) dividend, distributions and other restricted payments, (vii) transactions with affiliates, and (viii) restrictive agreements. In addition, if the Company’s availability under the revolving credit facility is less than the greater of (i) 12.5% of the Loan Cap, as defined, and (ii) $8.3 million , or availability is less than $4.0 million , the Company is required to meet a minimum fixed charge coverage ratio of 1.0 , as defined in the First Lien Loan Agreement. The First Lien Loan Agreement also contains customary events of default, such as payment defaults, cross-defaults to other material indebtedness, bankruptcy, and insolvency, the occurrence of a defined change in control and the failure to observe covenants or conditions under the credit facility documents. The Company’s obligations under the First Lien Loan Agreement are guaranteed by all material domestic subsidiaries of the Company that are not co-borrowers (Subsidiary Guarantors). As collateral security for their obligations under the First Lien Loan Agreement and guarantees thereof, the Company and the Subsidiary Guarantors have granted to Bank of America, N.A. a security interest in substantially all of their tangible and intangible assets. As of December 31, 2015 , the Gross Availability, as defined in the First Lien Loan Agreement, was approximately $71.6 million based on the Company's accounts receivable balance as of November 30, 2015. The Company had $23.5 million letters of credit outstanding and $8.0 million drawn under its revolving credit facility, leaving $40.1 million available as of December 31, 2015 . The letters of credit relate to the Company’s workers’ compensation and professional liability insurance policies. Second Lien Term Loan On June 30, 2014, the Company entered into a second lien loan and security agreement (the Second Lien Term Loan Agreement), by and among the Company, as borrower, certain of its domestic subsidiaries, as guarantors, and BSP Agency, LLC, as agent. The Second Lien Term Loan Agreement provides for a five -year senior secured term loan facility in an aggregate principal amount of $30.0 million (the loans thereunder, the Second Lien Term Loan). After deducting a debt discount of $1.1 million , the net proceeds of $28.9 million from the Second Lien Term Loan facility were used by the Company to pay a portion of the consideration for the MSN acquisition and related fees and expenses. In connection with the financing, the Company incurred $0.4 million of debt issuance costs. Amounts borrowed under the Second Lien Term Loan facility that are repaid or prepaid may not be re-borrowed. On July 22, 2015, the Company entered into an amendment to its Second Lien Term Loan. Under the terms of the amendment, the interest rate on the Second Lien Term Loan was modified at no cost from LIBOR (defined as the 3-month London interbank offered rate for U.S. dollars, adjusted for customary Eurodollar reserve requirements, if any, and subject to a 1% floor) plus 6.50% to LIBOR ( 1% floor) plus a rate based on the Company's total net leverage ratio, as defined in the table that follows. As of December 31, 2015 , the Second Lien Term Loan bore interest at a rate equal to adjusted LIBOR ( 1% floor) plus 4.75% . The interest rate is subject to an increase by 200 basis points if an event of default exists under the Second Lien Term Loan Agreement. Pricing Level Total Net Leverage Ratio Applicable Margin I Less than 2.50:1.00 4.75% II Greater than or equal to 2.50:1.00 but less than or equal to 3.25:1.00 5.25% III Greater than 3.25:1.00 but less than or equal to 4:00:1.00 5.75% IV Greater than 4.00:1.00 6.50% Above terms defined in accordance with the Second Lien Term Loan Agreement. The Company may, at its option at any time, prepay the Second Lien Term Loan in whole or in part at the redemption prices set forth therein, which range from 103% of the principal amount thereof for prepayments during the period July 1, 2015 through June 30, 2016, 102% of the principal amount thereof for prepayments during the period July 1, 2016 through June 30, 2017, and 100% of the principal amount thereof for prepayments after such date. Subject to certain exceptions, the Second Lien Term Loan is required to be prepaid with: (a) 50% of excess cash flow (as defined in the Second Lien Term Loan Agreement) above $5.0 million for each fiscal year of the Company (commencing with the fiscal year ending December 31, 2015), provided that voluntary prepayments of the Second Lien Term Loan made during such fiscal year will reduce the amount of excess cash flow prepayments required for such fiscal year on a dollar-for-dollar basis; (b) 100% of the net cash proceeds of all asset sales or other dispositions of property by the Company and its subsidiaries, as set forth in the agreement, in excess of a defined threshold and subject to the right of the Company to reinvest such proceeds within 12 months; (c) 100% of the net cash proceeds of issuances of debt offerings of the Company and its subsidiaries (except the net cash proceeds of any permitted debt); and (d) 50% of the net cash proceeds of equity offerings of the Company. The Company does not expect to make a mandatory prepayment for the fiscal year ending December 31, 2015. The Second Lien Term Loan Agreement contains customary representations, warranties, and affirmative covenants. Among other things, the agreement also includes a financial covenant limiting the Company’s maximum “debt” to “EBITDA” (each, as defined therein) ratio to no greater than 4.50 :1.00, subject to customary equity cure rights. The agreement also contains customary negative covenants; including covenants with respect to, among other things, (i) indebtedness, (ii) liens, (iii) investments, (iv) fundamental corporate changes, (v) dispositions, (vi) dividends, distributions and other restricted payments, (vii) transactions with affiliates, and (viii) restrictive agreements. The agreement contains customary events of default, such as payment defaults, cross-defaults to other material indebtedness, bankruptcy, and insolvency, the occurrence of a defined change in control and the failure to observe covenants or conditions under the Second Lien Term Loan Facility documents. As of December 31, 2015 , the Company was in compliance with the financial covenants and other covenants contained in the agreement. The “debt” to “EBITDA” ratio was 1.6 :1.00 as of December 31, 2015 . The Company’s obligations under the Second Lien Term Loan Agreement are guaranteed by all material domestic subsidiaries of the Company (Subsidiary Guarantors). As collateral security for their obligations under the Second Lien Term Loan Agreement and guarantees thereof, the Company and the Subsidiary Guarantors have granted a second-priority security interest in substantially all their tangible and intangible assets. Convertible Notes On June 30, 2014, the Company and certain of its domestic subsidiaries entered into a Convertible Note Purchase Agreement (the Note Purchase Agreement), with certain note holders (collectively, the Noteholders). Pursuant to the Note Purchase Agreement, the Company sold to the Noteholders an aggregate of $25.0 million of convertible senior notes (the Convertible Notes). After deducting a debt discount of $0.9 million , the net proceeds of $24.1 million were used by the Company for the MSN acquisition and related fees and expenses. In connection with the financing, the Company incurred $0.3 million of debt issuance costs. As a result of the conversion and redemption features, the Company recorded $6.8 million as additional discount for the fair value of these features. The Convertible Notes are convertible at the option of the holders thereof at any time into shares of the Company’s common stock, par value $0.0001 per share (Common Stock), at an initial conversion price of $7.10 per share, or 3,521,126 shares of Common Stock. After three years from the issuance date, the Company has the right to force a conversion of the Convertible Notes if the volume-weighted average price (VWAP) per share of its Common Stock exceeds 125% of the then conversion price for 20 days of a 30 day trading period. The conversion price is subject to adjustment pursuant to customary weighted average anti-dilution provisions including adjustments for the following: Common Stock dividends or distributions; issuance of any rights, warrants of options to acquire Common Stock; distributions of property; tender offer or exchange offer payments; cash dividends; or certain issuances of Common Stock at less than the conversion price. Upon conversion of the Convertible Notes, the Company will exchange, for the applicable conversion amount thereof a number of shares of Common Stock, with no maximum, on amount, equal to the amount determined by dividing (i) such conversion amount by (ii) the conversion price in effect at the time of conversion. No fractional shares of Common Stock will be issued upon conversion of the Conversion Notes. In lieu of fractional shares, the Company shall pay cash in respect of each fractional share multiplied by the 30-day VWAP as of the closing of business on the Business Day immediately preceding the conversion date as well as any unpaid accrued interest. The Convertible Notes bear interest at a rate of 8.00% per annum, payable in quarterly cash installments; provided, however, that, at the Company’s option, up to 4.00% of the interest payable may be “paid-in-kind” through a quarterly addition of such “paid-in-kind” interest amount to the principal amount of the Convertible Notes. The Convertible Notes will mature on June 30, 2020, unless earlier repurchased, redeemed or converted. Subject to certain exceptions, the Company is not permitted to redeem the Convertible Notes until June 30, 2017. If the Company redeems the Convertible Notes on or after June 30, 2017, the Company is required to pay a premium of 15% of the amount of principal of the Convertible Notes redeemed. If the Convertible Notes are redeemed prior to June 30, 2017, pursuant to a Prohibited Transaction, as defined by the agreement, the Company is required to pay a premium equal to the greater of (i) the sum of (a) the amount of principal of the Convertible Notes redeemed, plus (b) the accrued but unpaid interests on the principal amount so redeemed to the date of the redemption, plus (c) a “make whole” amount (described below) and (ii) the sum of (x) the average 30-day VWAP per share of Common Stock multiplied by the number of shares of Common Stock that the redeemed Convertible Notes are then convertible into, with no maximum, and (y) the accrued but unpaid interest on the Convertible Notes. The “make whole” amount is equal to the excess, if any, of (1) the present value at the date of redemption of (A) 115% of the principal amount of the Convertible Notes redeemed, plus (B) all remaining scheduled interest due on the principal amount of the notes being redeemed through June 30, 2017 computed using a discount rate equal to the Treasury rate as of the date of redemption plus 50 basis points over (2) the outstanding principal amount of the Convertible Notes then redeemed. The Company granted the Noteholders preemptive rights with respect to future equity issuances by the Company, subject to customary exceptions. In connection with the placement of the Convertible Notes, on June 30, 2014, the Company entered into a registration rights agreement (the Registration Rights Agreement) with the Noteholders, which sets forth the rights of the Noteholders to have the shares of Common Stock issuable upon conversion of the Convertible Notes registered with the Securities and Exchange Commission (the SEC) for public resale under the Securities Act of 1933, as amended. Pursuant to the Registration Rights Agreement, the Company was required to file a registration statement with the SEC (the Initial Registration Statement) registering the shares of Common Stock issuable upon conversion of the Convertible Notes. The Initial Registration Statement was filed with the SEC and became effective in the fourth quarter of 2014. In addition, the agreement gives the Noteholders the ability to exercise certain piggyback registration rights in connection with registered offerings by the Company. |
Convertible Notes Derivative Li
Convertible Notes Derivative Liability | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Convertible Notes Derivative Liability | Convertible Notes Derivative Liability Derivative financial instruments, as defined in ASC 815, Accounting for Derivative Financial Instruments and Hedging Activities , consist of financial instruments or other contracts that contain a notional amount and one or more underlyings (e.g. interest rate, security price or other variable), require no initial net investment and permit net settlement. Derivative financial instruments may be free-standing or embedded in other financial instruments. Further, derivative financial instruments are initially, and subsequently, measured at fair value and recorded as liabilities or, in rare instances, assets. The Company does not use derivative financial instruments to hedge exposures to cash-flow, market or foreign-currency risks. However, the Company issued Convertible Notes with features that are either (i) not afforded equity classification, (ii) embody risks not clearly and closely related to host contracts, or (iii) may be net-cash settled by the counterparty. As required by ASC 815, in certain instances, these instruments are required to be carried as derivative liabilities, at fair value, in our financial statements. The Convertible Notes are subject to anti-dilution adjustments that allow for the reduction in the Conversion Price, as defined in the agreement, in the event the Company subsequently issues equity securities including Common Stock or any security convertible or exchangeable for shares of Common Stock for a price less than the current conversion price. In addition, the Convertible Notes allow the issuer to exercise optional redemption features and the holder to exercise an offer to purchase feature, under certain conditions. The Company accounted for the conversion option in accordance with ASC 815. Since this conversion feature is not considered to be solely indexed to the Company’s own stock the derivative was recorded as a liability in the line item long-term debt on the Company's consolidated balance sheets. See Note 8 - Debt. The Company’s Convertible Notes derivative liability is measured at fair value using a trinomial lattice model. The optional redemption features, along with the offer to purchase features are incorporated into the valuation model. Inputs into the model require estimates, including such items as estimated volatility of the Company’s stock, estimated credit risk of the Company, estimated probabilities of change of control and issuance of additional financing, risk-free interest rate, and the estimated life of the financial instruments being fair valued. In addition, since the conversion price contains an anti-dilution adjustment, the probability that the Conversion Price of the Notes would decrease as the share price decreased is incorporated into the valuation calculation. The inputs into the valuation model are as follows: December 31, 2015 Closing share price $16.39 Conversion price $7.10 Risk free rate 1.69% Expected volatility 40% Dividend yield —% Expected life 4.5 years The fair value of this derivative liability is primarily determined by fluctuations in our stock price. As of December 31, 2015 , a $1 increase or decrease in our stock price would result in a corresponding increase or decrease of approximately $3.3 million in the fair value of the derivative liability, and a 1% increase or decrease in interest rates would result in a corresponding increase or decrease of approximately $0.8 million in the fair value of the derivative liability. These fluctuations result in a current period gain or loss that is presented on the consolidated statements of operations as loss (gain) on derivative liability. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Fair Value Measurements and Disclosures Topic of the FASB ASC, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Fair Value Measurements and Disclosures Topic also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 —Quoted prices in active markets for identical assets or liabilities. Level 2 —Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 —Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Items Measured at Fair Value on a Recurring Basis: At December 31, 2015 and 2014 , the Company’s financial assets/liabilities required to be measured on a recurring basis were: contingent consideration receivable, deferred compensation liability included in other long-term liabilities, convertible notes derivative liability included in long-term debt and capital lease obligations, and contingent purchase price liabilities included in deferred purchase price on the consolidated balance sheets. Contingent consideration receivable —In connection with the sale of CCE, the Company treated the related performance-based earnout as a contingent consideration receivable for accounting purposes. The Company assigned no fair value to this earnout as of December 31, 2015. See Note 4 - Disposal and Discontinued Operations. Deferred compensation —The Company utilizes Level 1 inputs to value its deferred compensation liability. The Company’s deferred compensation liability is measured using publicly available indices that define the liability amounts, as per the plan documents. Convertible notes derivative liability —The Company utilizes Level 3 inputs to value its convertible notes derivative liability. See Note 9 - Convertible Notes Derivative Liability and Note 2 - Summary of Significant Accounting Policies. Contingent purchase price liabilities —Potential earnout payments related to the acquisition of Mediscan are contingent upon meeting certain performance requirements for 2015 through 2019. See Note 3 - Acquisitions. The long-term portion of these liabilities are included as deferred purchase price, and the short-term portion is included in accounts payable and accrued expenses on the consolidated balance sheets. The Company utilized Level 3 inputs to value these contingent purchase price liabilities as significant unobservable inputs were used in the calculation of their fair value. Contingent consideration is recorded as a liability and measured at fair value using a discounted cash flow model in a Monte Carlo simulation setting, utilizing significant unobservable inputs, including the expected volatility of Mediscan gross profits and an estimated discount rate commensurate with the risks of the expected gross profit stream. Significant increases (decreases) in the volatility, or decreases (increases) in the discount rate would result in a significantly higher (lower) fair value, respectively, and commensurate changes to these liabilities. The fair value of contingent consideration and the associated liabilities will be adjusted to fair value at each reporting date until actual settlement occurs, with the changes in fair value reflected in as an operating (income) expense on the consolidated statements of operations. The table which follows summarizes the estimated fair value of the Company’s financial assets and liabilities measured on a recurring basis as of December 31, 2015 and 2014 : Fair Value Measurements December 31, 2015 December 31, 2014 Financial Liabilities: (amounts in thousands) (Level 1) Deferred compensation $ 1,412 $ 1,510 (Level 3) Convertible notes derivative liability $ 33,337 $ 23,436 Contingent purchase price liabilities $ 3,686 $ — The table which follows reconciles the opening balances to the closing balances for fair value measurements categorized within Level 3 of the fair value hierarchy: Contingent Purchase Convertible Notes Price Liabilities Derivative Liability (amounts in thousands) December 31, 2013 $ — $ — Additions — 6,765 Valuation loss for the period — 16,671 December 31, 2014 — 23,436 Additions 3,686 — Valuation loss for the period — 9,901 December 31, 2015 $ 3,686 $ 33,337 Items Measured at Fair Value on a Nonrecurring Basis: Goodwill, trade names, and other identifiable intangible assets are reviewed for impairment annually, and whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If the testing performed indicates that impairment has occurred, the Company records a non-cash impairment charge for the difference between the carrying amount of the goodwill or other intangible assets and the implied fair value of the goodwill or other intangible assets in the period the determination is made. In the fourth quarter of 2015 , and 2014 , in conjunction with the annual testing of indefinite-lived intangible assets not subject to amortization, the Company recorded a pretax non-cash impairment charge of approximately $2.1 million and $10.0 million , respectively, related to its MDA trade names. See Note 5 – Goodwill, Trade Names, and Other Identifiable Intangible Assets. The Company reduced its long-term revenue forecast for these businesses as part of its forecasting process in the fourth quarter and as a result, the calculation of estimated fair value was less than the carrying amount of the trade names, resulting in an impairment charge. The table below presents the fair value of the MDA trade names as of December 31, 2015 and 2014 . Fair Value Measurements December 31, 2015 December 31, 2014 (amounts in thousands) (Level 3) MDA trade names $ 15,599 $ 17,699 Other Fair Value Disclosures: Financial instruments not measured or recorded at fair value in the accompanying consolidated balance sheets consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and short and long-term debt. The estimated fair value of accounts receivable, accounts payable and accrued expenses approximate their carrying amount due to the short-term nature of these instruments. The estimated fair value of the Company’s debt was calculated using a discounted cash flow analysis and appropriate valuation methodologies using Level 2 inputs available market information. The following table represents the carrying amounts and estimated fair value of the Company’s significant financial instruments that were not measured at fair value: December 31, 2015 December 31, 2014 Carrying Fair Carrying Fair (amounts in thousands) Financial Liabilities: (Level 2) Second Lien Term Loan, net $ 29,214 $ 30,600 $ 28,989 $ 29,900 Convertible Notes, net $ 19,229 $ 23,250 $ 17,947 $ 19,200 Senior Secured Asset-Based Loan $ 8,000 $ 8,000 $ 3,500 $ 3,500 Concentration of Risk: The Company has invested its excess cash in highly-rated overnight funds and other highly-rated liquid accounts. The Company has been exposed to credit risk associated with these investments. The Company minimizes its credit risk relating to these positions by monitoring the financial condition of the financial institutions involved and by primarily conducting business with large, well established financial institutions and diversifying its counterparties. The Company generally does not require collateral and mitigates its credit risk by performing credit evaluations and monitoring at-risk accounts. The allowance for doubtful accounts represents the Company’s estimate of uncollectible receivables based on a review of specific accounts and the Company’s historical collection experience. The Company writes off specific accounts based on an ongoing review of collectability as well as past experience with the customer. The Company’s contract terms typically require payment between 15 to 60 days from the date services are provided and are considered past due based on the particular negotiated contract terms. Overall, based on the large number of customers in differing geographic areas, primarily throughout the United States and its territories, the Company believes the concentration of credit risk is limited. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company maintains a voluntary defined contribution 401(k) profit-sharing plan covering all eligible employees as defined in the plan documents. The plan provides for a discretionary matching contribution, which is equal to a percentage of each eligible contributing participant’s elective deferral, which the Company, at its sole discretion, determines from year to year. Contributions by the Company, net of forfeitures, under this plan amounted to $0.7 million for the year ended December 31, 2015 and $0.6 million for the years ended December 31, 2014 and 2013 . Eligible employees who elect to participate in the plan are generally vested in any existing matching contribution after three years of service with the Company. The Company offers a non-qualified deferred compensation program to certain key employees whereby they may defer a portion of annual compensation for payment upon retirement. The program is unfunded for tax purposes and for purposes of Title I of the Employee Retirement Income Security Act of 1974. The liability for the deferred compensation is included in other long-term liabilities on the consolidated balance sheets and amounted to $1.4 million and $1.5 million at December 31, 2015 and 2014 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments: Operating Leases The Company has entered into non-cancelable operating lease agreements for the rental of office space and equipment. Certain of these leases include options to renew as well as rent escalation clauses and in certain cases, incentives from the landlord for rent-free months and premises reductions, and allowances for tenant improvements. The rent escalations and incentives have been reflected in the table below. Future minimum lease payments, as of December 31, 2015 , associated with these agreements with terms of one year or more are as follows: Years Ending December 31: (amounts in thousands) 2016 $ 6,662 2017 6,114 2018 5,204 2019 4,143 2020 3,781 Thereafter 15,473 $ 41,377 Total operating lease expense included in selling, general and administrative expenses was approximately $8.1 million, $7.7 million, and $5.5 million for the years ending December 31, 2015 , 2014 and 2013 , respectively. Contingencies: Sales and Other State Non-income Tax Liabilities The Company's sales and other state non-income tax filings are subject to routine audits by authorities in the jurisdictions where it conducts business in the United States which may result in assessments of additional taxes. The Company accrues sales and other non-income tax liabilities based on the Company's best estimate of its probable liability utilizing currently available information and interpretation of relevant tax regulations. Given the nature of the Company's business, significant subjectivity exists as to both whether sales and other state non-income taxes can be assessed on its activity and how the sales tax will ultimately be measured by the relevant jurisdictions. The Company makes a determination for each reporting period whether the estimates for sales and other non-income taxes in certain states should be revised. The expense is included in selling, general and administrative expenses on its consolidated statements of operations and the liability is reflected in sales tax payable as of December 31, 2015 and 2014 , on its consolidated balance sheets. During 2011, a state administrative ruling related to certain service tax matters was released which indicated that services performed in that particular state are subject to a tax not previously paid by the Company. As a result, the Company conducted an initial review of certain other states to determine if any additional exposures may exist and determined that it was probable that some of its previous tax positions would be challenged. As a result, the Company changed its assessment of certain non-income tax positions and estimated a liability related to these matters. For the year ended December 31, 2013, the Company accrued an additional pretax liability related to the non-income tax matters of approximately $0.8 million , of which approximately $0.4 million related to the 2007-2012 tax years, and paid approximately $0.3 million to settle with certain states. For the year ended December 31, 2014 , the Company accrued an additional pretax liability related to the non-income tax matters of approximately $0.2 million , and paid approximately $0.1 million to settle with certain states. Subsequent to December 31, 2015, the Company paid approximately $1.4 million to settle with certain states, which was fully reserved for at December 31, 2015. The expenses are included in selling, general and administrative expenses on its consolidated statements of operations for the years ended December 31, 2015 , 2014 , and 2013 and the liability is reflected as sales tax payable as of December 31, 2015 and 2014 , on its consolidated balance sheets. The Company is continuing to work with professional tax advisors and state authorities to resolve the remaining matters. Legal Proceedings On December 4, 2012, the Company’s subsidiary, CC Staffing, Inc. (now known as Travel Staff, LLC) became the subject of a purported class action lawsuit filed in the United States District Court, Northern District of California. In 2013, the parties agreed to settle this lawsuit for $0.8 million with the understanding that such settlement is not an admission by the Company of any liability, negligence or wrong doing. The Court granted final approval of the settlement in September 2014 and during the fourth quarter of 2014 the Company paid $0.8 million to the plaintiff. The Company is also subject to other legal proceedings and claims that arise in the ordinary course of its business. The Company does not believe the outcome of these other matters will have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the Company’s income (loss) before income taxes are as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) United States $ 3,565 $ (33,574 ) $ (11,216 ) Foreign 595 2,256 1,177 $ 4,160 $ (31,318 ) $ (10,039 ) The components of the Company’s income tax (benefit) expense are as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) Continuing operations: Current Federal $ 551 $ — $ — State (21 ) 811 540 Foreign 220 262 416 Total 750 1,073 956 Deferred Federal (1,819 ) (1,320 ) 37,822 State 8 68 5,134 Foreign 267 395 299 Total (1,544 ) (857 ) 43,255 Total income tax (benefit) expense for continuing operations $ (794 ) $ 216 $ 44,211 The total income tax (benefit) provision is summarized as follows: Continuing operations $ (794 ) $ 216 $ 44,211 Discontinued operations — — 2,122 $ (794 ) $ 216 $ 46,333 Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2015 2014 (amounts in thousands) Deferred Tax Assets: Accrued other and prepaid expenses $ 2,973 $ 2,823 Allowance for doubtful accounts 1,278 589 Intangible Assets 11,365 13,716 Net operating loss carryforwards 22,662 38,144 Derivative interest 10,144 6,370 Accrued professional liability 2,536 — Accrued workers’ compensation 3,061 1,356 Share-based compensation 891 959 Depreciation — 105 Credit carryforwards 797 — Other 595 822 Gross deferred tax assets 56,302 64,884 Valuation allowance (55,336 ) (63,616 ) 966 1,268 Deferred Tax Liabilities: Depreciation (123 ) — Accrued professional liability — (92 ) Indefinite intangibles (18,714 ) (19,683 ) Tax on unrepatriated earnings (604 ) (336 ) Other — (1,176 ) (19,441 ) (21,287 ) Net deferred taxes $ (18,475 ) $ (20,019 ) The Company determines the need for a valuation allowance under Income Taxes topic of the FASB ASC by assessing the probability of realizing deferred tax assets, taking into consideration all available positive and negative evidence, including historical operating results, expectations of future taxable income, carryforward periods available to the Company for tax reporting purposes, the evaluation of various income tax planning strategies, and other relevant factors. The Company maintains a valuation allowance when it is more likely than not that all or a portion of a deferred tax asset will not be realized based on consideration of all available evidence. Adjustments to the deferred tax valuation allowances are made to earnings in the period when such assessments are made. Significant judgment is required in making this assessment and to the extent future expectations change, the Company would have to assess the recoverability of its deferred tax assets at that time. The Company's cumulative loss position was significant negative evidence in assessing the need for a valuation allowance. As of December 31, 2013, the Company determined that it could not sustain a conclusion that it was more likely than not that it would realize any of its deferred tax assets resulting from recent losses, the difficulty of forecasting future taxable income, and other factors. The Company intends to maintain a valuation allowance until sufficient positive evidence exists to support its reversal. To be considered a source of future taxable income to support realizability of a deferred tax asset, a taxable temporary difference must reverse in a period such that it would result in the realization of the deferred tax asset. Taxable temporary differences related to indefinite-lived intangibles, such as goodwill, are by their nature not predicted to reverse and therefore not considered a source of future taxable income in accordance with ASC 740. The Company had $18.7 million and $19.7 million of deferred tax liabilities relating to indefinite-lived intangible assets that it was not able to offset against deferred tax assets as of December 31, 2015 and 2014 , respectively. As of December 31, 2015 and 2014 , the Company recorded valuation allowances of $55.3 million and $63.6 million , respectively. The Company believes it is necessary to see further positive evidence, such as sustained achievement of cumulative profits, before these valuation allowances can be released. If such positive evidence develops, the Company may release all or a portion of the remaining valuation allowances as early as the second half of 2016. The Company will continue to assess the realizability of its deferred tax assets. As of December 31, 2015 and 2014 , respectively, the Company had approximately $65.2 million and $97.5 million of federal, state, and foreign net operating loss carryforwards. The federal carryforwards expire between 2030 and 2033. The state carryforwards expire between 2015 and 2033. The majority of the foreign carryforwards are in a jurisdiction with no expiration. A valuation allowance for the net operating losses has been recorded at December 31, 2015 and 2014 , to reduce the Company’s deferred tax asset to an amount that is more likely than not to be realized. In the first quarter of 2014, the Company recorded a non-cash adjustment of $1.7 million primarily related to an overstatement of the valuation allowance established as of December 31, 2013. The out-of-period adjustment also decreased the net loss by the same amount or $0.06 per diluted share for the three months ended March 31, 2014 and the year ended December 31, 2014. Management concluded that the adjustment was not material to its prior period financial statements. The reconciliation of income tax computed at the U. S. federal statutory rate to income tax (benefit) expense is as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) Tax at U.S. statutory rate $ 1,456 $ (10,961 ) $ (3,514 ) State taxes, net of federal benefit 611 219 (190 ) Non-deductible meals and entertainment 1,510 1,425 450 Foreign tax expense (6 ) 44 554 Valuation allowances (5,078 ) 12,038 48,556 Uncertain tax positions 917 (996 ) (257 ) Deferred tax write-offs — — 221 Audit settlements (624 ) — 160 Tax on unrepatriated earnings — — (1,465 ) Tax true ups and other 420 (1,553 ) (304 ) Total income tax (benefit) expense for continuing operations $ (794 ) $ 216 $ 44,211 The tax years of 2004, 2005, and 2008 through 2014 remain open to examination by the major taxing jurisdictions to which the Company is subject, with the exception of certain states in which the statute of limitations has been extended. The sale of the Company’s clinical trial services unit located outside the U.S. in the UK during 2013 resulted in write-offs of the investment in those subsidiaries and offset the amount of U.S. taxes that would need to be accrued on the India earnings to zero . During 2015, the Company accrued $0.2 million of India tax on earnings of approximately $0.6 million . India withholding taxes on a dividend of India earnings are not affected by the calculation of U.S. taxes due and continue to be accrued. The Company recognizes in its financial statements the impact of a tax position if that position is more likely than not of being sustained on audit, based on the technical merits of the position. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is approximately as follows: 2015 2014 (amounts in thousands) Balance at January 1 $ 3,777 $ 4,986 Additions based on tax positions related to the current year 861 709 Additions based on tax positions related to prior years 62 91 Reductions based on settlements of tax positions related to prior years (624 ) (344 ) Reductions for tax positions as a result of a lapse of the applicable statute of limitations — (1,578 ) Other (5 ) (87 ) Balance at December 31 $ 4,071 $ 3,777 Short-term unrecognized tax benefits are included in other current liabilities on the consolidated balance sheets and were approximately $0.1 million and $0.6 million as of December 31, 2015 and 2014 , respectively. Long-term unrecognized tax benefits are included in other long-term liabilities on the consolidated balance sheets and were approximately $0.8 million and $0.9 million as of December 31, 2015 and 2014 , respectively. See Note 7 - Balance Sheet Details. As of December 31, 2015 and 2014 , the Company had unrecognized tax benefits, which would affect the effective tax rate if recognized, of approximately $3.8 million and $3.3 million, respectively. During 2015 , the Company had gross increases of $0.9 million to its current year unrecognized tax benefits, related to federal and state tax issues. In addition, the Company had gross decreases of $0.4 million to its unrecognized tax benefits related to settlement refunds and the closure of open tax years. The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes. During the years ended December 31, 2015 and 2014 , the Company recognized a reduction on interest and penalties of $0.2 million. During the year ended December 31, 2013, the Company recognized interest and penalties of $0.1 million. The Company had accrued approximately $0.4 million and $0.8 million for the payment of interest and penalties at December 31, 2015 and 2014 , respectively. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stock Repurchase Programs In February 2008, the Company’s Board of Directors authorized its most recent stock repurchase program whereby the Company may purchase up to 1,500,000 shares of its common stock, subject to terms of the Company’s credit agreement. The shares may be repurchased from time-to-time in the open market and the repurchase program may be discontinued at any time at the Company’s discretion. During the years ended December 31, 2015 , 2014 and 2013 , the Company did not repurchase any shares of its Common Stock under its February 2008 Board authorization. As of December 31, 2015 , the Company may purchase up to an additional 942,443 shares of Common Stock under the February 2008 Board authorization, subject to certain conditions in the Company's First Lien Loan Agreement and Second Lien Term Loan Agreement. Subject to certain conditions as described in its First Lien Loan Agreement entered into on January 9, 2013, the Company may repurchase up to an aggregate amount of $5.0 million of its Equity Interests. Share-Based Payments 2014 Omnibus Incentive Plan The Company's 2014 Omnibus Incentive Plan (2014 Plan) provides for the issuance of stock options, stock appreciation rights, restricted stock, performance shares, performance-based cash awards that may be granted with the intent to comply with the “performance-based compensation” exception under Section 162(m) of the Internal Revenue Code, and other stock-based awards, all as defined by the 2014 Plan, to eligible employees, consultants and non-employee Directors. The aggregate number of shares of common stock which may be issued or used for reference purposes under the 2014 Plan or with respect to which awards may be granted may not exceed 4,100,000 shares, which may be either authorized and unissued common stock or common stock held in or acquired for the treasury of the Company. Under the 2014 Plan, the Compensation Committee of the Company’s Board of Directors (the Committee), has the discretion to determine the terms of the awards at the time of the grant provided, however, that in the case of stock options and stock appreciation rights (share options): 1) the exercise price per share of the award is not less than 100% (or, in the case of 10% or more stockholders, the exercise price of the incentive stock options (ISOs) granted may not be less than 110% ) of the fair market value of the common stock at the time of the grant; and 2) the term of the award will be no more than 10 years after the date the option is granted (or, shall not exceed five years, in the case of a 10% or more stockholder). In the case of restricted stock, the purchase price may be zero to the extent permitted by applicable law. Restricted stock awards granted under the Company’s 2014 Plan entitle the holder to receive, at the end of a vesting period, a specified number of shares of the Company’s common stock. Share-based compensation expense is measured by the market value of the Company’s stock on the date of grant. The shares vest ratably over a three to four year period ending on the anniversary date of the grant. There is no partial vesting and any unvested portion is forfeited. During the year ended December 31, 2015 , 220,160 of restricted stock awards and 163,340 of performance stock awards were granted under the 2014 Plan to the Company's non-employee Directors and management team. In 2015 , the Company changed the timing of its annual grants to management from June to March. Pursuant to the 2014 Plan, the number of target shares that are issued for performance-based stock awards are determined based on the level of attainment of the targets. If the minimum level of performance is attained for the 2015 awards, restricted stock will be issued with a vesting date of December 31, 2017, subject to the employee’s continuing employment. During the first quarter of 2015 , the Company's Compensation Committee of the Board of Directors approved a 41.4% level of attainment for the 2014 performance-based share awards, resulting in the issuance of 86,661 shares of restricted stock that will vest on December 31, 2016. The following table summarizes restricted stock awards and performance stock awards activity issued under the 2014 Plan for the year ended December 31, 2015 : Restricted Stock Awards Performance Stock Awards Number of Weighted Number of Target Weighted Unvested restricted stock awards, January 1, 2015 659,650 $ 5.72 218,175 $ 5.82 Granted 220,160 $ 11.52 163,340 $ 11.86 Vested (239,062 ) $ 5.75 — $ — Forfeited (54,260 ) $ 6.48 (147,377 ) $ 6.18 Unvested restricted stock awards, December 31, 2015 586,488 $ 7.82 234,138 $ 9.81 As of December 31, 2015 , the Company had approximately $2.8 million pretax of total unrecognized compensation cost related to non-vested restricted stock awards which may be adjusted for future changes in forfeitures. The Company expects to recognize such cost over a weighted average period of 1.90 years . The fair value of shares vested was approximately $3.9 million , $2.3 million , and $2.4 million for the years ended December 31, 2015 , 2014 , and 2013 , respectively. As of December 31, 2015 , the Company had approximately $1.2 million pretax of total unrecognized compensation cost related to performance stock awards which may be adjusted for future changes in forfeitures. The Company expects to recognize such cost over a weighted average period of 1.88 years , the remaining service period. During the year ended December 31, 2013 , the Company issued options and stock appreciation rights at market price. During the years ended December 31, 2015 and 2014 , the Company did not issue stock options or stock appreciation rights. The following table represents information about stock options and stock appreciation rights granted and exercised in each year. Year Ended December 31, 2015 2014 2013 Share option grants — — 324,000 Weighted average grant date fair value of options granted during the period $ — $ — $ 1.77 Total intrinsic value of options exercised $ 1,610,392 $ 695,286 $ 12,465 The stock appreciation rights can only be settled with stock or cash, at the discretion of the Committee. The stock appreciation rights vest 25% per year over a 4 year period and expire after 7 years. The Company’s policy is to issue new shares from its authorized but unissued balance of common stock outstanding or shares of common stock reacquired by the Company if stock appreciation rights are settled with stock. The Company records compensation expense for stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model with the assumptions included in the table below. The Company computes expected volatility using the historical volatility of the market price of the Company’s common stock. Historical data is used to estimate the expected option life and the expected forfeiture rate. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the estimated life of the option. The following assumptions were used to estimate the fair value of options granted using the Black-Scholes option-pricing model: Year Ended December 31, 2013 Expected dividend yield — % Expected volatility 48.00 % Risk-free interest rate 0.79 % Expected life 4.2 years Due to the adoption of the 2014 Plan (previously titled the 2007 Stock Incentive Plan), no further grants have been issued under the Company’s 1999 Plans referred to below. 1999 Stock Option Plan and Equity Participation Plan On December 16, 1999, the Company’s Board of Directors approved the 1999 Stock Option Plan and Equity Participation Plan (collectively, the 1999 Plans), which was amended and restated on October 25, 2001 and provided for the issuance of ISOs and non-qualified stock options to eligible employees and non-employee directors for the purchase of up to 4,398,001 shares of common stock. The following table summarizes the Company’s activities with respect to all of its share option plans for the year ended December 31, 2015 : Shares Option Price Weighted Weighted- Aggregate Share options outstanding at beginning of year 935,095 $4.16-$22.50 $8.27 Granted — — — Exercised (293,625 ) $4.35-$8.56 $7.27 Forfeited/expired (245,845 ) $4.35-$22.50 $12.68 Share options outstanding at end of year 395,625 $4.16-$22.50 $6.28 3.18 $ 4,031,858 Share options exercisable at end of year 261,500 $4.16-$22.50 $6.91 2.67 $ 2,509,977 Share options unvested at end of year 134,125 $4.16-$5.61 $5.04 4.17 $ 1,521,881 As of December 31, 2015 , the Company had 395,625 share options outstanding of which 359,100 were vested or expected to vest at a weighted average exercise price of $6.40 , intrinsic value of $3.6 million and a weighted average contractual life of 3.08 years. As of December 31, 2015 , the Company had approximately $0.1 million pretax of total unrecognized compensation cost related to share options which may be adjusted for future changes in forfeitures. The Company expects to recognize such cost over a period of 1.29 years. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the components of the numerator and denominator for the computation of basic and diluted earnings per share: Year Ended December 31, 2015 2014 2013 (amounts in thousands, except per share data) Numerator: Income (loss) from continuing operations $ 4,954 $ (31,534 ) $ (54,250 ) Less: Income attributable to noncontrolling interest in subsidiary 536 249 — Income (loss) from continuing operations attributable to common shareholders 4,418 (31,783 ) (54,250 ) Income from discontinued operations, net of income taxes — — 2,281 Net income (loss) attributable to common shareholders $ 4,418 $ (31,783 ) $ (51,969 ) Denominator: Basic weighted average common shares 31,514 31,190 31,009 Effective of diluted shares: Share-based awards 648 — — Diluted weighted average common shares outstanding 32,162 31,190 31,009 Basic and diluted income (loss) per share attributable to common shareholders Continuing operations $ 0.14 $ (1.02 ) $ (1.75 ) Discontinued operations — — 0.07 Net income (loss) $ 0.14 $ (1.02 ) $ (1.68 ) For the periods presented, no tax benefits have been assumed in the weighted average share calculation due to a full valuation allowance on the Company's deferred tax assets. The following table represents the securities that could potentially dilute net income per share attributable to common shareholders in the future that were not included in the computation of diluted net income per share attributable to common shareholders because to do so would have been anti-dilutive for the periods presented. Year Ended December 31, 2015 2014 2013 Convertible notes and share-based awards 3,521,126 3,855,954 149,453 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company provides services to hospitals which are affiliated with certain members of the Company’s Board of Directors. Management believes services with related parties were conducted on terms equivalent to those prevailing in an arm's-length transaction. Revenue related to these transactions was $11.8 million, $17.8 million and $3.9 million in 2015 , 2014 and 2013 , respectively. Accounts receivable due from these hospitals at December 31, 2015 and 2014 were approximately $0.6 million and $2.0 million, respectively. In connection with the acquisition of MSN, the Company acquired a 68% ownership interest in InteliStaf of Oklahoma, LLC, a joint venture between the Company and a hospital system. The Company generated revenue providing staffing services to the hospital system of $10.0 million million in 2015 and $4.7 million for the six months ended December 31, 2014. At December 31, 2015 and 2014, the Company had a receivable balance of $1.4 million and $0.9 million , respectively, and a payable balance of $0.2 million and $0.1 million , respectively, relating to these staffing services. Subsequent to the Company's acquisition of Mediscan on October 30, 2015, Mediscan continued to operate at premises owned, in part, by the founding member of Mediscan. The Company paid $0.1 million in rent expense for these premises for the two months ended December 31, 2015. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Data In accordance with the Segment Reporting Topic of the FASB ASC, the Company reports three business segments – Nurse and Allied Staffing, Physician Staffing, and Other Human Capital Management Services. The Company manages and segments its business based on the services it offers to its customers as described below: • Nurse and Allied Staffing - Nurse and Allied Staffing provides traditional staffing, including temporary and permanent placement of travel nurses and allied professionals and branch-based local nurses and allied staffing. Its clients include: public and private acute care and non-acute care hospitals, government facilities, public and charter schools, outpatient clinics, ambulatory care facilities, physician practice groups, retailers, and many other healthcare providers throughout the U.S. The results of the Mediscan acquisition have been aggregated with the Company's Nurse and Allied Staffing business segment. See Note 3 - Acquisitions. • Physician Staffing – Physician Staffing provides physicians in many specialties, certified registered nurse anesthetists (CRNAs), nurse practitioners (NPs), and physician assistants (PAs) under the Company's Medical Doctor Associates and Saber-Salisbury brands as independent contractors on temporary assignments throughout the U.S. at various healthcare facilities, such as acute and non-acute care facilities, medical group practices, government facilities, and managed care organizations. • Other Human Capital Management Services - Subsequent to the sale of CCE, the education seminars business, on August 31, 2015, Other Human Capital Management Services includes retained and contingent search services for physicians and healthcare executives within the U.S. The Company’s management evaluates performance of each segment primarily based on revenue and contribution income. The Company’s management does not evaluate, manage or measure performance of segments using asset information; accordingly, total asset information by segment is not prepared or disclosed. The information in the following table is derived from the segments’ internal financial information as used for corporate management purposes. Certain corporate expenses are not allocated to and/or among the operating segments. Information on operating segments and a reconciliation to income (loss) from operations for the periods indicated are as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) Revenue from unaffiliated customers: Nurse and Allied Staffing (a) $ 621,258 $ 459,195 $ 274,219 Physician Staffing (a) 115,336 121,145 126,125 Other Human Capital Management Services 30,827 37,485 37,967 $ 767,421 $ 617,825 $ 438,311 Contribution income: (b) Nurse and Allied Staffing (a) $ 54,499 $ 36,486 $ 18,668 Physician Staffing (a) 10,213 6,540 8,695 Other Human Capital Management Services 1,863 514 746 66,575 43,540 28,109 Unallocated corporate overhead 31,484 27,770 21,844 Depreciation 3,856 3,866 3,886 Amortization 4,210 3,575 2,294 Loss on sale of business (c) 2,184 — — Acquisition and integration costs 902 7,957 473 Restructuring costs 1,274 840 484 Legal settlement charge — — 750 Impairment charges (d) 2,100 10,000 6,400 Income (loss) from operations $ 20,565 $ (10,468 ) $ (8,022 ) _______________ (a) Effective January 1, 2015, the Company reclassified a portion of its business from the Physician Staffing segment to the Nurse and Allied Staffing segment. For the years ended December 31, 2014 and 2013, revenue of $2.2 million and $2.7 million , respectively, and contribution income of $0.2 million for both 2014 and 2013, have been reclassified to conform to the current period presentation. (b) The Company defines contribution income as income or loss from operations before depreciation, amortization, loss on sale of business, acquisition and integration costs, restructuring costs, legal settlement charges, impairment charges and corporate expenses not specifically identified to a reporting segment. Contribution income is a financial measure used by management when assessing segment performance and is provided in accordance with ASC 280, Segment Reporting Topic of the FASB ASC. (c) On August 31, 2015, the Company completed the sale of CCE, and recognized a pre tax loss of $2.2 million related to the divestiture of the business. See Note 4 - Disposal and Discontinued Operations. (d) During the years ended December 31, 2015, 2014 and 2013, the Company recorded trade name impairment charges of $2.1 million , $10.0 million and $6.4 million , respectively. See Note 5 - Goodwill, Trade Names, and Other Identifiable Intangible Assets. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) First Second Third Fourth 2015 (amounts in thousands, except per share data) Revenue from services $ 185,964 $ 192,617 $ 195,692 $ 193,148 Gross profit 47,037 48,363 51,486 50,479 Consolidated net income (loss) 3,050 2,680 5,151 (5,927 ) Net income (loss) attributable to common shareholders 2,934 2,573 5,009 (6,098 ) Net income (loss) per share attributable to common shareholders - Basic $ 0.09 $ 0.08 $ 0.16 $ (0.19 ) Net income (loss) per share attributable to common shareholders - Diluted $ 0.05 $ 0.08 $ 0.16 $ (0.19 ) First Second Third Fourth 2014 (amounts in thousands, except per share data) Revenue from services $ 118,091 $ 122,656 $ 188,944 $ 188,134 Gross profit 30,450 32,436 47,277 47,641 Consolidated net loss (782 ) (3,181 ) (7,484 ) (20,087 ) Net loss attributable to common shareholders (782 ) (3,181 ) (7,602 ) (20,218 ) Net loss per share attributable to common shareholders - Basic and Diluted $ (0.03 ) $ (0.10 ) $ (0.24 ) $ (0.65 ) ________________ The following items impact the comparability and presentation of our consolidated data: • The Company recorded changes in the fair value of convertible notes derivative liability, recording a gain in the first and second quarters of 2015 of $2.1 million and $0.4 million , respectively, a loss in the third and fourth quarters of 2015 of $2.9 million and $9.5 million , respectively, and a loss in the third and fourth quarters of 2014 of $7.3 million and $9.4 million , respectively. See Note 9 - Convertible Notes Derivative Liability. • During the fourth quarter of 2015 and 2014, the Company recorded a trade name impairment charge of $2.1 million and $10.0 million , respectively. See Note 5 - Goodwill, Trade Names, and Other Identifiable Intangible Assets. • On August 31, 2015, the Company completed the sale of its education seminars business, CCE. Since the disposal did not represent a strategic shift that will have a major effect on the Company's operations and financial results, it was not reflected as discontinued operations. The transaction resulted in a pre tax loss of $2.2 million , and an after tax gain on the sale of CCE of $1.3 million . See Note 4 - Disposals and Discontinued Operations. • On October 30, 2015, the Company acquired all of the membership interests of Mediscan. The acquisition has been accounted for in accordance with FASB ASC 805, Business Combinations, using the acquisition method. The results of the acquisition's operations have been included in the consolidated statements of operations from its date of acquisition. See Note 3 - Acquisitions. • On June 30, 2014, the Company acquired substantially all of the assets and certain liabilities of Medical Staffing Network Healthcare, LLC. The acquisition has been accounted for in accordance with FASB ASC 805, Business Combinations, using the acquisition method. The results of the acquisition's operations have been included in the consolidated statements of operations from July 1, 2014 due to their immaterial impact on June 30, 2014, the date of the acquisition. See Note 3 - Acquisitions. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Schedule II CROSS COUNTRY HEALTHCARE, INC. VALUATION AND QUALIFYING ACCOUNTS FOR THE YEARS ENDED DECEMBER 31, 2015, 2014, AND 2013 Balance at Charged to Operations Write-offs Recoveries Other Balance at (amounts in thousands) Allowances for Accounts Receivable Year Ended December 31, 2015 $ 1,425 $ 2,414 $ (923 ) $ 1,129 $ — $ 4,045 Year Ended December 31, 2014 $ 1,651 $ 1,016 $ (1,257 ) $ 15 $ — $ 1,425 Year Ended December 31, 2013 $ 1,841 $ 1,078 $ (1,324 ) $ 56 $ — $ 1,651 Valuation Allowance for Deferred Tax Assets Year Ended December 31, 2015 $ 63,616 $ (7,518 ) (a) $ — $ — $ (762 ) (b) $ 55,336 Year Ended December 31, 2014 $ 52,001 $ 12,038 $ — $ — $ (423 ) (c) $ 63,616 Year Ended December 31, 2013 $ 4,033 $ 48,406 $ (438 ) $ — $ — $ 52,001 ________________ (a) Current year charge includes a reversal of valuation allowance related to CCE. (b) Valuation allowance on deferred tax asset related to share-based compensation. (c) Related to foreign valuation allowance adjustment. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements, in conformity with U.S. generally accepted accounting principles (U.S. GAAP), requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, the valuation of accounts receivable, goodwill and intangible assets, other long-lived assets, share-based compensation, accruals for health, workers’ compensation and professional liability claims, valuation of deferred tax assets and the purchase price allocation, derivative liability, legal contingencies, future contingent considerations, income taxes and sales and other non-income tax liabilities. Accrued insurance claims and reserves include estimated settlements from known claims and actuarial estimates for claims incurred but not reported. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all investments with original maturities of three months or less to be cash and cash equivalents. The Company invests its excess cash in highly rated overnight funds and other highly rated liquid accounts. The Company is exposed to credit risk associated with these investments. The Company minimizes its credit risk relating to these positions by monitoring the financial condition of the financial institutions involved and by primarily conducting business with large, well established financial institutions, and diversifying its counterparties. The Company does not currently anticipate nonperformance by any of its significant counterparties. Interest income on cash and cash equivalents is included in other (income) expense, net, on the Company’s consolidated statements of operations. |
Accounts Receivable, Allowance for Doubtful Accounts, and Concentration of Credit Risk | Accounts Receivable, Allowance for Doubtful Accounts, and Concentration of Credit Risk Accounts receivable potentially subject the Company to concentrations of credit risk. The Company’s customers are primarily healthcare providers, and accounts receivable represent amounts due from them. The Company generally does not require collateral and mitigates its credit risk by performing credit evaluations and monitoring at-risk accounts. The allowance for doubtful accounts represents the Company’s estimate of uncollectible receivables based on a review of specific accounts and the Company’s historical collection experience. The Company writes off specific accounts based on an ongoing review of collectability as well as past experience with the customer. The Company’s contract terms typically require payment between 15 to 60 days from the date services are provided and are considered past due based on the particular negotiated contract terms. The majority of the Company's business activity is with hospitals located throughout the United States |
Prepaid Rent and Deposits | Prepaid Rent and Deposits The Company leases apartments for eligible field employees under short-term agreements (typically three to six months), which generally coincide with each employee’s staffing contract. Costs relating to these leases are included in direct operating expenses on the accompanying consolidated statements of operations. As a condition of these agreements, the Company may place security deposits on the leased apartments. Deposits on field employees’ apartments related to these short-term agreements are included in other current assets on the accompanying consolidated balance sheets. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Depreciation is determined on a straight-line basis over the estimated useful lives of the assets, which generally range from three to seven years. Leasehold improvements are depreciated over the shorter of their estimated useful life or the term of the individual lease. Depreciation related to assets recorded under capital lease obligations is included in depreciation expense on the consolidated statements of operations and calculated using the straight-line method over the term of the related capital lease. Certain software development costs have been capitalized in accordance with the provisions of the Intangibles-Goodwill and Other/Internal-Use Software Topic of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). Such costs include charges for consulting services and costs for personnel associated with programming, coding, and testing such software. Amortization of capitalized software costs begins when the software is ready for use and is included in depreciation expense in the accompanying consolidated statements of operations. Software development costs are being amortized using the straight-line method over three to five years. |
Business Combinations | Business Combinations The Company applies accounting in accordance with ASC Topic 805 - Business Combinations when it acquires control over a business. Business combinations are accounted for at fair value. The associated acquisition costs are expensed as incurred and recorded as acquisition and integration costs; noncontrolling interests, if any, are reflected at fair value at the acquisition date; restructuring costs associated with a business combination are expensed; contingent consideration is measured at fair value at the acquisition date, with changes in the fair value after the acquisition date affecting earnings; and goodwill is determined as the excess of the fair value of the consideration conveyed in the acquisition over the fair value of the net assets acquired. The accounting for business combinations requires estimates and judgments as to expectations for future cash flows of the acquired business, and the allocation of those cash flows to identifiable intangible assets, in determining the estimated fair value for assets and liabilities acquired. The fair values assigned to tangible and intangible assets acquired and liabilities assumed are based on management's estimates and assumptions, including valuations that utilize customary valuation procedures and techniques. If the actual results differ from the estimates and judgments used in these estimates, the amounts recorded in the financial statements could result in a possible impairment of the intangible assets and goodwill, or require acceleration of the amortization expense of finite-lived intangible assets. The results of the acquired businesses' operations are included in the consolidated statements of operations of the combined entity beginning on the date of acquisition. |
Goodwill, Trade Names, and Other Identifiable Intangible Assets | Goodwill, Trade Names, and Other Identifiable Intangible Assets Goodwill represents the excess of purchase price and related costs over the fair value assigned to the net tangible and identifiable intangible assets of businesses acquired. Other identifiable intangible assets with definite lives are being amortized using the straight-line method over their estimated useful lives which range from 5 to 16 years. Goodwill and certain intangible assets with indefinite lives are not amortized. Instead, in accordance with the Intangibles-Goodwill and Other Topic of the FASB ASC, these assets are reviewed for impairment annually at the beginning of the fourth quarter, and whenever circumstances occur indicating potential impairment, with any related losses recognized in earnings and included in the caption impairment charges on the consolidated statements of operations. Historically, the Company completed the annual goodwill impairment test as of December 31 of each fiscal year. During the quarter ended September 30, 2014, the Company voluntarily changed the date of its goodwill and other indefinite-lived intangible assets impairment testing from December 31 to the first day of its fourth quarter. This voluntary change is preferable under the circumstances as it provides the Company with additional time to complete its annual goodwill and indefinite-lived intangible asset impairment testing in advance of its year-end reporting. The voluntary change in accounting principle related to the annual testing date will not delay, accelerate, or avoid an impairment charge. This change is not applied retrospectively as it is impracticable to do so because retrospective application would require application of significant estimates and assumptions with the use of hindsight. Accordingly, the change will be applied prospectively. If, after assessing the totality of events and circumstances, the Company determines that it is more likely than not that the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary. The performance of the quantitative impairment test involves a two-step process. The first step in its annual impairment assessment requires the Company to determine the fair value of each of its reporting units and compare it to the reporting unit’s carrying amount. The Company determines its reporting units by identifying components of its operating segments that constitute a business for which discrete financial information is available and management regularly reviews the operating results of that component. The Company has had four reporting units that it reviewed for impairment: 1) Nurse and Allied Staffing, 2) Physician Staffing, and 3) Retained Search. The fourth reporting unit, Education Seminars, was divested August 31, 2015. See Note 4 - Disposal and Discontinued Operations. In its impairment analysis, the Company determines the fair value of its reporting units based on a combination of inputs including Level 3 inputs such as discounted cash flows which are not observable from the market, directly or indirectly, as well as inputs such as pricing multiples from publicly traded guideline companies and the market capitalization of the Company, including an estimated premium an investor would pay for a controlling interest. If the reporting unit’s carrying value exceeds its fair value, the Company then determines the amount of the impairment charge, if any. The Company recognizes an impairment charge if the carrying value of the reporting unit’s goodwill exceeds its implied fair value. Management considers historical experience and all available information at the time the fair values of its reporting units are estimated. However, fair values that could be realized in an actual transaction may differ from those used to evaluate the potential impairment of goodwill. Long-lived assets and identifiable intangible assets with definite lives are evaluated for impairment in accordance with the Property, Plant, and Equipment Topic of the FASB ASC. In accordance with this Topic, long-lived assets and definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Recoverability of long-lived assets is measured by a comparison of the carrying amount of the asset group to the future undiscounted net cash flow that is expected to be generated by those assets. If such assets are considered to be impaired, the impairment charge recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets. |
Debt Discount and Debt Issuance Costs | Debt Discount and Debt Issuance Costs Stated discounts on proceeds, and other fees reimbursed to lender, as well as the initial value of any embedded derivative features of the Convertible Notes and Term Loans, as defined in Note 8 - Debt, are treated as a discount associated with the respective debt instrument and presented in the balance sheet as an offset to the carrying amount of the debt. Discounts are amortized to interest expense using the effective interest rate method, or a method that approximates the effective interest rate method, over the expected life of the debt. Deferred costs related to the issuance of Convertible Notes and Term Loans are capitalized and amortized using the effective interest method. Deferred costs related to the issuance of the Company’s Senior Secured Asset-Based Loan, as defined in Note 8 – Debt, have been capitalized and amortized using the straight line method, over the term of the related credit agreement. |
Derivative Financial Instruments | Derivative Financial Instruments The Company evaluates embedded conversion features within convertible debt under FASB ASC 815, Derivatives and Hedging, to determine whether the embedded conversion feature should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded within other expenses (income) on our consolidated statements of operations. The Company uses a trinomial lattice model to estimate the fair value of embedded conversion and redemption features in its convertible debt at the end of each applicable reporting period. Changes in the fair value of these derivatives during each reporting period are reported in the consolidated statements of operations. The fair value at inception has been recorded as debt discount and is being amortized to interest expense over the term of the note using the effective interest method or another method that approximates the effective interest method. |
Sales and Other State Non-income Tax Liabilities | Sales and Other State Non-income Tax Liabilities The Company accrues sales and other state non-income tax liabilities based on the Company’s best estimate of its probable liability utilizing currently available information and interpretation of relevant tax regulations. Given the nature of the Company’s business, significant subjectivity exists as to both whether sales and other state non-income taxes can be assessed on its activity and how the sales tax will ultimately be measured by the relevant jurisdictions. The Company makes a determination for each reporting period whether the estimates for sales and other non-income taxes in certain states should be revised. |
Insurance Claims | Insurance Claims The Company provides workers’ compensation insurance coverage, professional liability coverage, and healthcare benefits for eligible employees. The Company records its estimate of the ultimate cost of, and reserves for, workers' compensation and professional liability benefits based on actuarial models prepared or reviewed by an independent actuary using the Company’s loss history as well as industry statistics. The healthcare insurance accrual is for estimated claims that have occurred but have not been reported and is based on the Company’s historical claim submission patterns. Furthermore, in determining its reserves, the Company includes reserves for estimated claims incurred but not reported as well as unfavorable claims development. The Other Expenses/Insurance Costs Topic of FASB ASC 720 previously issued authoritative accounting guidance in the area of insurance contracts and related activity thereto. ASC 720 concluded that, under circumstances such as in the Company’s insured professional liability and workers' compensation policies, since a right of legal offset does not exist due to the fact that there are three parties to an incurred claim, the insured, the insurer, and the claimant, the related liability to the claimant should be classified separately on a gross basis with a separate related receivable from the insurer recognized as being due from insurance carriers. Accordingly, the Company’s consolidated balance sheets as of December 31, 2015 and 2014 reflect the related short-term liabilities in accrued compensation and benefits and the related long-term liabilities as long-term accrued claims, and the short-term receivable portion as insurance recovery receivable and the long-term portion as non-current insurance recovery receivable. See Note 7 – Balance Sheet Details. The ultimate cost of workers’ compensation, professional liability, and health insurance claims will depend on actual amounts incurred to settle those claims and may differ from the amounts reserved by the Company for those claims. Workers’ compensation benefits are provided under a partially self-insured plan. The Company has letters of credit to guarantee payments of claims. At both December 31, 2015 and 2014 , the Company had outstanding approximately $21.5 million standby letters of credit as collateral to secure the self-insured portion of this plan. The Company has occurrence-based primary professional liability policies that provide the Company and each working professional in its nurse and allied healthcare business with coverage. Until January 1, 2016, the Company had an occurrence-based professional liability policy for its independent contractor physicians and advanced practitioners which was insured by a wholly-owned subsidiary, Jamestown Indemnity, Ltd., a wholly-owned Cayman Island captive company (the "Captive"), until its voluntary liquidation in the third quarter of 2015. Beginning in March 2015, the Company's Physician subsidiary self-insured $0.5 million for each of its professional liability claims. Under the terms of the Captive’s reinsurance policy there was a requirement to guarantee the payment of claims to its insured party’s primary medical malpractice insurance carrier via a letter of credit. As a result of the Captive's liquidation, the letter of credit was reduced. As of December 31, 2015 and 2014 , the value of the letters of credit was $ 2.0 million and $5.0 million, respectively. Effective January 1, 2016, the Company has a claims-made professional liability policy for its physicians and advanced practitioners. Subject to certain limitations, the Company also has umbrella liability coverage for its working nurses and allied healthcare professionals. While this umbrella coverage does not extend to professional liability claims against its independent contractor physicians and advance practitioners, it does cover claims brought against all of the Company’s subsidiaries for non-patient general liability. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when it is earned and when all of the following criteria are met: persuasive evidence of the arrangement exists; delivery has occurred or the service has been provided and the Company has no remaining obligations; the fee is fixed or determinable; and collectability is reasonably assured. The Company includes reimbursed expenses in revenues, and the associated amounts of reimbursable expenses in cost of services. Temporary Staffing Revenue Revenue from services consists primarily of temporary staffing revenue. Revenues from temporary staffing, net of sales adjustments and discounts, are recognized when earned, based on hours worked by the Company’s healthcare professionals. Accordingly, accounts receivable includes estimated revenue for employees’ and independent contractors’ time worked but not yet invoiced. At December 31, 2015 and 2014 , such estimated accrued revenue is approximately $18.4 million and $21.9 million, respectively. Permanent Placement Revenue on permanent placements is recognized when services provided are substantially completed. The Company does not, in the ordinary course of business, provide refunds. If a candidate leaves a permanent placement within a relatively short period of time, it is customary for the Company to provide a replacement at no additional cost. Gross Versus Net Policies The Company records revenue on a gross basis as a principal or on a net basis as an agent depending on the arrangement, as follows: Managed Service Programs Arrangements The Company has entered into certain contracts with acute care facilities to provide comprehensive managed service programs (MSP) services. Under these contract arrangements, the Company uses its healthcare professionals along with those of third-party subcontractors to fulfill customer orders. If its healthcare professional is used, revenue is recorded on a gross basis. If a subcontractor is used, the customer is invoiced for their services and, a subcontractor liability is recorded in accrued expenses, but only the resulting administrative fee is recognized as revenue. The subcontractor is paid after the Company has received payment from the acute care facility. The Company determined that it acts as an agent in these arrangements. Physician Staffing In the Company’s Physician Staffing business, revenue is recorded on a gross basis as a principal versus on a net basis as an agent in the consolidated statements of operations. Education Seminars During the third quarter of 2015, the Company completed the sale of its education seminars business, Cross Country Education, LLC (CCE). See Note 4 - Disposal and Discontinued Operations. Prior to the sale of CCE, revenue from the Company’s Education Seminars services was recognized as the independent contractor-led seminars were performed. In the Company’s Education Seminars business, revenue was recorded in the consolidated statements of operations on a gross basis as a principal versus on a net basis as an agent. Deferred Revenue Amounts collected in advance of the services being substantially complete are recorded as deferred revenue in other current liabilities on the consolidated balance sheets. |
Share-Based Compensation | Share-Based Compensation The Company has, from time to time, granted stock options, stock appreciation rights, performance-based stock awards, and restricted stock for a fixed number of common shares to employees. In accordance with the Compensation-Stock-Compensation Topic of the FASB ASC, companies may choose from alternative valuation models. The Company uses the Black-Scholes method of valuing its options and stock appreciation rights. The Company has elected to recognize compensation expense on a straight-line basis over the requisite service period of the entire award. The Company values its restricted stock awards and the fair value of its performance-based stock awards by reference to its stock price on the date of grant. The Company granted performance-based stock awards to certain key personnel pursuant to its 2014 Omnibus Incentive Plan as described in Note 14 - Stockholders' Equity. Pursuant to the plan, the number of target shares that will vest are determined based on the level of attainment of the targets. If a minimum level of performance is attained for the awards, restricted stock will be issued with a vesting date in the future, subject to the employee's continuing employment. The Company recognizes performance-based restricted stock as compensation expense based on the most likely probability of attaining the prescribed performance and over the requisite service period beginning at its grant date and through the date the restricted stock vests. The Company uses historical data of options with similar characteristics to estimate pre-vesting option forfeitures, as it believes that historical behavior patterns are the best indicators of future behavior patterns. Compensation expense related to share-based payments is included in selling, general and administrative expenses in the consolidated statements of operations and totaled $2.5 million, $1.4 million and $2.1 million, during the years ended December 31, 2015 , 2014 and 2013 , respectively. Because the Company has a full valuation allowance on its deferred tax assets, the granting and exercise of share-based payments during the years ended December 31, 2015 , 2014 and 2013 had no impact on the income tax provision. |
Advertising | Advertising The Company’s advertising expense consists primarily of online advertising, print media, promotional material and, prior to the sale of CCE, direct mail marketing. Advertising costs are expensed as incurred and were approximately $4.9 million, $4.1 million and $3.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Prior to the sale of CCE, direct mail marketing costs associated with the Company’s education seminars services were capitalized when the Company determined that there was a reasonable expectation that the cost of the incurred advertising would be recovered from the gross profit generated by the advertised event and expensed when the related event took place. |
Restructuring Costs | Restructuring Costs The Company considers restructuring activities to be programs whereby it fundamentally changes its operations, such as closing and consolidating facilities, reducing headcount and realigning operations in response to changing market conditions. |
Operating Leases | Operating Leases The Company accounts for all operating leases on a straight-line basis over the term of the lease. In accordance with the provisions of the Leases Topic of the FASB ASC, any lease incentives or rent escalations are also recognized on a straight-line basis over the term of the lease. |
Income Taxes | Income Taxes The Company accounts for income taxes under the Income Taxes Topic of the FASB ASC. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax basis of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company recognizes in its financial statements the impact of a tax position if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes. The Company records valuation allowances to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. The assessment of whether or not a valuation allowance is required often requires significant judgment, including the long-range forecast of future taxable income and the evaluation of tax planning initiatives. Adjustments to the deferred tax valuation allowances are made to earnings in the period when such assessments are made. Due to the historical losses from the Company's operations, it has recorded a full valuation allowance on its deferred tax assets. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Total comprehensive income (loss) includes net income or loss, foreign currency translation adjustments, and reclassification of foreign currency adjustments, net of any related deferred taxes. Certain of the Company’s foreign subsidiaries use their respective local currency as their functional currency. In accordance with the Foreign Currency Matters Topic of the FASB ASC, assets and liabilities of these operations are translated at the exchange rates in effect on the balance sheet date. Income statement items are translated at the average exchange rates for the period. |
Fair Value Measurements | Fair Value Measurements The Company complies with the provisions of the Fair Value Measurements and Disclosures Topic of the FASB ASC, which defines fair value, establishes a framework for measuring fair value under U.S. GAAP and expands disclosures about fair value measurements. As of December 31, 2015 and 2014 , the Company’s financial assets and liabilities required to be measured on a recurring basis were its contingent consideration receivable, its deferred compensation liability, its convertible notes derivative liability, and its deferred purchase price. |
Earnings Per Share | Earnings Per Share In accordance with the requirements of the Earnings Per Share Topic of the FASB ASC, basic earnings per share is computed by dividing net income available to common shareholders (numerator) by the weighted average number of vested unrestricted common shares outstanding during the period (denominator). Diluted earnings per share gives effect to all dilutive potential common shares outstanding during the period including stock appreciation rights and options and unvested restricted stock, as calculated utilizing the treasury stock method, and Convertible Notes using the if-converted method. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes (Topic 740) , which simplifies the presentation of deferred income taxes. This ASU requires that deferred tax assets and liabilities be classified as non-current in a statement of financial position. The Company early adopted ASU 2015-17 as of December 31, 2015 on a prospective basis. Adoption of this ASU resulted in a reclassification of the Company's net current deferred tax liability to the net non-current deferred tax liability in its consolidated balance sheet as of December 31, 2015. No prior periods were retrospectively adjusted. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements to clarify the SEC staff's position on presenting and measuring debt issuance costs incurred in connection with line-of-credit arrangements. Given the absence of authoritative guidance within ASU No. 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance is effective for the Company immediately. The Company adopted this guidance, with no impact on its financial position and results of operations. In January 2014, the Company adopted ASU No. 2014-08 , Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU 2014-08 provides new criteria for reporting discontinued operations and specifically indicates a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that will have a major effect on the Company’s operations and financial results. The new guidance also requires expanded disclosures for discontinued operations. In the third quarter of 2015, the Company disposed of a business that did not meet the criteria for presentation as discontinued operations. See Note 4 - Disposal and Discontinued Operations. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which will require, among other items, lessees to recognize most leases as assets and liabilities on the balance sheet. Qualitative and quantitative disclosures will be enhanced to better understand the amount, timing and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. They have the option to use certain relief. Full retrospective application is prohibited. The Company is currently evaluating the effect ASU 2016-02 will have on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805), Simplifying the Accounting for Measurement-Period Adjustments. This ASU requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Prior to the issuance of the ASU, entities were required to retrospectively apply adjustments made to provisional amounts recognized in a business combination. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015, and early adoption is permitted. This new guidance may impact the Company for potential measurement adjustments related to its 2015 acquisition. See Note 3 - Acquisitions. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other -Internal-Use Software (Subtopic 350-40), Customers Accounting for Fees Paid in a Cloud Computing Arrangement , to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. The amendments provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license element, then the customer should account for the software license element arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The amendments are effective for the Company for annual and interim periods beginning after December 15, 2015. A company can elect prospective or retrospective adoption and early adoption is permitted. The Company expects to adopt this standard in its first quarter of 2016. The Company does not expect this guidance to have a material impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs . This guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. This guidance is effective for the Company for fiscal years and interim periods beginning after December 15, 2015, and requires retrospective application. The Company expects to adopt this guidance when effective, and does not expect this guidance to have a significant impact on its financial statements, although it will change the financial statement classification of its debt issuance costs. In May 2014, the FASB and the International Accounting Standards Board jointly issued ASU No. 2014-9, Revenue from Contracts with Customers (Topic 606), which clarifies the principles for recognizing revenue and develops a common revenue standard for GAAP and International Financial Reporting Standards. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The ASU was originally effective for public entities for annual and interim periods beginning after December 15, 2016. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606), Deferral of the Effective Date, which defers the effective date by one year and allows early adoption for all entities, however not before the original effective date of annual reports beginning after December 15, 2016. ASU 2014-09 may be adopted retrospectively or under a modified retrospective method where the cumulative effect is recognized at the date of initial application. The Company is currently evaluating the impact of adopting this guidance on its financial position and results of operations. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Acquisition [Line Items] | |
Reconciliation of acquisition and integration liability | Reconciliations of the beginning and ending total acquisition and integration liability balances are presented below: Year Ended December 31, 2015 2014 (amounts in thousands) On-going Benefit Costs Exit Costs On-going Benefit Costs Exit Costs Balance at beginning of period $ 762 $ 868 $ — $ — Charged to acquisition and integration costs 17 88 1,453 1,132 Reclassifications (a) — (255 ) — — Payments (732 ) (655 ) (691 ) (264 ) Balance at end of period $ 47 $ 46 $ 762 $ 868 (a) Exit liability has been reduced as a result of a lease amendment and has been reclassified to deferred rent, which will be amortized over the remaining lease term. |
Schedule of unaudited pro forma information | The following unaudited pro forma financial information approximates the consolidated results of operations of the Company as if the Mediscan and MSN acquisitions had occurred as of January 1, 2014, after giving effect to certain adjustments, including additional interest expense on the amount the Company borrowed on the date of the transaction, the amortization of acquired intangible assets, and the elimination of certain expenses that will not be recurring in post-acquisition periods, net of an estimated income tax impact. These adjustments include removing transaction-related expenses of approximately $0.8 million for the year ended December 31, 2015 related to the Mediscan acquisition and $6.2 million for the year ended December 31, 2014, related to the MSN acquisition. These results are not necessarily indicative of future results as they do not include incremental investments in support functions, elimination of costs for integration or operating synergies, estimates of the changes in the fair value of the embedded derivative in our Convertible Notes or an estimate of any impact on interest expense resulting from the operating cash flow of the acquired businesses, among other adjustments that could be made in the future but are not factually supportable on the date of the transaction. Year Ended December 31, 2015 2014 (unaudited, amounts in thousands except per share data) Revenue from services $ 800,353 $ 771,955 Net income (loss) attributable to common shareholders $ 5,436 $ (30,104 ) Net income (loss) per common share attributable to common shareholders - basic and diluted $ 0.17 $ (0.97 ) |
Mediscan | |
Business Acquisition [Line Items] | |
Schedule of estimated fair value of purchase price | The following is the estimated fair value of the purchase price for Mediscan on October 30, 2015: (amounts in thousands) Cash purchase price paid at closing $ 28,000 Fair value of shares 4,723 Fair value of contingent consideration 3,686 Net working capital adjustment, including receivable 503 Total consideration $ 36,912 |
Summary of fair value of assets acquired and liabilities assumed | The following table is an estimate of the fair value of the assets acquired and liabilities assumed on October 30, 2015. (amounts in thousands) Cash acquired $ 79 Accounts receivable 6,851 Other current assets 140 Property and equipment 20 Goodwill 14,338 Other intangible assets 17,200 Total assets acquired 38,628 Accounts payable and accrued expenses 306 Accrued employee compensation and benefits 1,410 Total liabilities assumed 1,716 Net assets acquired $ 36,912 |
Medical Staffing Network | |
Business Acquisition [Line Items] | |
Summary of fair value of assets acquired and liabilities assumed | The Company used a third-party appraiser to assist with the determination of the fair value and estimated useful lives of acquired assets and liabilities assumed on June 30, 2014: (amounts in thousands) Cash acquired $ 989 Accounts receivable 37,275 Other current assets 3,378 Property and equipment 5,329 Goodwill 13,381 Other intangible assets 17,100 Other assets 2,325 Total assets acquired 79,777 Accounts payable 6,736 Accrued employee compensation and benefits 14,731 Other liabilities 9,867 Total liabilities assumed 31,334 Noncontrolling interest 324 Net assets acquired $ 48,119 |
On Assignment | |
Business Acquisition [Line Items] | |
Summary of fair value of assets acquired and liabilities assumed | The following table summarizes the fair value of the assets acquired and liabilities assumed. The Company used a third-party appraiser to determine the fair value and estimated useful lives of acquired assets and liabilities assumed on December 2, 2013: (amounts in thousands) Other current assets $ 62 Property and equipment 161 Goodwill 14,554 Other intangible assets 14,000 Other assets 52 Total assets acquired 28,829 Accrued employee compensation and benefits 112 Total liabilities assumed 112 Net assets acquired $ 28,717 |
Disposal and Discontinued Ope29
Disposal and Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Revenues and Components of Discontinued Operations, Net of Tax | The following table presents the revenues and the components of discontinued operations, net of tax: Year Ended December 31, 2013 Revenue $ 7,939 Income from discontinued operations before gain on sale and income taxes 434 Gain on sale of discontinued operations 3,969 Income tax expense (2,122 ) Income from discontinued operations, net of income taxes $ 2,281 |
Goodwill, Trade Names, and Ot30
Goodwill, Trade Names, and Other Identifiable Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Acquired Intangible Assets | As of December 31, 2015 and 2014 , the Company had the following acquired intangible assets: December 31, 2015 December 31, 2014 Gross Accumulated Net Gross Accumulated Net (amounts in thousands) Intangible assets subject to amortization: Databases $ 31,225 $ 14,150 $ 17,075 $ 22,425 $ 12,893 $ 9,532 Customer relationships 47,204 20,734 26,470 42,004 17,870 24,134 Non-compete agreements 3,603 3,486 117 3,603 3,446 157 Trade names, definite-lived 3,200 49 3,151 — — — $ 85,232 $ 38,419 $ 46,813 $ 68,032 $ 34,209 $ 33,823 Intangible assets not subject to amortization: Goodwill $ 95,096 $ 90,647 Trade names 36,101 38,201 $ 131,197 $ 128,848 |
Estimated Annual Amortization Expense | As of December 31, 2015 , estimated annual amortization expense for continuing operations is as follows: Years Ending December 31: (amounts in thousands) 2016 $ 5,623 2017 5,578 2018 5,493 2019 5,457 2020 4,873 Thereafter 19,789 $ 46,813 |
Changes in Carrying Amount of Goodwill by Segment | The changes in the carrying amount of goodwill by segment are as follows: Nurse and Allied Staffing Segment Physician Staffing Segment Other Human Capital Management Services Segment Total (amounts in thousands) Balances as of December 31, 2014 Aggregate goodwill acquired $ 287,667 $ 43,405 $ 19,307 $ 350,379 Accumulated impairment loss (259,732 ) — — (259,732 ) Goodwill, net of impairment loss 27,935 43,405 19,307 90,647 Changes to aggregate goodwill in 2015 Sale of CCE (a) — — (9,889 ) (9,889 ) Goodwill acquired (b) 14,338 — — 14,338 Balances as of December 31, 2015 Aggregate goodwill acquired 302,005 43,405 19,307 364,717 Sale of CCE (a) — — (9,889 ) (9,889 ) Accumulated impairment loss (259,732 ) — — (259,732 ) Goodwill, net of impairment loss $ 42,273 $ 43,405 $ 9,418 $ 95,096 _______________ (a) See Note 4 - Disposal and Discontinued Operations. (b) Goodwill acquired from the acquisition of Mediscan. See Note 3 - Acquisitions. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | At December 31, 2015 and 2014 , property and equipment consist of the following: December 31, Useful Lives 2015 2014 (amounts in thousands) Computer equipment 3-5 years $ 12,335 $ 13,572 Computer software 3-5 years 27,565 34,100 Office equipment 5-7 years 2,241 3,846 Furniture and fixtures 5-7 years 3,411 3,562 Leasehold improvements (a) 4,286 4,643 49,838 59,723 Less accumulated depreciation and amortization (39,368 ) (47,590 ) $ 10,470 $ 12,133 _______________ (a) See Note 2 – Summary of Significant Accounting Policies. |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | December 31, 2015 2014 (amounts in thousands) Insurance recovery receivable: Insurance recovery for workers’ compensation $ 1,403 $ 3,316 Insurance recovery for professional liability 1,463 2,308 $ 2,866 $ 5,624 Other non-current assets: Insurance recovery for workers’ compensation – long-term $ 6,281 $ 5,677 Insurance recovery for professional liability – long-term 10,722 11,148 Non-current security deposits 991 1,064 $ 17,994 $ 17,889 Accrued compensation and benefits: Salaries and payroll taxes $ 11,976 $ 8,406 Bonuses 4,584 4,050 Accrual for workers’ compensation claims 5,151 6,996 Accrual for professional liability insurance 2,516 4,652 Accrual for health care benefits 3,009 2,206 Accrual for vacation 2,166 2,421 $ 29,402 $ 28,731 Long-term accrued claims: Accrual for workers’ compensation claims $ 14,014 $ 14,221 Accrual for professional liability insurance 16,056 17,847 $ 30,070 $ 32,068 Other long-term liabilities: Deferred compensation $ 1,412 $ 1,510 Deferred rent 2,473 2,453 Long-term unrecognized tax benefits 819 889 Other 122 47 $ 4,826 $ 4,899 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | At December 31, 2015 and 2014 , long-term debt consists of the following: December 31, 2015 2014 (amounts in thousands) Senior Secured Asset-Based, weighted average interest of 2.41% and 2.61% at December 31, 2015 and 2014, respectively $ 8,000 $ 3,500 Second Lien Term Loan, net of unamortized discount of $786 and$1,011 at December 31, 2015 and 2014, respectively, interest 5.75% and 7.50% at December 31, 2015 and 2014, respectively 29,214 28,989 Convertible Notes, net of unamortized discount of $5,771 and $7,053 at December 31, 2015 and 2014, respectively, fixed rate interest 8.00% 19,229 17,947 Convertible Notes derivative liability 33,337 23,436 Capital lease obligations 94 202 Total debt 89,874 74,074 Less current portion (8,071 ) (3,607 ) Long-term debt $ 81,803 $ 70,467 |
Aggregate Scheduled Maturities of Debt | As of December 31, 2015 , the aggregate scheduled maturities of debt are as follows: Term Loan Convertible Notes Revolver Capital Leases (amounts in thousands) Through Years Ending December 31: 2016 $ — $ — $ 8,000 $ 71 2017 — — — 13 2018 — — — 8 2019 30,000 — — 2 2020 — 25,000 — — Thereafter — — — — Total $ 30,000 $ 25,000 $ 8,000 $ 94 |
Debt Terms | Pricing Level Total Net Leverage Ratio Applicable Margin I Less than 2.50:1.00 4.75% II Greater than or equal to 2.50:1.00 but less than or equal to 3.25:1.00 5.25% III Greater than 3.25:1.00 but less than or equal to 4:00:1.00 5.75% IV Greater than 4.00:1.00 6.50% Above terms defined in accordance with the Second Lien Term Loan Agreement. |
Convertible Notes Derivative 34
Convertible Notes Derivative Liability (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques | The inputs into the valuation model are as follows: December 31, 2015 Closing share price $16.39 Conversion price $7.10 Risk free rate 1.69% Expected volatility 40% Dividend yield —% Expected life 4.5 years |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Summary of Estimated Fair Values of Financial Assets and Liabilities Measured on a Recurring Basis | The table which follows summarizes the estimated fair value of the Company’s financial assets and liabilities measured on a recurring basis as of December 31, 2015 and 2014 : Fair Value Measurements December 31, 2015 December 31, 2014 Financial Liabilities: (amounts in thousands) (Level 1) Deferred compensation $ 1,412 $ 1,510 (Level 3) Convertible notes derivative liability $ 33,337 $ 23,436 Contingent purchase price liabilities $ 3,686 $ — |
Fair Value, Liabilities Measured on recurring Basis, Unobservable Input Reconciliation | The table which follows reconciles the opening balances to the closing balances for fair value measurements categorized within Level 3 of the fair value hierarchy: Contingent Purchase Convertible Notes Price Liabilities Derivative Liability (amounts in thousands) December 31, 2013 $ — $ — Additions — 6,765 Valuation loss for the period — 16,671 December 31, 2014 — 23,436 Additions 3,686 — Valuation loss for the period — 9,901 December 31, 2015 $ 3,686 $ 33,337 |
Fair Value of Goodwill Measured On Non-Recurring Basis | The table below presents the fair value of the MDA trade names as of December 31, 2015 and 2014 . Fair Value Measurements December 31, 2015 December 31, 2014 (amounts in thousands) (Level 3) MDA trade names $ 15,599 $ 17,699 |
Carrying Amounts and Estimated Fair Values of Significant Financial Instrument that were not Measured at Fair Value | The following table represents the carrying amounts and estimated fair value of the Company’s significant financial instruments that were not measured at fair value: December 31, 2015 December 31, 2014 Carrying Fair Carrying Fair (amounts in thousands) Financial Liabilities: (Level 2) Second Lien Term Loan, net $ 29,214 $ 30,600 $ 28,989 $ 29,900 Convertible Notes, net $ 19,229 $ 23,250 $ 17,947 $ 19,200 Senior Secured Asset-Based Loan $ 8,000 $ 8,000 $ 3,500 $ 3,500 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments | Future minimum lease payments, as of December 31, 2015 , associated with these agreements with terms of one year or more are as follows: Years Ending December 31: (amounts in thousands) 2016 $ 6,662 2017 6,114 2018 5,204 2019 4,143 2020 3,781 Thereafter 15,473 $ 41,377 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) Before Income Taxes | The components of the Company’s income (loss) before income taxes are as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) United States $ 3,565 $ (33,574 ) $ (11,216 ) Foreign 595 2,256 1,177 $ 4,160 $ (31,318 ) $ (10,039 ) |
Components of Income Tax Expense (Benefit) | The components of the Company’s income tax (benefit) expense are as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) Continuing operations: Current Federal $ 551 $ — $ — State (21 ) 811 540 Foreign 220 262 416 Total 750 1,073 956 Deferred Federal (1,819 ) (1,320 ) 37,822 State 8 68 5,134 Foreign 267 395 299 Total (1,544 ) (857 ) 43,255 Total income tax (benefit) expense for continuing operations $ (794 ) $ 216 $ 44,211 The total income tax (benefit) provision is summarized as follows: Continuing operations $ (794 ) $ 216 $ 44,211 Discontinued operations — — 2,122 $ (794 ) $ 216 $ 46,333 |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2015 2014 (amounts in thousands) Deferred Tax Assets: Accrued other and prepaid expenses $ 2,973 $ 2,823 Allowance for doubtful accounts 1,278 589 Intangible Assets 11,365 13,716 Net operating loss carryforwards 22,662 38,144 Derivative interest 10,144 6,370 Accrued professional liability 2,536 — Accrued workers’ compensation 3,061 1,356 Share-based compensation 891 959 Depreciation — 105 Credit carryforwards 797 — Other 595 822 Gross deferred tax assets 56,302 64,884 Valuation allowance (55,336 ) (63,616 ) 966 1,268 Deferred Tax Liabilities: Depreciation (123 ) — Accrued professional liability — (92 ) Indefinite intangibles (18,714 ) (19,683 ) Tax on unrepatriated earnings (604 ) (336 ) Other — (1,176 ) (19,441 ) (21,287 ) Net deferred taxes $ (18,475 ) $ (20,019 ) |
Reconciliation of Income Tax Computed At U. S. Federal Statutory Rate to Income Tax (Benefit) Expense | The reconciliation of income tax computed at the U. S. federal statutory rate to income tax (benefit) expense is as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) Tax at U.S. statutory rate $ 1,456 $ (10,961 ) $ (3,514 ) State taxes, net of federal benefit 611 219 (190 ) Non-deductible meals and entertainment 1,510 1,425 450 Foreign tax expense (6 ) 44 554 Valuation allowances (5,078 ) 12,038 48,556 Uncertain tax positions 917 (996 ) (257 ) Deferred tax write-offs — — 221 Audit settlements (624 ) — 160 Tax on unrepatriated earnings — — (1,465 ) Tax true ups and other 420 (1,553 ) (304 ) Total income tax (benefit) expense for continuing operations $ (794 ) $ 216 $ 44,211 |
Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amounts of unrecognized tax benefits is approximately as follows: 2015 2014 (amounts in thousands) Balance at January 1 $ 3,777 $ 4,986 Additions based on tax positions related to the current year 861 709 Additions based on tax positions related to prior years 62 91 Reductions based on settlements of tax positions related to prior years (624 ) (344 ) Reductions for tax positions as a result of a lapse of the applicable statute of limitations — (1,578 ) Other (5 ) (87 ) Balance at December 31 $ 4,071 $ 3,777 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Summary of Restricted Stock Award Activity | The following table summarizes restricted stock awards and performance stock awards activity issued under the 2014 Plan for the year ended December 31, 2015 : Restricted Stock Awards Performance Stock Awards Number of Weighted Number of Target Weighted Unvested restricted stock awards, January 1, 2015 659,650 $ 5.72 218,175 $ 5.82 Granted 220,160 $ 11.52 163,340 $ 11.86 Vested (239,062 ) $ 5.75 — $ — Forfeited (54,260 ) $ 6.48 (147,377 ) $ 6.18 Unvested restricted stock awards, December 31, 2015 586,488 $ 7.82 234,138 $ 9.81 |
Stock Options and Stock Appreciation Rights Granted and Exercised | The following table represents information about stock options and stock appreciation rights granted and exercised in each year. Year Ended December 31, 2015 2014 2013 Share option grants — — 324,000 Weighted average grant date fair value of options granted during the period $ — $ — $ 1.77 Total intrinsic value of options exercised $ 1,610,392 $ 695,286 $ 12,465 |
Assumptions Used to Estimate Fair Value of Options Granted | The following assumptions were used to estimate the fair value of options granted using the Black-Scholes option-pricing model: Year Ended December 31, 2013 Expected dividend yield — % Expected volatility 48.00 % Risk-free interest rate 0.79 % Expected life 4.2 years |
Summary of Share Option Plans Activities | The following table summarizes the Company’s activities with respect to all of its share option plans for the year ended December 31, 2015 : Shares Option Price Weighted Weighted- Aggregate Share options outstanding at beginning of year 935,095 $4.16-$22.50 $8.27 Granted — — — Exercised (293,625 ) $4.35-$8.56 $7.27 Forfeited/expired (245,845 ) $4.35-$22.50 $12.68 Share options outstanding at end of year 395,625 $4.16-$22.50 $6.28 3.18 $ 4,031,858 Share options exercisable at end of year 261,500 $4.16-$22.50 $6.91 2.67 $ 2,509,977 Share options unvested at end of year 134,125 $4.16-$5.61 $5.04 4.17 $ 1,521,881 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Components of Numerator and Denominator for Computation of Basic and Diluted Earnings per Share | The following table sets forth the components of the numerator and denominator for the computation of basic and diluted earnings per share: Year Ended December 31, 2015 2014 2013 (amounts in thousands, except per share data) Numerator: Income (loss) from continuing operations $ 4,954 $ (31,534 ) $ (54,250 ) Less: Income attributable to noncontrolling interest in subsidiary 536 249 — Income (loss) from continuing operations attributable to common shareholders 4,418 (31,783 ) (54,250 ) Income from discontinued operations, net of income taxes — — 2,281 Net income (loss) attributable to common shareholders $ 4,418 $ (31,783 ) $ (51,969 ) Denominator: Basic weighted average common shares 31,514 31,190 31,009 Effective of diluted shares: Share-based awards 648 — — Diluted weighted average common shares outstanding 32,162 31,190 31,009 Basic and diluted income (loss) per share attributable to common shareholders Continuing operations $ 0.14 $ (1.02 ) $ (1.75 ) Discontinued operations — — 0.07 Net income (loss) $ 0.14 $ (1.02 ) $ (1.68 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table represents the securities that could potentially dilute net income per share attributable to common shareholders in the future that were not included in the computation of diluted net income per share attributable to common shareholders because to do so would have been anti-dilutive for the periods presented. Year Ended December 31, 2015 2014 2013 Convertible notes and share-based awards 3,521,126 3,855,954 149,453 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Information on Operating Segments and Reconciliation to Income From Operations | Information on operating segments and a reconciliation to income (loss) from operations for the periods indicated are as follows: Year Ended December 31, 2015 2014 2013 (amounts in thousands) Revenue from unaffiliated customers: Nurse and Allied Staffing (a) $ 621,258 $ 459,195 $ 274,219 Physician Staffing (a) 115,336 121,145 126,125 Other Human Capital Management Services 30,827 37,485 37,967 $ 767,421 $ 617,825 $ 438,311 Contribution income: (b) Nurse and Allied Staffing (a) $ 54,499 $ 36,486 $ 18,668 Physician Staffing (a) 10,213 6,540 8,695 Other Human Capital Management Services 1,863 514 746 66,575 43,540 28,109 Unallocated corporate overhead 31,484 27,770 21,844 Depreciation 3,856 3,866 3,886 Amortization 4,210 3,575 2,294 Loss on sale of business (c) 2,184 — — Acquisition and integration costs 902 7,957 473 Restructuring costs 1,274 840 484 Legal settlement charge — — 750 Impairment charges (d) 2,100 10,000 6,400 Income (loss) from operations $ 20,565 $ (10,468 ) $ (8,022 ) _______________ (a) Effective January 1, 2015, the Company reclassified a portion of its business from the Physician Staffing segment to the Nurse and Allied Staffing segment. For the years ended December 31, 2014 and 2013, revenue of $2.2 million and $2.7 million , respectively, and contribution income of $0.2 million for both 2014 and 2013, have been reclassified to conform to the current period presentation. (b) The Company defines contribution income as income or loss from operations before depreciation, amortization, loss on sale of business, acquisition and integration costs, restructuring costs, legal settlement charges, impairment charges and corporate expenses not specifically identified to a reporting segment. Contribution income is a financial measure used by management when assessing segment performance and is provided in accordance with ASC 280, Segment Reporting Topic of the FASB ASC. (c) On August 31, 2015, the Company completed the sale of CCE, and recognized a pre tax loss of $2.2 million related to the divestiture of the business. See Note 4 - Disposal and Discontinued Operations. (d) During the years ended December 31, 2015, 2014 and 2013, the Company recorded trade name impairment charges of $2.1 million , $10.0 million and $6.4 million , respectively. See Note 5 - Goodwill, Trade Names, and Other Identifiable Intangible Assets. |
Quarterly Financial Data (Una41
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | First Second Third Fourth 2015 (amounts in thousands, except per share data) Revenue from services $ 185,964 $ 192,617 $ 195,692 $ 193,148 Gross profit 47,037 48,363 51,486 50,479 Consolidated net income (loss) 3,050 2,680 5,151 (5,927 ) Net income (loss) attributable to common shareholders 2,934 2,573 5,009 (6,098 ) Net income (loss) per share attributable to common shareholders - Basic $ 0.09 $ 0.08 $ 0.16 $ (0.19 ) Net income (loss) per share attributable to common shareholders - Diluted $ 0.05 $ 0.08 $ 0.16 $ (0.19 ) First Second Third Fourth 2014 (amounts in thousands, except per share data) Revenue from services $ 118,091 $ 122,656 $ 188,944 $ 188,134 Gross profit 30,450 32,436 47,277 47,641 Consolidated net loss (782 ) (3,181 ) (7,484 ) (20,087 ) Net loss attributable to common shareholders (782 ) (3,181 ) (7,602 ) (20,218 ) Net loss per share attributable to common shareholders - Basic and Diluted $ (0.03 ) $ (0.10 ) $ (0.24 ) $ (0.65 ) ________________ The following items impact the comparability and presentation of our consolidated data: • The Company recorded changes in the fair value of convertible notes derivative liability, recording a gain in the first and second quarters of 2015 of $2.1 million and $0.4 million , respectively, a loss in the third and fourth quarters of 2015 of $2.9 million and $9.5 million , respectively, and a loss in the third and fourth quarters of 2014 of $7.3 million and $9.4 million , respectively. See Note 9 - Convertible Notes Derivative Liability. • During the fourth quarter of 2015 and 2014, the Company recorded a trade name impairment charge of $2.1 million and $10.0 million , respectively. See Note 5 - Goodwill, Trade Names, and Other Identifiable Intangible Assets. • On August 31, 2015, the Company completed the sale of its education seminars business, CCE. Since the disposal did not represent a strategic shift that will have a major effect on the Company's operations and financial results, it was not reflected as discontinued operations. The transaction resulted in a pre tax loss of $2.2 million , and an after tax gain on the sale of CCE of $1.3 million . See Note 4 - Disposals and Discontinued Operations. • On October 30, 2015, the Company acquired all of the membership interests of Mediscan. The acquisition has been accounted for in accordance with FASB ASC 805, Business Combinations, using the acquisition method. The results of the acquisition's operations have been included in the consolidated statements of operations from its date of acquisition. See Note 3 - Acquisitions. • On June 30, 2014, the Company acquired substantially all of the assets and certain liabilities of Medical Staffing Network Healthcare, LLC. The acquisition has been accounted for in accordance with FASB ASC 805, Business Combinations, using the acquisition method. The results of the acquisition's operations have been included in the consolidated statements of operations from July 1, 2014 due to their immaterial impact on June 30, 2014, the date of the acquisition. See Note 3 - Acquisitions. |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Narrative (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Significant Accounting Policies [Line Items] | |||||
Outstanding standby letters of credit as collateral | $ 21,500,000 | $ 21,500,000 | |||
Accrued revenue | 18,400,000 | 21,900,000 | |||
Equity compensation | 2,500,000 | 1,400,000 | $ 2,100,000 | ||
Advertising costs | 4,900,000 | 4,100,000 | 3,200,000 | ||
Prepaid expenses, advertising | 0 | 1,000,000 | |||
Restructuring costs | 1,274,000 | 840,000 | 484,000 | ||
Cumulative impact of currency fluctuations | 1,200,000 | 1,100,000 | |||
Reclassification of currency translation adjustments related to sale of clinical trial services business | $ (2,300,000) | 0 | 0 | (2,336,000) | |
Income tax expense (benefit) related to items of other comprehensive income | 0 | 162,000 | (162,000) | ||
Exit Costs | |||||
Significant Accounting Policies [Line Items] | |||||
Restructuring costs | 88,000 | 1,132,000 | |||
Payments paid for exit liabilities | 655,000 | 264,000 | |||
Restructuring reserve | 46,000 | 868,000 | 0 | ||
Post-employment Benefit | |||||
Significant Accounting Policies [Line Items] | |||||
Restructuring costs | 17,000 | 1,453,000 | |||
Payments paid for exit liabilities | 732,000 | 691,000 | |||
Restructuring reserve | 47,000 | 762,000 | $ 0 | ||
Occurrence-Based Professional Liability Insurance | MDA Holdings Inc | |||||
Significant Accounting Policies [Line Items] | |||||
Coverage for professional liability claims | $ 500,000 | ||||
Letter of credit for malpractice claims | 2,000,000 | 5,000,000 | |||
Other Current Liabilities | |||||
Significant Accounting Policies [Line Items] | |||||
Deferred revenue | $ 1,100,000 | 1,200,000 | |||
Minimum | |||||
Significant Accounting Policies [Line Items] | |||||
Contract terms (in days) | 15 days | ||||
Short term leases period (in months) | 3 months | ||||
Estimated useful life of assets (in years) | 3 years | ||||
Intangible assets- useful life (in years) | 5 years | ||||
Minimum | Computer software | |||||
Significant Accounting Policies [Line Items] | |||||
Estimated useful life of assets (in years) | 3 years | ||||
Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Contract terms (in days) | 60 days | ||||
Short term leases period (in months) | 6 months | ||||
Estimated useful life of assets (in years) | 7 years | ||||
Intangible assets- useful life (in years) | 16 years | ||||
Maximum | Computer software | |||||
Significant Accounting Policies [Line Items] | |||||
Estimated useful life of assets (in years) | 5 years | ||||
Cost Optimization Project | |||||
Significant Accounting Policies [Line Items] | |||||
Restructuring costs | $ 1,300,000 | ||||
Restructuring reserve | 400,000 | $ 0 | |||
Cost Optimization Project | Contract Termination | |||||
Significant Accounting Policies [Line Items] | |||||
Restructuring costs | 100,000 | ||||
Payments paid for exit liabilities | 100,000 | ||||
Cost Optimization Project | Exit Costs | |||||
Significant Accounting Policies [Line Items] | |||||
Restructuring costs | 600,000 | ||||
Payments paid for exit liabilities | 300,000 | ||||
Restructuring reserve | 300,000 | ||||
Cost Optimization Project | Post-employment Benefit | |||||
Significant Accounting Policies [Line Items] | |||||
Restructuring costs | 600,000 | ||||
Payments paid for exit liabilities | 500,000 | ||||
Restructuring reserve | $ 100,000 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Detail) | Oct. 30, 2015USD ($)shares | Jun. 30, 2014USD ($)location$ / shares | Dec. 31, 2013USD ($)branchspecialty | Dec. 31, 2015USD ($)stateclientspecialty | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($)location$ / shares | Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($)stateclientspecialty | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 29, 2014USD ($) | Dec. 02, 2013USD ($) |
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Goodwill | $ 95,096,000 | $ 90,647,000 | $ 95,096,000 | $ 90,647,000 | ||||||||||||
Acquisition of assets of Medical Staffing Network, net of cash acquired | 28,870,000 | 44,631,000 | $ 28,700,000 | |||||||||||||
Noncontrolling interest fair value assessment, discounted cash flow method, utilization percentage | 80.00% | |||||||||||||||
Noncontrolling interest fair value assessment, guideline public company method, utilization percentage | 10.00% | |||||||||||||||
Noncontrolling interest fair value assessment, mergers and acquisition method, utilization percentage | 10.00% | |||||||||||||||
Acquisition and integration costs | 902,000 | 7,957,000 | 473,000 | |||||||||||||
Adjustment for nonrecurring costs in Net Loss | $ (5,927,000) | $ 5,151,000 | $ 2,680,000 | $ 3,050,000 | (20,087,000) | $ (7,484,000) | $ (3,181,000) | $ (782,000) | $ 4,954,000 | (31,534,000) | (51,969,000) | |||||
Mediscan | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Cash consideration, adjusted for working capital | $ 29,900,000 | |||||||||||||||
Cash purchase price paid at closing | 28,000,000 | |||||||||||||||
Fair value of shares | $ 4,723,000 | |||||||||||||||
Fair value of shares (in shares) | shares | 349,871 | |||||||||||||||
Contingent consideration, range of outcomes, high | $ 7,000,000 | |||||||||||||||
Number of states | state | 11 | 11 | ||||||||||||||
Number of clients (more than) | client | 300 | 300 | ||||||||||||||
Number of specialties (more than) | specialty | 70 | 70 | ||||||||||||||
Revenues | $ 6,700,000 | |||||||||||||||
Net income | 300,000 | |||||||||||||||
Finite-lived intangible assets | 17,200,000 | |||||||||||||||
Goodwill | 14,338,000 | |||||||||||||||
Acquisition costs | 700,000 | |||||||||||||||
Consideration transferred | 36,912,000 | |||||||||||||||
Other intangible assets | $ 17,200,000 | |||||||||||||||
Weighted average useful life (in years) | 10 years | |||||||||||||||
Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Contingent liability | $ 2,500,000 | $ 2,200,000 | 2,500,000 | 2,200,000 | ||||||||||||
Change in amount of contingent consideration | (300,000) | |||||||||||||||
Finite-lived intangible assets | 11,200,000 | 11,200,000 | ||||||||||||||
Goodwill | 13,381,000 | 13,381,000 | ||||||||||||||
Acquisition costs | 2,200,000 | |||||||||||||||
Consideration transferred | 47,100,000 | |||||||||||||||
Cash Acquired from Acquisition | 1,000,000 | |||||||||||||||
Acquisition of assets of Medical Staffing Network, net of cash acquired | 44,600,000 | |||||||||||||||
Business combination, amount deposited in escrow, working capital adjustment | $ 1,000,000 | $ 1,000,000 | ||||||||||||||
Business combination, amount received from escrow, working capital adjustment | 200,000 | |||||||||||||||
Period of deferred consideration (in months) | 21 months | |||||||||||||||
Number of locations of operations | location | 55 | 55 | ||||||||||||||
Gross accounts receivable | $ 38,100,000 | $ 38,100,000 | ||||||||||||||
Receivables not expected to be collected | 800,000 | 800,000 | ||||||||||||||
Claim attached | 2,300,000 | 2,300,000 | ||||||||||||||
Policy limit | 5,000,000 | 5,000,000 | ||||||||||||||
Estimated fair value of professional liabilities related to stop loss policy | 5,600,000 | 5,600,000 | ||||||||||||||
Estimated recovery receivable related to stop loss policy | 400,000 | 400,000 | ||||||||||||||
Policy, coverage per occurrence | 1,000,000 | 1,000,000 | ||||||||||||||
Policy coverage | 5,000,000 | 5,000,000 | ||||||||||||||
Excess layer limit per occurrence | 1,000,000 | 1,000,000 | ||||||||||||||
Excess layer limit | 6,000,000 | 6,000,000 | ||||||||||||||
Other intangible assets | $ 17,100,000 | 17,100,000 | ||||||||||||||
Weighted average useful life (in years) | 11 years | |||||||||||||||
Noncontrolling interest | $ 324,000 | 324,000 | ||||||||||||||
Acquisition and integration costs | 7,300,000 | |||||||||||||||
On Assignment | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Finite-lived intangible assets | $ 14,000,000 | 14,000,000 | ||||||||||||||
Goodwill | 14,600,000 | 14,600,000 | $ 14,554,000 | |||||||||||||
Acquisition costs | 500,000 | |||||||||||||||
Consideration transferred | $ 28,700,000 | |||||||||||||||
Other intangible assets | $ 14,000,000 | |||||||||||||||
Weighted average useful life (in years) | 14 years | |||||||||||||||
Acquisition and integration costs | 700,000 | 500,000 | ||||||||||||||
Cash | $ 24,700,000 | 24,700,000 | ||||||||||||||
Number of branch-based employees | branch | 84 | |||||||||||||||
Number of staffing specialties acquired | specialty | 125 | |||||||||||||||
Number of branch offices acquired | branch | 23 | |||||||||||||||
MDA Holdings Inc | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Escrow deposit balance | 800,000 | 800,000 | ||||||||||||||
Acquisition-related Costs | Mediscan | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Adjustment for nonrecurring costs in Net Loss | 800,000 | |||||||||||||||
Acquisition-related Costs | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Adjustment for nonrecurring costs in Net Loss | 6,200,000 | |||||||||||||||
Subordinated Debt | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | 55,000,000 | 55,000,000 | ||||||||||||||
Term Loan Facility | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | 29,214,000 | 28,989,000 | 29,214,000 | 28,989,000 | ||||||||||||
Term Loan Facility | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | $ 30,000,000 | 30,000,000 | ||||||||||||||
Term (in years) | 5 years | |||||||||||||||
Convertible Notes Payable | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | 19,229,000 | $ 17,947,000 | 19,229,000 | $ 17,947,000 | ||||||||||||
Convertible Notes Payable | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | $ 25,000,000 | $ 25,000,000 | ||||||||||||||
Term (in years) | 6 years | |||||||||||||||
Debt conversion price (usd per share) | $ / shares | $ 7.10 | $ 7.10 | ||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | 8,000,000 | 8,000,000 | ||||||||||||||
Revolving Credit Facility | Line of Credit | On Assignment | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Long-term Debt | $ 4,500,000 | 4,500,000 | ||||||||||||||
First Lien Loan Agreement | Revolving Credit Facility | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Credit facility borrowing capacity | $ 85,000,000 | $ 85,000,000 | $ 85,000,000 | $ 85,000,000 | $ 65,000,000 | |||||||||||
Trade Names | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Other intangible assets | $ 5,900,000 | 5,900,000 | ||||||||||||||
Trade Names | Mediscan | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Finite-lived intangible assets | $ 3,200,000 | |||||||||||||||
Intangible assets- useful life (in years) | 11 years | |||||||||||||||
Customer Relationships | Mediscan | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Finite-lived intangible assets | $ 5,200,000 | |||||||||||||||
Intangible assets- useful life (in years) | 10 years | |||||||||||||||
Customer Relationships | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Intangible assets- useful life (in years) | 13 years | |||||||||||||||
Other intangible assets | $ 4,700,000 | 4,700,000 | ||||||||||||||
Customer Relationships | On Assignment | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Intangible assets- useful life (in years) | 16 years | |||||||||||||||
Other intangible assets | $ 10,400,000 | 10,400,000 | ||||||||||||||
Customer Lists | Mediscan | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Finite-lived intangible assets | $ 8,800,000 | |||||||||||||||
Intangible assets- useful life (in years) | 10 years | |||||||||||||||
Customer Lists | Medical Staffing Network | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Intangible assets- useful life (in years) | 10 years | |||||||||||||||
Other intangible assets | $ 6,500,000 | $ 6,500,000 | ||||||||||||||
Customer Lists | On Assignment | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Intangible assets- useful life (in years) | 10 years | |||||||||||||||
Other intangible assets | $ 3,400,000 | 3,400,000 | ||||||||||||||
Noncompete Agreements | On Assignment | ||||||||||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||||||||||
Intangible assets- useful life (in years) | 5 years | |||||||||||||||
Other intangible assets | $ 200,000 | $ 200,000 |
Acquisitions - Estimated Fair V
Acquisitions - Estimated Fair Value of Purchase Price (Details) - Mediscan $ in Thousands | Oct. 30, 2015USD ($) |
Business Acquisition [Line Items] | |
Cash purchase price paid at closing | $ 28,000 |
Fair value of shares | 4,723 |
Fair value of contingent consideration | 3,686 |
Net working capital adjustment, including receivable | 503 |
Total consideration | $ 36,912 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Oct. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 02, 2013 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 95,096 | $ 90,647 | ||||
Mediscan | ||||||
Business Acquisition [Line Items] | ||||||
Cash acquired | $ 79 | |||||
Accounts receivable, net | 6,851 | |||||
Other current assets | 140 | |||||
Property and equipment | 20 | |||||
Goodwill | 14,338 | |||||
Other intangible assets | 17,200 | |||||
Total assets acquired | 38,628 | |||||
Accounts payable | 306 | |||||
Accrued employee compensation and benefits | 1,410 | |||||
Total liabilities assumed | 1,716 | |||||
Net assets acquired | $ 36,912 | |||||
On Assignment | ||||||
Business Acquisition [Line Items] | ||||||
Other current assets | $ 62 | |||||
Property and equipment | 161 | |||||
Goodwill | $ 14,600 | 14,554 | ||||
Other intangible assets | 14,000 | |||||
Other assets | 52 | |||||
Total assets acquired | 28,829 | |||||
Accrued employee compensation and benefits | 112 | |||||
Total liabilities assumed | 112 | |||||
Net assets acquired | $ 28,717 | |||||
Medical Staffing Network | ||||||
Business Acquisition [Line Items] | ||||||
Cash acquired | $ 989 | |||||
Accounts receivable, net | 37,275 | |||||
Other current assets | 3,378 | |||||
Property and equipment | 5,329 | |||||
Goodwill | 13,381 | |||||
Other intangible assets | 17,100 | |||||
Other assets | 2,325 | |||||
Total assets acquired | 79,777 | |||||
Accounts payable | 6,736 | |||||
Accrued employee compensation and benefits | 14,731 | |||||
Other liabilities | 9,867 | |||||
Total liabilities assumed | 31,334 | |||||
Noncontrolling interest | 324 | |||||
Net assets acquired | $ 48,119 |
Acquisitions - Reconciliation o
Acquisitions - Reconciliation of Acquisition and Integration Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Business Acquisition [Line Items] | ||||
Charged to acquisition and integration costs | $ 1,274 | $ 840 | $ 484 | |
Post-employment Benefit | ||||
Business Acquisition [Line Items] | ||||
Balance at beginning of period | 762 | 0 | ||
Charged to acquisition and integration costs | 17 | 1,453 | ||
Reclassifications (a) | [1] | 0 | 0 | |
Payments | (732) | (691) | ||
Balance at end of period | 47 | 762 | 0 | |
Exit Costs | ||||
Business Acquisition [Line Items] | ||||
Balance at beginning of period | 868 | 0 | ||
Charged to acquisition and integration costs | 88 | 1,132 | ||
Reclassifications (a) | [1] | (255) | 0 | |
Payments | (655) | (264) | ||
Balance at end of period | $ 46 | $ 868 | $ 0 | |
[1] | Exit liability has been reduced as a result of a lease amendment and has been reclassified to deferred rent, which will be amortized over the remaining lease term. |
Acquisitions - Schedule of Pro-
Acquisitions - Schedule of Pro-forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combinations [Abstract] | ||
Revenue from services | $ 800,353 | $ 771,955 |
Net income (loss) attributable to common shareholders | $ 5,436 | $ (30,104) |
Net income (loss) per common share attributable to common shareholders - basic (usd per share) | $ 0.17 | $ (0.97) |
Net income (loss) per common share attributable to common shareholders - diluted (usd per share) | $ 0.17 | $ (0.97) |
Disposal and Discontinued Ope48
Disposal and Discontinued Operations - Narrative (Detail) - USD ($) $ in Thousands | Aug. 31, 2015 | Feb. 15, 2013 | Jul. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Pre-tax loss on sale of the business | $ (2,184) | $ 0 | $ 0 | |||||
Clinical Trial Services | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Aggregate amount of selling prices | $ 52,000 | |||||||
Amount of net working capital adjustment | 100 | |||||||
Adjustment to reflect additional gain (loss) on disposal | $ 200 | |||||||
Earn-out related to certain performance-based milestones (up to) | $ 3,800 | $ 3,800 | $ 3,800 | |||||
Release of escrow to the buyer | $ 2,300 | $ 1,500 | ||||||
Escrow deposit term (in years) | 18 months | |||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Cross Country Education, LLC | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Consideration | $ 8,000 | |||||||
Aggregate amount of selling prices | 7,500 | |||||||
Indemnity escrow receivable | $ 500 | |||||||
Earn-out held in escrow, term (in months) | 12 months | |||||||
Earnout (up to) | $ 500 | |||||||
Non-compete agreement, term (in years) | 5 years | |||||||
Pre-tax loss on sale of the business | $ (2,200) | |||||||
Recorded tax benefit related to sale of business | (3,500) | |||||||
Gain on sale of discontinued operations, net of tax | $ 1,300 | |||||||
Discontinued Operations | Clinical Trial Services | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Indemnity escrow receivable | $ 3,800 |
Disposal and Discontinued Ope49
Disposal and Discontinued Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income tax expense | $ 0 | $ 0 | $ (2,122) |
Clinical Trial Services | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenue | 7,939 | ||
Income from discontinued operations before gain on sale and income taxes | 434 | ||
Gain on sale of discontinued operations | 3,969 | ||
Income tax expense | (2,122) | ||
Income from discontinued operations, net of income taxes | $ 2,281 |
Goodwill, Trade Names, and Ot50
Goodwill, Trade Names, and Other Identifiable Intangible Assets Acquired Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross carrying amount | $ 85,232 | $ 68,032 |
Other identifiable intangible assets, accumulated amortization | 38,419 | 34,209 |
Intangible assets subject to amortization, net carrying amount | 46,813 | 33,823 |
Goodwill | 95,096 | 90,647 |
Trade names | 36,101 | 38,201 |
Intangible assets not subject to amortization, net | 131,197 | 128,848 |
Database Rights | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross carrying amount | 31,225 | 22,425 |
Other identifiable intangible assets, accumulated amortization | 14,150 | 12,893 |
Intangible assets subject to amortization, net carrying amount | 17,075 | 9,532 |
Customer Relationships | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross carrying amount | 47,204 | 42,004 |
Other identifiable intangible assets, accumulated amortization | 20,734 | 17,870 |
Intangible assets subject to amortization, net carrying amount | 26,470 | 24,134 |
Noncompete Agreements | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross carrying amount | 3,603 | 3,603 |
Other identifiable intangible assets, accumulated amortization | 3,486 | 3,446 |
Intangible assets subject to amortization, net carrying amount | 117 | 157 |
Trademarks | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross carrying amount | 3,200 | 0 |
Other identifiable intangible assets, accumulated amortization | 49 | 0 |
Intangible assets subject to amortization, net carrying amount | $ 3,151 | $ 0 |
Goodwill, Trade Names, and Ot51
Goodwill, Trade Names, and Other Identifiable Intangible Assets Estimated Annual Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,016 | $ 5,623 | |
2,017 | 5,578 | |
2,018 | 5,493 | |
2,019 | 5,457 | |
2,020 | 4,873 | |
Thereafter | 19,789 | |
Intangible assets subject to amortization, net carrying amount | $ 46,813 | $ 33,823 |
Goodwill, Trade Names, and Ot52
Goodwill, Trade Names, and Other Identifiable Intangible Assets Changes in Carrying Amount of Goodwill by Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill balances | ||
Aggregate goodwill acquired | $ 364,717 | $ 350,379 |
Accumulated impairment loss | (259,732) | (259,732) |
Changes to aggregate goodwill in 2015 | ||
Goodwill, net of impairment loss, beginning of period | 90,647 | |
Sale of CCE | (9,889) | |
Goodwill acquired | 14,338 | |
Goodwill, net of impairment loss, end of period | 95,096 | |
Nurse and allied staffing [Member] | ||
Goodwill balances | ||
Aggregate goodwill acquired | 302,005 | 287,667 |
Accumulated impairment loss | (259,732) | (259,732) |
Changes to aggregate goodwill in 2015 | ||
Goodwill, net of impairment loss, beginning of period | 27,935 | |
Goodwill acquired | 14,338 | |
Goodwill, net of impairment loss, end of period | 42,273 | |
Physician staffing [Member] | ||
Goodwill balances | ||
Aggregate goodwill acquired | 43,405 | 43,405 |
Accumulated impairment loss | 0 | 0 |
Changes to aggregate goodwill in 2015 | ||
Goodwill, net of impairment loss, beginning of period | 43,405 | |
Goodwill acquired | 0 | |
Goodwill, net of impairment loss, end of period | 43,405 | |
Other human capital management services [Member] | ||
Goodwill balances | ||
Aggregate goodwill acquired | 19,307 | 19,307 |
Accumulated impairment loss | 0 | $ 0 |
Changes to aggregate goodwill in 2015 | ||
Goodwill, net of impairment loss, beginning of period | 19,307 | |
Goodwill acquired | 0 | |
Goodwill, net of impairment loss, end of period | 9,418 | |
Operating Segments [Member] | Nurse and allied staffing [Member] | ||
Changes to aggregate goodwill in 2015 | ||
Sale of CCE | 0 | |
Operating Segments [Member] | Physician staffing [Member] | ||
Changes to aggregate goodwill in 2015 | ||
Sale of CCE | 0 | |
Operating Segments [Member] | Other human capital management services [Member] | ||
Changes to aggregate goodwill in 2015 | ||
Sale of CCE | $ (9,889) |
Goodwill, Trade Names, and Ot53
Goodwill, Trade Names, and Other Identifiable Intangible Assets - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Nurse and allied staffing [Member] | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Impairment of intangibles | $ 0.2 | |||||
Physician staffing [Member] | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Impairment of intangibles | 6.2 | |||||
Trade Names | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Impairment of intangibles | $ 2.1 | $ 10 | $ 6.4 | $ 2.1 | $ 10 | $ 6.4 |
Trade Names | Physician staffing [Member] | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Impairment of intangibles | $ 2.1 | $ 10 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 49,838 | $ 59,723 |
Less accumulated depreciation and amortization | (39,368) | (47,590) |
Property and equipment, net of accumulated depreciation and amortization | 10,470 | 12,133 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 12,335 | 13,572 |
Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 27,565 | 34,100 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 2,241 | 3,846 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 3,411 | 3,562 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 4,286 | $ 4,643 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Minimum | Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Minimum | Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Minimum | Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Minimum | Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 7 years | |
Maximum | Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Maximum | Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Maximum | Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 7 years | |
Maximum | Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 7 years |
Balance Sheet Details (Detail)
Balance Sheet Details (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Balance Sheet Related Disclosures [Abstract] | ||
Insurance recovery for workers’ compensation | $ 1,403 | $ 3,316 |
Insurance recovery for professional liability | 1,463 | 2,308 |
Insurance recovery receivable | 2,866 | 5,624 |
Insurance recovery for workers’ compensation – long-term | 6,281 | 5,677 |
Insurance recovery for professional liability – long-term | 10,722 | 11,148 |
Non-current security deposits | 991 | 1,064 |
Non-current insurance recovery receivable | 17,994 | 17,889 |
Salaries and payroll taxes | 11,976 | 8,406 |
Bonuses | 4,584 | 4,050 |
Accrual for workers’ compensation claims | 5,151 | 6,996 |
Accrual for professional liability insurance | 2,516 | 4,652 |
Accrual for health care benefits | 3,009 | 2,206 |
Accrual for vacation | 2,166 | 2,421 |
Accrued compensation and benefits | 29,402 | 28,731 |
Accrual for workers’ compensation claims | 14,014 | 14,221 |
Accrual for professional liability insurance | 16,056 | 17,847 |
Long-term accrued claims | 30,070 | 32,068 |
Deferred compensation | 1,412 | 1,510 |
Deferred rent | 2,473 | 2,453 |
Long-term unrecognized tax benefits | 819 | 889 |
Other | 122 | 47 |
Other long-term liabilities | $ 4,826 | $ 4,899 |
Debt - Long Term Debt (Detail)
Debt - Long Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Capital lease obligations | $ 94 | $ 202 |
Total debt | 89,874 | 74,074 |
Less current portion | (8,071) | (3,607) |
Long-term debt and capital lease obligations, less current portion | 81,803 | 70,467 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt | 8,000 | 3,500 |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Debt | 29,214 | 28,989 |
Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Debt | 19,229 | 17,947 |
Convertible Note Derivative Liability [Member] | ||
Debt Instrument [Line Items] | ||
Debt | $ 33,337 | $ 23,436 |
Debt (Additional Information) (
Debt (Additional Information) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Revolver credit facility, interest rate | 2.41% | 2.61% |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Unamortized discount | $ 786 | $ 1,011 |
Interest rate | 5.75% | 7.50% |
Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Unamortized discount | $ 5,771 | $ 7,053 |
Interest rate | 8.00% | 8.00% |
Debt Aggregate Scheduled Maturi
Debt Aggregate Scheduled Maturities of Debt (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Term Loan Facility | |
Debt Instrument [Line Items] | |
2,016 | $ 0 |
2,017 | 0 |
2,018 | 0 |
2,019 | 30,000 |
2,020 | 0 |
Thereafter | 0 |
Total | 30,000 |
Convertible Notes Payable | |
Debt Instrument [Line Items] | |
2,016 | 0 |
2,017 | 0 |
2,018 | 0 |
2,019 | 0 |
2,020 | 25,000 |
Thereafter | 0 |
Total | 25,000 |
Revolver | |
Debt Instrument [Line Items] | |
2,016 | 8,000 |
2,017 | 0 |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
Thereafter | 0 |
Total | 8,000 |
Capital Leases | |
Debt Instrument [Line Items] | |
2,016 | 71 |
2,017 | 13 |
2,018 | 8 |
2,019 | 2 |
2,020 | 0 |
Thereafter | 0 |
Total | $ 94 |
Debt - Repricing of Second Lien
Debt - Repricing of Second Lien Term Loan (Details) - Junior Subordinated Debt [Member] | Jul. 22, 2015 |
London Inter Bank Offered Rate (LIBOR), Pricing Level 1 [Member] | |
Debt Instrument [Line Items] | |
Interest margin | 4.75% |
London Interbank Offered Rate (LIBOR), Pricing Level 2 [Member] | |
Debt Instrument [Line Items] | |
Interest margin | 5.25% |
London Interbank Offered Rate (LIBOR), Pricing Level 3 [Member] | |
Debt Instrument [Line Items] | |
Interest margin | 5.75% |
London Interbank Offered Rate (LIBOR), Pricing Level 4 [Member] | |
Debt Instrument [Line Items] | |
Interest margin | 6.50% |
Maximum | London Inter Bank Offered Rate (LIBOR), Pricing Level 1 [Member] | |
Debt Instrument [Line Items] | |
Net leverage ratio | 2.50 |
Maximum | London Interbank Offered Rate (LIBOR), Pricing Level 2 [Member] | |
Debt Instrument [Line Items] | |
Net leverage ratio | 3.25 |
Maximum | London Interbank Offered Rate (LIBOR), Pricing Level 3 [Member] | |
Debt Instrument [Line Items] | |
Net leverage ratio | 4 |
Minimum | London Interbank Offered Rate (LIBOR), Pricing Level 2 [Member] | |
Debt Instrument [Line Items] | |
Net leverage ratio | 2.50 |
Minimum | London Interbank Offered Rate (LIBOR), Pricing Level 3 [Member] | |
Debt Instrument [Line Items] | |
Net leverage ratio | 3.25 |
Minimum | London Interbank Offered Rate (LIBOR), Pricing Level 4 [Member] | |
Debt Instrument [Line Items] | |
Net leverage ratio | 4 |
Debt - Narrative (Detail)
Debt - Narrative (Detail) | Jul. 22, 2015 | Jun. 30, 2014USD ($)instrumentd$ / shares | Mar. 31, 2013USD ($) | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2014$ / shares | Jun. 29, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Unamortized discount, conversion and redemption features | $ 6,800,000 | |||||
Common stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
First Lien Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly commitment fee on the average daily unused portion (percent) | 0.375% | |||||
Term Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Write off debt issuance cost | $ 300,000 | |||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Write off debt issuance cost | $ 1,100,000 | |||||
Interest rate increase | 2.00% | |||||
Standby Letters of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit outstanding | $ 23,500,000 | |||||
First Lien Loan Agreement | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility borrowing capacity | $ 85,000,000 | $ 85,000,000 | $ 65,000,000 | |||
Debt covenant, loan cap threshold (percent) | 12.50% | |||||
Debt covenant, threshold | $ 8,250,000 | |||||
Debt covenant, availability threshold | $ 4,000,000 | |||||
Fixed charge coverage ratio, minimum | 1 | |||||
Current borrowing capacity | $ 71,600,000 | |||||
Amount drawn under credit facility | 8,000,000 | |||||
Remaining borrowing capacity | $ 40,100,000 | |||||
First Lien Loan Agreement | Revolving Credit Facility | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest margin (percent) | 1.50% | |||||
Interest rate description | LIBOR | |||||
First Lien Loan Agreement | Revolving Credit Facility | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest margin (percent) | 0.50% | |||||
Interest rate description | Base Rate | |||||
Second Lien Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest margin (percent) | 6.50% | |||||
Term (in years) | 5 years | |||||
Unamortized discount | $ 1,100,000 | |||||
Proceeds from debt, net | 28,900,000 | |||||
Debt financing costs | $ 400,000 | |||||
Basis spread, floor (percent) | 1.00% | |||||
Interest rate increase | 2.00% | |||||
Basis spread on discount | 0.50% | |||||
Mandatory prepayment in excess cash flow (percent) | 50.00% | |||||
Mandatory prepayments in excess of cash flow, threshold | $ 5,000,000 | |||||
Percent of net cash proceeds of asset sales | 100.00% | |||||
Percent of net cash proceeds of issuances of debt offerings | 100.00% | |||||
Percent of net cash proceeds of equity offerings | 50.00% | |||||
Debt/EBITDA ratio | 4.50 | |||||
Long-term debt | $ 30,000,000 | |||||
Debt Instrument, Redemption, Period One [Member] | Second Lien Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percent of principal redeemed | 103.00% | |||||
Debt Instrument, Redemption, Period Two [Member] | Second Lien Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percent of principal redeemed | 102.00% | |||||
Debt Instrument, Redemption, Period Three [Member] | Second Lien Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percent of principal redeemed | 100.00% | |||||
Junior Subordinated Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt/EBITDA ratio | 1.6 | |||||
First Lien Loan Agreement | Swingline loans [Member] | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Subfacility loans percentage up to aggregate revolver commitments | 10.00% | |||||
First Lien Loan Agreement | Standby Letters of Credit [Member] | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit, subfacility for standby letters of credit | $ 35,000,000 | |||||
Convertible Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from debt, net | $ 24,100,000 | |||||
Debt financing costs | 300,000 | |||||
Long-term debt | 25,000,000 | |||||
Unamortized discount, interest rate portion | $ 900,000 | |||||
Debt conversion price (usd per share) | $ / shares | $ 7.10 | |||||
Number of convertible shares of common stock | instrument | 3,521,126 | |||||
Percent of conversion price threshold | 125.00% | |||||
Trading days threshold | d | 20 | |||||
Consecutive trading days period | 30 days | |||||
Interest rate (percent) | 8.00% | |||||
Interest rate that may be paid-in-kind (percent) | 4.00% | |||||
Percent of principal of Convertible Notes redeemed for required premium payment | 15.00% | |||||
Percent of principal amount of Convertible Notes redeemed | 115.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Junior Subordinated Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest margin (percent) | 4.75% | |||||
Variable rate, floor (percent) | 1.00% | 1.00% |
Convertible Notes Derivative 61
Convertible Notes Derivative Liability (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($)$ / shares | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Closing share price | $ 16.39 |
Conversion price | $ 7.10 |
Risk free rate | 1.69% |
Expected volatility | 40.00% |
Dividend yield | 0.00% |
Expected life | 4 years 6 months |
Change in valuation of embedded derivative liability due to dollar change in stock price | $ | $ 3.3 |
Change in valuation of embedded derivative liability due to percentage change in interest rates | $ | $ 0.8 |
Embedded Derivative Liability [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Change in stock price (usd per share) | $ 1 |
Change in interest rates (as a percentage) | 1.00% |
Fair Value Measurements - Narr
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Minimum | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Threshold period, past due for payment of services provided (in days) | 15 days | |||||
Maximum | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Threshold period, past due for payment of services provided (in days) | 60 days | |||||
Physician staffing [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of intangibles | $ 6.2 | |||||
Trade Names | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of intangibles | $ 2.1 | $ 10 | $ 6.4 | $ 2.1 | $ 10 | $ 6.4 |
Trade Names | Physician staffing [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of intangibles | $ 2.1 | $ 10 |
Fair Value Measurements Estimat
Fair Value Measurements Estimated Fair values Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent purchase price liabilities | $ 3,686 | $ 0 |
Convertible Notes, Derivative Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Convertible Notes derivative liability | 33,337 | 23,436 |
Deferred Compensation [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Deferred compensation | $ 1,412 | $ 1,510 |
Fair Value Measurements Schedul
Fair Value Measurements Schedule of reconciliation of opening and closing balances for fair value measurements categorized within Level 3 (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Financial Instruments, Liabilities [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 23,436 | $ 0 |
Additions | 0 | 6,765 |
Valuation loss for the period | 9,901 | 16,671 |
Ending balance | 33,337 | 23,436 |
Contingent Consideration Liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 0 | 0 |
Additions | 3,686 | 0 |
Valuation loss for the period | 0 | 0 |
Ending balance | $ 3,686 | $ 0 |
Fair Value Measurements Estim65
Fair Value Measurements Estimated Fair Value of Goodwill Measured On Nonrecurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Indefinite-lived intangible assets (excluding goodwill), fair value disclosure | $ 15,599 | $ 17,699 |
Fair Value Measurements Financi
Fair Value Measurements Financial Instruments that were not Measured at Fair Value (Details) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Second Lien Term Loan [Member] | Reported Value Measurement [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Long-term Debt | $ 29,214 | $ 28,989 |
Second Lien Term Loan [Member] | Estimate of Fair Value Measurement [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Fair value | 30,600 | 29,900 |
Convertible Notes, Net [Member] | Reported Value Measurement [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Long-term Debt | 19,229 | 17,947 |
Convertible Notes, Net [Member] | Estimate of Fair Value Measurement [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Fair value | 23,250 | 19,200 |
First Lien Loan Agreement | Reported Value Measurement [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Long-term Debt | 8,000 | 3,500 |
First Lien Loan Agreement | Estimate of Fair Value Measurement [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Fair value | $ 8,000 | $ 3,500 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Company contribution net of forfeitures | $ 700 | $ 600 | $ 600 |
Deferred compensation liabilities | $ 1,412 | $ 1,510 |
Future Minimum Lease Payments (
Future Minimum Lease Payments (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 6,662 |
2,017 | 6,114 |
2,018 | 5,204 |
2,019 | 4,143 |
2,020 | 3,781 |
Thereafter | 15,473 |
Operating Leases, Future Minimum Payments Due, Total | $ 41,377 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | ||||
Operating lease expense | $ 8.1 | $ 7.7 | $ 5.5 | |
Pretax liability related to the non-income tax matters | 0.2 | 0.8 | ||
Taxes paid to settle with certain states | $ 1.4 | $ 0.1 | 0.3 | |
Settlement | 0.8 | |||
Payments for legal settlement | $ 0.8 | |||
Tax Years 2007 to 2012 [Member] | ||||
Loss Contingencies [Line Items] | ||||
Pretax liability related to the non-income tax matters | $ 0.4 |
Components of Income (Loss) Bef
Components of Income (Loss) Before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 3,565 | $ (33,574) | $ (11,216) |
Foreign | 595 | 2,256 | 1,177 |
Income (loss) from continuing operations before income taxes | $ 4,160 | $ (31,318) | $ (10,039) |
Components of Income Tax Expens
Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current | |||
Federal | $ 551 | $ 0 | $ 0 |
State | (21) | 811 | 540 |
Foreign | 220 | 262 | 416 |
Total | 750 | 1,073 | 956 |
Deferred | |||
Federal | (1,819) | (1,320) | 37,822 |
State | 8 | 68 | 5,134 |
Foreign | 267 | 395 | 299 |
Total | (1,544) | (857) | 43,255 |
Total income tax (benefit) expense for continuing operations | (794) | 216 | 44,211 |
Discontinued operations | 0 | 0 | 2,122 |
Income tax expense (benefit), continuing operations, discontinued operations, total | $ (794) | $ 216 | $ 46,333 |
Significant Components of Defer
Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred Tax Assets: | ||
Accrued other and prepaid expenses | $ 2,973 | $ 2,823 |
Allowance for doubtful accounts | 1,278 | 589 |
Intangible Assets | 11,365 | 13,716 |
Net operating loss carryforwards | 22,662 | 38,144 |
Derivative interest | 10,144 | 6,370 |
Accrued professional liability | 2,536 | 0 |
Accrued workers’ compensation | 3,061 | 1,356 |
Share-based compensation | 891 | 959 |
Depreciation | 0 | 105 |
Credit carryforwards | 797 | 0 |
Other | 595 | 822 |
Gross deferred tax assets | 56,302 | 64,884 |
Valuation allowance | (55,336) | (63,616) |
Deferred tax assets, net | 966 | 1,268 |
Deferred Tax Liabilities: | ||
Depreciation | (123) | 0 |
Accrued professional liability | 0 | (92) |
Indefinite intangibles | (18,714) | (19,683) |
Tax on unrepatriated earnings | (604) | (336) |
Other | 0 | (1,176) |
Deferred tax liabilities, gross | (19,441) | (21,287) |
Net deferred taxes | $ (18,475) | $ (20,019) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Contingency [Line Items] | ||||
Deferred tax liabilities relating to indefinite lived intangible assets | $ 18,714,000 | $ 19,683,000 | ||
Valuation allowance | 55,336,000 | 63,616,000 | ||
Federal, state and foreign net operating loss carryforwards | 65,200,000 | 97,500,000 | ||
Deferred liabilities on undistributed foreign earnings | 604,000 | 336,000 | ||
Unrecognized tax benefits | 4,071,000 | 3,777,000 | $ 4,986,000 | |
Unrecognized tax benefits, which would affect the effective tax rate | 3,800,000 | 3,300,000 | ||
Gross increases in current year unrecognized tax | 900,000 | |||
Gross decreases in current year unrecognized tax related to prior year uncertain positions and the closure of tax years | 400,000 | |||
Recognized interest and penalties | (200,000) | (200,000) | 100,000 | |
Unrecognized tax benefit accrued interest and penalties | 400,000 | 800,000 | ||
India [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Deferred liabilities on undistributed foreign earnings | 200,000 | $ 0 | ||
Repatriated amount of foreign earnings | 600,000 | |||
Other Current Liabilities | ||||
Income Tax Contingency [Line Items] | ||||
Unrecognized tax benefits | 100,000 | 600,000 | ||
Other Noncurrent Liabilities [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Unrecognized tax benefits | 800,000 | 900,000 | ||
Indefinite-lived Intangible Assets [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Deferred tax liabilities relating to indefinite lived intangible assets | $ 18,700,000 | $ 19,700,000 | ||
Adjustment for Error Correction of Overstatement of Valuation Allowance [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Change in valuation allowance | $ (1,700,000) | |||
Out-or-period adjustment, decrease in net loss per diluted share (usd per share) | $ 0.06 | $ 0.06 |
Reconciliation of Income Tax Co
Reconciliation of Income Tax Computed At U. S. Federal Statutory Rate to Income Tax (Benefit) Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Tax at U.S. statutory rate | $ 1,456 | $ (10,961) | $ (3,514) |
State taxes, net of federal benefit | 611 | 219 | (190) |
Non-deductible meals and entertainment | 1,510 | 1,425 | 450 |
Foreign tax expense | (6) | 44 | 554 |
Valuation allowances | (5,078) | 12,038 | 48,556 |
Uncertain tax positions | 917 | (996) | (257) |
Deferred tax write-offs | 0 | 0 | 221 |
Audit settlements | (624) | 0 | 160 |
Tax on unrepatriated earnings | 0 | 0 | (1,465) |
Tax true ups and other | 420 | (1,553) | (304) |
Total income tax (benefit) expense for continuing operations | $ (794) | $ 216 | $ 44,211 |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Balance of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at January 1 | $ 3,777 | $ 4,986 |
Additions based on tax positions related to the current year | 861 | 709 |
Additions based on tax positions related to prior years | 62 | 91 |
Reductions based on settlements of tax positions related to prior years | (624) | (344) |
Reductions for tax positions as a result of a lapse of the applicable statute of limitations | 0 | (1,578) |
Other | (5) | (87) |
Balance at December 31 | $ 4,071 | $ 3,777 |
Stockholders' Equity- Narrative
Stockholders' Equity- Narrative (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 09, 2013 | Feb. 28, 2008 | Oct. 25, 2001 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock authorized for stock repurchase program | 1,500,000 | ||||||
Common stock left remaining to repurchase under the plan (in shares) | 942,443 | ||||||
Aggregate stock repurchase amount | $ 5,000,000 | ||||||
Pretax total unrecognized compensation cost related to share options- period | 1 year 3 months 14 days | ||||||
Pretax total unrecognized compensation cost related to share options | $ 100,000 | ||||||
Share options outstanding at end of year | 395,625 | 935,095 | |||||
Shares options outstanding vested or expected to vest | 359,100 | ||||||
Shares options outstanding vested or expected to vest -weighted average exercise price | $ 6.40 | ||||||
Shares options outstanding vested or expected to vest ,intrinsic value | $ 3,600,000 | ||||||
Shares options outstanding vested or expected to vest -weighted average contractual life | 3 years 1 month | ||||||
Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Pretax of total unrecognized compensation cost related to non-vested restricted stock awards | $ 2,800,000 | ||||||
Pretax total unrecognized compensation cost related to share options- period | 1 year 10 months 24 days | ||||||
Fair value of shares vested | $ 3,900,000 | $ 2,300,000 | $ 2,400,000 | ||||
Granted (in shares) | 220,160 | ||||||
Performance Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Pretax of total unrecognized compensation cost related to non-vested restricted stock awards | $ 1,200,000 | ||||||
Pretax total unrecognized compensation cost related to share options- period | 1 year 10 months 17 days | ||||||
Granted (in shares) | 163,340 | ||||||
2014 Omnibus Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Aggregate number of common stock shares authorized for issuance | 4,100,000 | ||||||
2014 Omnibus Incentive Plan [Member] | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Exercise price of the fair market value of common stock | 100.00% | ||||||
2014 Omnibus Incentive Plan [Member] | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock expiration period | 10 years | ||||||
2014 Omnibus Incentive Plan [Member] | Ten Percent Or More Stockholders [Member] | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Exercise price of the fair market value of common stock | 110.00% | ||||||
2014 Omnibus Incentive Plan [Member] | Ten Percent Or More Stockholders [Member] | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock expiration period | 5 years | ||||||
2014 Omnibus Incentive Plan [Member] | Restricted Stock [Member] | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock vesting period | 3 years | ||||||
2014 Omnibus Incentive Plan [Member] | Restricted Stock [Member] | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock vesting period | 4 years | ||||||
Omnibus Plan [Member] | Performance Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Level of Performance Attained, Percentage | 41.40% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 86,661 | ||||||
2007 Stock Incentive Plan [Member] | Stock Appreciation Rights (SARs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock expiration period | 7 years | ||||||
Stock vesting percentage per year | 25.00% | ||||||
Stock vesting period | 4 years | ||||||
The 1999 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Aggregate number of common stock shares authorized for issuance | 4,398,001 |
Summary of Restricted Stock Awa
Summary of Restricted Stock Award Activity and Performance Stock Awards (Detail) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Restricted Stock [Member] | |
Number of Shares | |
Unvested restricted stock awards, beginning balance | shares | 659,650 |
Granted (in shares) | shares | 220,160 |
Vested (in shares) | shares | (239,062) |
Forfeited (in shares) | shares | (54,260) |
Unvested restricted stock awards, ending balance | shares | 586,488 |
Weighted average grant date fair value | |
Unvested restricted stock awards, beginning balance | $ / shares | $ 5.72 |
Granted (usd per share) | $ / shares | 11.52 |
Vested (usd per share) | $ / shares | 5.75 |
Forfeited (usd per share) | $ / shares | 6.48 |
Unvested restricted stock awards, ending balance | $ / shares | $ 7.82 |
Performance Shares [Member] | |
Number of Shares | |
Unvested restricted stock awards, beginning balance | shares | 218,175 |
Granted (in shares) | shares | 163,340 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | (147,377) |
Unvested restricted stock awards, ending balance | shares | 234,138 |
Weighted average grant date fair value | |
Unvested restricted stock awards, beginning balance | $ / shares | $ 5.82 |
Granted (usd per share) | $ / shares | 11.86 |
Vested (usd per share) | $ / shares | 0 |
Forfeited (usd per share) | $ / shares | 6.18 |
Unvested restricted stock awards, ending balance | $ / shares | $ 9.81 |
Stock Options and Stock Appreci
Stock Options and Stock Appreciation Rights Granted and Exercised (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Equity [Abstract] | |||
Share option grants (in shares) | 0 | 0 | 324,000 |
Weighted average grant date fair value of options granted during the period (usd per share) | $ 0 | $ 0 | $ 1.77 |
Total intrinsic value of options exercised | $ 1,610,392 | $ 695,286 | $ 12,465 |
Assumptions Used to Estimate Fa
Assumptions Used to Estimate Fair Value of Options Granted Using Black-Scholes Option-Pricing Model (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Equity [Abstract] | |
Expected dividend yield (as a percentage) | 0.00% |
Expected volatility (as a percentage) | 48.00% |
Risk-free interest rate (as a percentage) | 0.79% |
Expected life (in years) | 4 years 2 months 12 days |
Summary of Company's Share Opti
Summary of Company's Share Option Plans Activities (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Share options outstanding at beginning of year | 935,095 | ||
Granted (in shares) | 0 | 0 | 324,000 |
Exercised (in shares) | (293,625) | ||
Forfeited/expired (in shares) | (245,845) | ||
Share options outstanding at end of year | 395,625 | 935,095 | |
Share options exercisable at end of year | 261,500 | ||
Share options unvested at end of year | 134,125 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Share options outstanding at beginning of year, weighted average exercise price (usd per share) | $ 8.27 | ||
Granted, weighted average exercise price (usd per share) | 0 | ||
Exercised, weighted average exercise price (usd per share) | 7.27 | ||
Forfeited/expired, weighted average exercise price (usd per share) | 12.68 | ||
Share options outstanding at end of year, weighted average exercise price (usd per share) | 6.28 | $ 8.27 | |
Share options exercisable at end of year, weighted average exercise price (usd per share) | 6.91 | ||
Share options unvested at end of year, weighted average exercise price (usd per share) | $ 5.04 | ||
Share options outstanding at end of year, weighted-average remaining contractual life (in years) | 3 years 2 months 4 days | ||
Share options exercisable at end of year, weighted-average remaining contractual life (in years) | 2 years 8 months 2 days | ||
Share options unvested at end of year, weighted-average remaining contractual life (in years) | 4 years 2 months 3 days | ||
Share options outstanding at end of year | $ 4,031,858 | ||
Share options exercisable at end of year | 2,509,977 | ||
Share options unvested at end of year | $ 1,521,881 | ||
Exercise Price Range One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Exercise Price, Lower Limit (usd per share) | $ 4.16 | ||
Exercise Price, Upper Limit (usd pre share) | 22.50 | ||
Exercise Price Range Two [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Exercise Price, Lower Limit (usd per share) | 4.35 | ||
Exercise Price, Upper Limit (usd pre share) | 8.56 | ||
Exercise Price Range Three [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Exercise Price, Lower Limit (usd per share) | 4.35 | ||
Exercise Price, Upper Limit (usd pre share) | 22.50 | ||
Exercise Price Range Four [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Exercise Price, Lower Limit (usd per share) | 4.16 | ||
Exercise Price, Upper Limit (usd pre share) | 22.50 | ||
Exercise Price Range Five [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Exercise Price, Lower Limit (usd per share) | 4.16 | ||
Exercise Price, Upper Limit (usd pre share) | 22.50 | ||
Exercise Price Range Six [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Exercise Price, Lower Limit (usd per share) | 4.16 | ||
Exercise Price, Upper Limit (usd pre share) | $ 5.61 |
Components of Numerator and Den
Components of Numerator and Denominator for Computation of Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | |||||||||||
Income (loss) from continuing operations | $ 4,954 | $ (31,534) | $ (54,250) | ||||||||
Less: Income attributable to noncontrolling interest in subsidiary | 536 | 249 | 0 | ||||||||
Income (loss) from continuing operations attributable to common shareholders | 4,418 | (31,783) | (54,250) | ||||||||
Income from discontinued operations, net of income taxes | 0 | 0 | 2,281 | ||||||||
Net income (loss) attributable to common shareholders | $ (6,098) | $ 5,009 | $ 2,573 | $ 2,934 | $ (20,218) | $ (7,602) | $ (3,181) | $ (782) | $ 4,418 | $ (31,783) | $ (51,969) |
Basic weighted average common shares (in shares) | 31,514 | 31,190 | 31,009 | ||||||||
Share-based awards (in shares) | 648 | 0 | 0 | ||||||||
Diluted weighted average common shares outstanding (in shares) | 32,162 | 31,190 | 31,009 | ||||||||
Basic and diluted income (loss) per share attributable to common shareholders | |||||||||||
Continuing operations (usd per share) | $ 0.14 | $ (1.02) | $ (1.75) | ||||||||
Discontinued operations (usd per share) | 0 | 0 | 0.07 | ||||||||
Net (loss) income (usd per share) | $ (0.65) | $ (0.24) | $ (0.10) | $ (0.03) | $ 0.14 | $ (1.02) | $ (1.68) |
Earnings Per Share Schedule of
Earnings Per Share Schedule of Antidilutive Securities Excluded from Computation of Earnings per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | |||
Convertible notes and share-based awards | 3,521,126 | 3,855,954 | 149,453 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Detail) - USD ($) $ in Millions | 2 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | |||||
Revenue from related parties | $ 11.8 | $ 17.8 | $ 3.9 | ||
Account receivable due from related parties | $ 0.6 | $ 2 | 0.6 | 2 | |
InteliStaf [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | 4.7 | $ 10 | |||
Percent ownership in joint venture | 68.00% | 68.00% | |||
Receivable balance with joint venture | $ 1.4 | 0.9 | $ 1.4 | 0.9 | |
Payable balance with joint venture | 0.2 | $ 0.1 | $ 0.2 | $ 0.1 | |
Affiliated Entity [Member] | |||||
Related Party Transaction [Line Items] | |||||
Rent expense | $ 0.1 |
Information on Operating Segmen
Information on Operating Segments and Reconciliation to Income From Operations (Detail) $ in Thousands | Aug. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015USD ($)segment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Revenue from unaffiliated customers | $ 193,148 | $ 195,692 | $ 192,617 | $ 185,964 | $ 188,134 | $ 188,944 | $ 122,656 | $ 118,091 | $ 767,421 | $ 617,825 | $ 438,311 | ||
Contribution income | 66,575 | 43,540 | 28,109 | ||||||||||
Unallocated corporate overhead | 31,484 | 27,770 | 21,844 | ||||||||||
Depreciation | 3,856 | 3,866 | 3,886 | ||||||||||
Amortization | 4,210 | 3,575 | 2,294 | ||||||||||
Loss on sale of business | 2,184 | 0 | 0 | ||||||||||
Acquisition and integration costs | 902 | 7,957 | 473 | ||||||||||
Restructuring costs | 1,274 | 840 | 484 | ||||||||||
Legal settlement charge | 0 | 0 | 750 | ||||||||||
Impairment charges | 2,100 | 10,000 | 6,400 | ||||||||||
(Loss) income from continuing operations | $ 20,565 | (10,468) | (8,022) | ||||||||||
Number of Operating Segments | segment | 3 | ||||||||||||
Nurse and allied staffing [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Revenue from unaffiliated customers | $ 621,258 | 459,195 | 274,219 | ||||||||||
Contribution income | 54,499 | 36,486 | 18,668 | ||||||||||
Impairment of intangibles | $ 200 | ||||||||||||
Physician staffing [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Revenue from unaffiliated customers | 115,336 | 121,145 | 126,125 | ||||||||||
Contribution income | 10,213 | 6,540 | 8,695 | ||||||||||
Impairment of intangibles | 6,200 | ||||||||||||
Other human capital management services [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Revenue from unaffiliated customers | 30,827 | 37,485 | 37,967 | ||||||||||
Contribution income | 1,863 | 514 | 746 | ||||||||||
Segment, Continuing Operations [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Depreciation | 3,856 | 3,866 | 3,886 | ||||||||||
Amortization | 4,210 | 3,575 | 2,294 | ||||||||||
Impairment charges | 2,100 | 10,000 | 6,400 | ||||||||||
Trade Names | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Impairment of intangibles | 2,100 | 10,000 | $ 6,400 | $ 2,100 | 10,000 | 6,400 | |||||||
Trade Names | Physician staffing [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Impairment of intangibles | $ 2,100 | $ 10,000 | |||||||||||
Scenario, Adjustment [Member] | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Revenue from unaffiliated customers | 2,200 | 2,700 | |||||||||||
Contribution income | $ 200 | $ 200 | |||||||||||
Cross Country Education, LLC | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Loss on sale of business | $ 2,200 |
Quarterly Financial Data (Una85
Quarterly Financial Data (Unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | Aug. 31, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||
Revenue from services | $ 193,148 | $ 195,692 | $ 192,617 | $ 185,964 | $ 188,134 | $ 188,944 | $ 122,656 | $ 118,091 | $ 767,421 | $ 617,825 | $ 438,311 | ||
Gross profit | 50,479 | 51,486 | 48,363 | 47,037 | 47,641 | 47,277 | 32,436 | 30,450 | |||||
Net income | (5,927) | 5,151 | 2,680 | 3,050 | (20,087) | (7,484) | (3,181) | (782) | 4,954 | (31,534) | (51,969) | ||
Net income (loss) attributable to common shareholders | $ (6,098) | $ 5,009 | $ 2,573 | $ 2,934 | $ (20,218) | $ (7,602) | $ (3,181) | $ (782) | $ 4,418 | $ (31,783) | $ (51,969) | ||
Basic and diluted income (loss) per share attributable to common shareholders | |||||||||||||
Net income (loss) per share attributable to common shareholders - Basic (usd per share) | $ (0.19) | $ 0.16 | $ 0.08 | $ 0.09 | |||||||||
Net income (loss) per share attributable to common shareholders - Diluted (usd per share) | $ (0.19) | $ 0.16 | $ 0.08 | $ 0.05 | |||||||||
Net loss per share attributable to common shareholders - Basic and Diluted (usd per share) | $ (0.65) | $ (0.24) | $ (0.10) | $ (0.03) | $ 0.14 | $ (1.02) | $ (1.68) | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Changes in the fair value of convertible notes derivative liability | $ (9,500) | $ (2,900) | $ 400 | $ 2,100 | $ (9,400) | $ (7,300) | |||||||
Pre-tax loss on sale of the business | $ (2,184) | $ 0 | $ 0 | ||||||||||
Trade Names | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Impairment of intangibles | $ 2,100 | $ 10,000 | $ 6,400 | 2,100 | $ 10,000 | $ 6,400 | |||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Cross Country Education, LLC | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Pre-tax loss on sale of the business | $ (2,200) | ||||||||||||
Gain on sale of discontinued operations, net of tax | $ 1,300 |
Schedule II - Valuation and Q86
Schedule II - Valuation and Qualifying Accounts(Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 1,425 | $ 1,651 | $ 1,841 |
Charged to Operations | 2,414 | 1,016 | 1,078 |
Write-offs | (923) | (1,257) | (1,324) |
Recoveries | 1,129 | 15 | 56 |
Other Changes | 0 | 0 | 0 |
Balance at End of Period | 4,045 | 1,425 | 1,651 |
Valuation Allowance of Deferred Tax Assets [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | 63,616 | 52,001 | 4,033 |
Charged to Operations | (7,518) | 12,038 | 48,406 |
Write-offs | 0 | 0 | (438) |
Recoveries | 0 | 0 | 0 |
Other Changes | (762) | (423) | 0 |
Balance at End of Period | $ 55,336 | $ 63,616 | $ 52,001 |