Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 17, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 0-33169 | ||
Entity Registrant Name | Cross Country Healthcare, Inc | ||
Entity Central Index Key | 0001141103 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 13-4066229 | ||
Entity Address, Address Line One | 6551 Park of Commerce Boulevard, N.W. | ||
Entity Address, City or Town | Boca Raton | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 33487 | ||
City Area Code | 561 | ||
Local Phone Number | 998-2232 | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Trading Symbol | CCRN | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 217,948,734 | ||
Entity Common Stock, Shares Outstanding | 37,512,543 | ||
Documents Incorporated by Reference | Portions of the Registrant’s definitive proxy statement, for the 2021 Annual Meeting of Stockholders, which statement will be filed pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Report, are incorporated by reference into Part III hereof. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 1,600 | $ 1,032 |
Accounts receivable, net of allowances of $4,021 in 2020 and $3,219 in 2019 | 170,003 | 169,528 |
Prepaid expenses | 5,455 | 6,097 |
Insurance recovery receivable | 4,698 | 5,011 |
Other current assets | 1,355 | 1,689 |
Total current assets | 183,111 | 183,357 |
Property and equipment, net | 12,351 | 11,832 |
Operating lease right-of-use assets | 10,447 | 16,964 |
Goodwill | 90,924 | 101,066 |
Trade names, indefinite-lived | 5,900 | 5,900 |
Other intangible assets, net | 34,831 | 44,957 |
Other non-current assets | 19,409 | 18,298 |
Total assets | 356,973 | 382,374 |
Current liabilities: | ||
Accounts payable and accrued expenses | 49,877 | 45,726 |
Accrued compensation and benefits | 35,540 | 31,307 |
Operating lease liabilities - current | 4,509 | 4,878 |
Other current liabilities | 3,497 | 3,554 |
Total current liabilities | 93,423 | 85,465 |
Revolving credit facility | 53,408 | 70,974 |
Operating lease liabilities - non-current | 15,234 | 19,070 |
Non-current deferred tax liabilities | 6,592 | 7,523 |
Long-term accrued claims | 25,412 | 26,938 |
Contingent consideration | 0 | 4,867 |
Other long-term liabilities | 7,995 | 4,037 |
Total liabilities | 202,064 | 218,874 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock—$0.0001 par value; 100,000,000 shares authorized; 36,177,279 and 35,870,560 shares issued and outstanding at December 31, 2020 and 2019, respectively | 4 | 4 |
Additional paid-in capital | 310,388 | 305,643 |
Accumulated other comprehensive loss | (1,280) | (1,240) |
Accumulated deficit | (154,737) | (141,775) |
Total Cross Country Healthcare, Inc. stockholders' equity | 154,375 | 162,632 |
Noncontrolling interest in subsidiary | 534 | 868 |
Total stockholders' equity | 154,909 | 163,500 |
Total liabilities and stockholders' equity | $ 356,973 | $ 382,374 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for credit losses | $ 4,021 | $ 3,219 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 36,177,279 | 35,870,560 |
Common stock, shares outstanding (in shares) | 36,177,279 | 35,870,560 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||
Revenue from services | $ 836,417 | $ 822,224 | $ 816,484 |
Operating expenses: | |||
Direct operating expenses | 633,685 | 618,215 | 606,921 |
Selling, general and administrative expenses | 173,809 | 181,959 | 180,230 |
Bad debt expense | 3,035 | 2,008 | 2,204 |
Depreciation and amortization | 12,671 | 14,075 | 11,780 |
Acquisition and integration-related costs | 77 | 201 | 3,048 |
Restructuring costs | 6,052 | 3,571 | 2,758 |
Legal settlement charges | 0 | 1,600 | 0 |
Impairment charges | 16,248 | 16,306 | 22,423 |
Total operating expenses | 845,577 | 837,935 | 829,364 |
Loss from operations | (9,160) | (15,711) | (12,880) |
Other expenses (income): | |||
Interest expense | 2,890 | 5,306 | 5,654 |
Loss on derivative | 0 | 1,284 | 0 |
Loss on early extinguishment of debt | 0 | 1,978 | 79 |
Other expense (income), net | 280 | (68) | (418) |
Loss before income taxes | (12,330) | (24,211) | (18,195) |
Income tax (benefit) expense | (188) | 31,732 | (2,478) |
Consolidated net loss | (12,142) | (55,943) | (15,717) |
Less: Net income attributable to noncontrolling interest in subsidiary | 820 | 1,770 | 1,234 |
Net loss attributable to common shareholders | $ (12,962) | $ (57,713) | $ (16,951) |
Net (loss) income per share attributable to common shareholders - Basic and diluted (usd per share) | $ (0.36) | $ (1.61) | $ (0.48) |
Weighted average common shares outstanding—basic and diluted (shares) | 36,088 | 35,815 | 35,657 |
Revenue from Contract with Customer, Product and Service [Extensible List] | us-gaap:ServiceMember | us-gaap:ServiceMember | us-gaap:ServiceMember |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Consolidated net loss | $ (12,142) | $ (55,943) | $ (15,717) |
Other comprehensive (loss) income, before income tax: | |||
Unrealized foreign currency translation (loss) gain | (40) | 47 | (153) |
Unrealized loss on interest rate contracts | 0 | (1,078) | (420) |
Unrealized loss on interest rate contracts | 0 | 1,312 | 186 |
Other comprehensive income (loss), before income tax | (40) | 281 | (387) |
Other Comprehensive Income (Loss), Tax1 [Abstract] | |||
Income tax effect related to unrealized foreign currency translation gain (loss) | 0 | 26 | (31) |
Income tax effect related to unrealized loss on interest rate contracts | 0 | (571) | (107) |
Income tax effect related to reclassification adjustment to statement of operations | 0 | 93 | 48 |
Valuation allowance adjustment | 0 | 511 | 0 |
Taxes on other comprehensive income (loss) | 0 | 59 | (90) |
Other comprehensive (loss) income, net of tax | (40) | 222 | (297) |
Comprehensive loss | (12,182) | (55,721) | (16,014) |
Less: Net income attributable to noncontrolling interest in subsidiary | 820 | 1,770 | 1,234 |
Comprehensive loss attributable to common shareholders | $ (13,002) | $ (57,491) | $ (17,248) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Noncontrolling Interest in Subsidiary |
Beginning Balance (in shares) at Dec. 31, 2017 | 35,838,000 | |||||
Beginning Balance at Dec. 31, 2017 | $ 237,719 | $ 4 | $ 305,362 | $ (1,166) | $ (67,111) | $ 630 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of share options (in shares) | 21,000 | |||||
Vesting of restricted stock and performance stock awards (in shares) | 199,000 | |||||
Vesting of restricted stock | (889) | (889) | ||||
Equity compensation | $ 3,575 | 3,575 | ||||
Stock repurchase and retirement (in shares) | (432,000) | (432,439) | ||||
Stock repurchase and retirement | $ (5,000) | $ (5,000) | ||||
Foreign currency translation adjustment, net of taxes | (121) | (121) | ||||
Net change in hedging transaction, net of taxes | (175) | (175) | ||||
Distribution to noncontrolling shareholder | (1,194) | (1,194) | ||||
Net (loss) income | (15,717) | (16,951) | 1,234 | |||
Ending Balance (in shares) at Dec. 31, 2018 | 35,626,000 | |||||
Ending Balance at Dec. 31, 2018 | 218,198 | $ 4 | 303,048 | (1,462) | (84,062) | 670 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of share options (in shares) | 14,000 | |||||
Vesting of restricted stock and performance stock awards (in shares) | 231,000 | |||||
Vesting of restricted stock | (801) | (801) | ||||
Equity compensation | 3,396 | 3,396 | ||||
Stock repurchase and retirement (in shares) | 0 | |||||
Foreign currency translation adjustment, net of taxes | 47 | 47 | ||||
Net change in hedging transaction, net of taxes | 175 | 175 | ||||
Distribution to noncontrolling shareholder | (1,572) | (1,572) | ||||
Net (loss) income | (55,943) | (57,713) | 1,770 | |||
Ending Balance (in shares) at Dec. 31, 2019 | 35,871,000 | |||||
Ending Balance at Dec. 31, 2019 | $ 163,500 | $ 4 | 305,643 | (1,240) | (141,775) | 868 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of share options (in shares) | 1,000 | |||||
Vesting of restricted stock and performance stock awards (in shares) | 306,000 | |||||
Vesting of restricted stock | $ (658) | (658) | ||||
Equity compensation | 5,403 | 5,403 | ||||
Stock repurchase and retirement (in shares) | 0 | |||||
Foreign currency translation adjustment, net of taxes | (40) | (40) | ||||
Distribution to noncontrolling shareholder | (1,154) | (1,154) | ||||
Net (loss) income | (12,142) | (12,962) | 820 | |||
Ending Balance (in shares) at Dec. 31, 2020 | 36,177,000 | |||||
Ending Balance at Dec. 31, 2020 | $ 154,909 | $ 4 | $ 310,388 | $ (1,280) | $ (154,737) | $ 534 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities | |||
Net (loss) income | $ (12,142) | $ (55,943) | $ (15,717) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 12,671 | 14,075 | 11,780 |
Provision for allowances | 4,269 | 3,243 | 5,974 |
Deferred income tax (benefit) expense | (932) | 31,159 | (3,410) |
Non-cash lease expense | 3,547 | 4,989 | 0 |
Impairment charges | 16,248 | 16,306 | 22,423 |
Loss on early extinguishment of debt | 0 | 1,978 | 79 |
Equity compensation | 5,403 | 3,396 | 3,575 |
Other non-cash costs | 990 | 513 | 3,679 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (4,745) | (6,642) | 2,820 |
Prepaid expenses and other assets | (2,083) | (1,574) | (2,514) |
Accounts payable and accrued expenses | 7,239 | (1,308) | (7,095) |
Operating lease liabilities | (5,872) | (5,820) | 0 |
Other | 2,611 | 1,170 | (597) |
Net cash provided by operating activities | 27,204 | 5,542 | 20,997 |
Cash flows from investing activities | |||
Acquisitions, net of cash acquired | 0 | 0 | (1,930) |
Acquisition-related settlements | 0 | 0 | (151) |
Purchases of property and equipment | (4,615) | (2,940) | (4,597) |
Net cash used in investing activities | (4,615) | (2,940) | (6,678) |
Cash flows from financing activities | |||
Principal payments on term loan | 0 | (83,876) | (16,124) |
Principal payments on note payable | (2,426) | 0 | 0 |
Borrowings under revolving credit facility | 0 | 5,000 | 0 |
Repayments on revolving credit facility | 0 | (5,000) | 0 |
Debt issuance costs | (81) | (2,058) | (308) |
Proceeds under Senior Secured Asset-Based revolving credit facility | 0 | 76,640 | 0 |
Borrowings under Senior Secured Asset-Based revolving credit facility | 420,334 | 71,934 | 0 |
Repayments on Senior Secured Asset-Based revolving credit facility | (437,900) | (77,600) | 0 |
Cash payments to noncontrolling shareholder | (1,153) | (1,573) | (1,194) |
Stock repurchase and retirement | 0 | 0 | (5,000) |
Other | (784) | (1,066) | (1,141) |
Net cash used in financing activities | (22,010) | (17,599) | (23,767) |
Effect of exchange rate changes on cash | (11) | 10 | (70) |
Change in cash and cash equivalents | 568 | (14,987) | (9,518) |
Cash and cash equivalents at beginning of year | 1,032 | 16,019 | 25,537 |
Cash and cash equivalents at end of year | 1,600 | 1,032 | 16,019 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 2,666 | 4,554 | 6,340 |
Income taxes paid | $ 612 | $ 555 | $ 1,043 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Nature of Business 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, 2020, the Company provides total talent management services, including strategic workforce solutions, contingent staffing, permanent placement and other consultative services for healthcare clients. The Company recruits and places qualified healthcare professionals in virtually every specialty and area of expertise. Its diverse client base includes both clinical and nonclinical settings, servicing both public and private acute care and non-acute care hospitals, outpatient clinics, ambulatory-care centers, single and multi-specialty physician practices, urgent care centers, both public schools and charter schools, rehabilitation and sports medicine clinics, correctional facilities, government facilities, and many other healthcare providers. 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 Cross Country Talent Acquisition Group, 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. Effective December 31, 2020, the sole professional staffing services agreement held by this joint venture was terminated. The Company expects to dissolve Cross Country Talent Acquisition Group, LLC in the first quarter of 2021. A ll intercompany transactions and balances have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the current year presentation. See consolidated statements of operations, statements of cash flows, Note 7 - Balance Sheet Details, Note 14 - Income Taxes, and Note 18 - Segment Data. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
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 United States 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. Management has assessed various accounting estimates and other matters, including those that require consideration of forecasted financial information, in context of the unknown future impacts of the current global outbreak of COVID-19 using information that is reasonably available to the Company at the time. Significant estimates and assumptions are used for, but not limited to: (i) the valuation of accounts receivable; (ii) goodwill, trade names, and other intangible assets; (iii) other long-lived assets; (iv) share-based compensation; (v) accruals for health, workers’ compensation, and professional liability claims; (vi) valuation of deferred tax assets; (vii) legal contingencies, (viii) income taxes; and (ix) 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. As additional information becomes available to the Company, its future assessment of these estimates, including management's expectations at the time regarding the duration, scope and severity of the pandemic, as well as other factors, could materially and adversely impact the Company's consolidated financial statements in future reporting periods. 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. Interest income on cash and cash equivalents was immaterial for the year ended December 31, 2020, $0.2 million for the year ended December 31, 2019, and $0.4 million for the year ended December 31, 2018 is included in other income, net, in the 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 generally does not require collateral and mitigates its credit risk by performing credit evaluations and monitoring at-risk accounts. The allowance for doubtful accounts is established for losses expected to be incurred on accounts receivable balances. Accounts receivable are written off against the allowance for doubtful accounts when the Company determines amounts are no longer collectible. Judgment is required in the estimation of the allowance and the Company evaluates the collectability of its accounts receivable and contract assets based on a combination of factors. The Company bases its allowance for doubtful account estimates on its historical write-off experience, current conditions, an analysis of the aging of outstanding receivable and customer payment patterns, and specific reserves for customers in adverse condition adjusted for current expectations for the customers or industry. Based on the information currently available, the Company also considered current expectations of future economic conditions, including the impact of COVID-19, when estimating its allowance for doubtful accounts. The following table reconciles the opening balance of the allowance for doubtful accounts to the closing balance for expected credit losses: Allowance for Doubtful Accounts (amounts in thousands) Balance at January 1, 2020 $ 2,406 Bad Debt Expense 539 Write-Offs, net of Recoveries (349) Balance at March 31, 2020 2,596 Bad Debt Expense 898 Write-Offs, net of Recoveries (532) Balance at June 30, 2020 2,962 Bad Debt Expense 946 Write-Offs, net of Recoveries (800) Balance at September 30, 2020 3,108 Bad Debt Expense 652 Write-Offs, net of Recoveries (344) Balance at December 31, 2020 $ 3,416 In addition to the allowance for doubtful accounts, the Company maintains a sales allowance for billing-related adjustments which may arise in the ordinary course and adjustments to the reserve are recorded as contra-revenue. The balance of this allowance as of December 31, 2020 and December 31, 2019 was $0.6 million and $0.8 million, respectively. The Company’s contract terms typically require payment between 30 to 60 days from the date of invoice and are considered past due based on the particular negotiated contract terms. The majority of the Company's customers are U.S. based healthcare systems with a significant percentage in acute-care facilities. No single customer accounted for more than 10% of the Company’s accounts receivable balance as of December 31, 2020 and 2019, or revenue for the years ended December 31, 2020, 2019, and 2018. 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 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 Company personnel associated with programming, coding, and testing such software. Amortization of capitalized software costs is included in depreciation expense in the consolidated statements of operations and begins when the software is ready for use. See Note 6 - Property and Equipment. Cloud Computing Arrangements Implementation costs associated with cloud computing arrangements are capitalized when incurred during the application development phase in accordance with the Accounting Standards Update (ASU) No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. In connection with the licensing of software products, the Company has entered into arrangements in which it does not take possession of the software; rather, the software application resides on the vendor's or a third party's hardware, and the Company accesses and uses the software on an as-needed basis over the Internet or via a dedicated line. Therefore, the cloud computing arrangement does not give rise to an intangible asset. Costs are capitalized in accordance with the Company’s policies for other capitalizable service costs. Amortization is calculated over the contractual term of the cloud computing arrangement and is included in selling, general and administrative expenses in the consolidated statements of operations. As of December 31, 2020, the Company has a current asset of $0.4 million, and an immaterial amount as of December 31, 2019, included in prepaid expenses and a non-current asset of $3.2 million and $0.8 million, respectively, included in other non-current assets in the consolidated balance sheets that have been capitalized in conjunction with implementations. Amortization of the cloud computing assets was immaterial for the years ended December 31, 2020 and 2019. Leases The Company determines whether an arrangement constitutes a lease at commencement. Operating leases are included in operating lease right-of-use assets, and operating lease liabilities - current and non-current in the consolidated balance sheets. Finance leases are included in other non-current assets, other current liabilities, and other long-term liabilities in the consolidated balance sheets. See Note 10 - Leases. Right-of-use assets are measured based on the corresponding lease liability adjusted for: (i) payments made to the lessor at or before the commencement date; (ii) initial direct costs; and (iii) tenant incentives under the lease. Rent expense commences when the lessor makes the underlying asset available to us. Lease liabilities are measured based on the present value of the total lease payments not yet paid discounted based on its incremental borrowing rate, as the rate implicit in the lease is not determinable. The Company estimates its incremental borrowing rate based on an analysis of publicly-traded debt securities of companies with credit and financial profiles similar to its own. The variable portion of the lease payments is not included in the right-of-use assets or lease liabilities. Rather, variable payments, other than those dependent upon an index or rate, are expensed when the obligation for those payments is incurred and are included in lease expense in selling, general and administrative expense in the consolidated statements of operations. Rent expense for operating lease payments is recognized on a straight-line basis over the lease term. The Company does not assume renewals or early terminations unless it is reasonably certain to exercise these options at commencement. As of December 31, 2018, deferred rent related to tenant improvement allowances and other leasehold incentives was included in other current liabilities and other long-term liabilities in the consolidated balance sheets. These leasehold incentives had been recorded when realizable as deferred rent and were amortized as a reduction of periodic rent expense, over the term of the applicable lease. Upon adoption of the Leases Topic of the FASB ASC, these deferred rent credits reduced the beginning operating right-of-use asset recognized and, consistent with the prior guidance will be recognized as a reduction to future rent expense over the expected remaining term of the respective leases. The Company leases apartments for eligible field employees under short-term agreements (typically three Business Combinations The Company applies accounting in accordance with the Business Combinations Topic of the FASB ASC 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 4 - Acquisitions. Goodwill, Trade Names, and Other 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 have ranged from 3 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 change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. When reviewed, the Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, as a basis for determining whether it is necessary to perform the quantitative testing. If it is determined that a quantitative test is necessary or more efficient than a qualitative approach, the Company measures the fair value of its reporting units using a combination of income and market approaches. The Company performs its annual review on October 1 in accordance with the provisions of ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. Under ASU 2017-04, if the reporting unit’s carrying value exceeds its fair value, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value not to exceed the total amount of goodwill allocated to that reporting unit. Additionally, income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss is considered, if applicable. The Company determines its reporting units by identifying its operating segments and any component businesses and aggregates the component businesses if they have similar economic characteristics. The Company had the following reporting units that it reviewed for impairment: (1) Nurse and Allied Staffing; (2) Physician Staffing; and (3) Search. 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 have differed 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. Any related impairment losses are recognized in earnings and included in the caption impairment charges in the consolidated statements of operations. See Note 5 - Goodwill, Trade Names, and Other Intangible Assets. Debt Discount and Debt Issuance Costs Stated discounts on proceeds and other fees reimbursed to lenders were 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 were 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. Derivative Financial Instruments The Company was exposed to interest rate risk due to its outstanding senior secured term loan entered into on August 1, 2017 with a variable interest rate. As a result, the Company had entered into an interest rate swap agreement to effectively convert a portion of its variable interest payments to a fixed rate. The principal objective of the interest rate swap was to eliminate or reduce the variability of the cash flows in those interest payments associated with the Company’s long-term debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company had determined that the interest rate swap qualified as a cash flow hedge in accordance with ASC 815, Derivatives and Hedging . As the critical terms of the hedging instrument and the hedged forecasted transaction were the same, the Company had concluded that changes in the cash flows attributable to the risk being hedged were expected to completely offset at inception and on an ongoing basis. Changes in the fair value of the interest rate swap agreement designated as a cash flow hedge were recorded as a component of accumulated other comprehensive income (loss), net of deferred taxes, within stockholders’ equity and were amortized to interest expense over the term of the related debt as the interest payments were made. Interest rate swap payments were included in net cash provided by operating activities in the consolidated statements of cash flows. In conjunction with entering into the interest rate swap agreement, the Company early adopted ASU 2017-12, Derivative and Hedging (Topic 815) to simplify the application of hedge accounting. The Company terminated its interest rate swap agreement on September 26, 2019. See Note 9 - Derivative. 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. Pursuant to the Other Expenses/Insurance Costs Topic of the FASB ASC, 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, 2020 and 2019 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 December 31, 2020 and 2019, the Company had outstanding approximately $17.0 million and $18.1 million, respectively, of 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. Effective January 1, 2016, the Company has a claims-made professional liability policy for its physicians and advanced practitioners, with a $0.5 million self-insured retention per claim. Prior to January 1, 2016, the Company had an occurrence-based professional liability policy for its independent contractor physicians and advanced practitioners. At December 31, 2020 and 2019, the Company had outstanding $1.5 million and $1.8 million, respectively, of standby letters of credit as collateral to secure reimbursement of expenses under the existing plan. 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 advanced practitioners, it does cover claims brought against all of the Company’s subsidiaries for non-patient general liability. Revenue Recognition In the first quarter of 2018, the Company adopted ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . ASU 2014-09 introduced a five-step revenue recognition model in which an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires additional disclosures about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts. See Note 3 - Revenue Recognition. Revenue from the Company’s services is recognized when control of the promised services are transferred to the Company’s customers, in an amount that reflects the consideration it expects to receive in exchange for the service. The Company has concluded that transfer of control of its staffing services, which represents the majority of its revenues, occurs over time as the services are provided. The following is a description of the nature, amount, timing, and uncertainty of revenue and cash flows from which the Company generates revenue. Temporary Staffing Revenue Revenue from temporary staffing is recognized as control of the services is transferred over time and is based on hours worked by the Company’s field staff. The Company recognizes the majority of its revenue at the contractual amount the Company has the right to invoice for services completed to date. Generally, billing to customers occurs weekly, bi-weekly, or monthly and is aligned with the payment of services to the temporary staff. Accounts receivable includes estimated revenue for employees’ and independent contractors’ time worked but not yet invoiced. At December 31, 2020 and December 31, 2019, the Company's estimate of amounts that had been worked but had not been billed totaled $48.3 million and $46.1 million, respectively, and are included in accounts receivable in the consolidated balance sheets. Other Services Revenue The Company offers other optional services to its customers that are transferred over time including: managed service programs (MSP) providing agency services (as further described below in Gross Versus Net Policies), recruitment process outsourcing (RPO), other outsourcing services, and retained search services, as well as separately billable travel and housing costs, which in total amount to less than 5% of its consolidated revenue for the years ended December 31, 2020, 2019, and 2018. Generally, billing and payment terms for MSP agency services is consistent with temporary staffing as the customers are similar or the same. Revenue from these services are recognized based on the contractual amount for services completed to date which best depicts the transfer of control of services. The Company does not, in the ordinary course of business, offer warranties or refunds. 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 contracted arrangement, as follows: Managed Service Programs The Company has certain contracts with healthcare facilities to provide comprehensive services through its MSPs. Under these contractual arrangements, the customer’s orders are filled with either one of the Company's healthcare professionals or a third party's healthcare professionals (subcontractors). When its healthcare professional is staffed, the Company determined that it acts as a principal in the arrangement, as it is considered the employer of record. Accordingly, revenue is reported on a gross basis in the consolidated statements of operations. Alternatively, the Company determined that it acts as an agent in the arrangement when a subcontracted healthcare professional is staffed, as the Company does not control the services before they are transferred to the customer. Accordingly, revenue is reported on a net basis in the consolidated statements of operations. The customer is invoiced for the hours worked by the subcontracted healthcare professional multiplied by the hourly bill rate. A subcontractor liability, which is recognized as a reduction of revenue, is established in accrued expenses for the invoiced amount, net of an administrative fee, and is generally payable after the Company has received payment from its customer. The Company’s administrative fee is calculated as a percentage of the customer’s invoice and is recognized over time as the services are rendered by the subcontracted healthcare professional. The Company does not collect or recognize an upfront placement fee. Physician Staffing The Physician Staffing business has contracts with its healthcare customers to provide temporary staffing services. The Company uses independent contractors for these services. The Company determined that it acts as a principal in these arrangements and, therefore, revenue is reported on a gross basis in the consolidated statements of operations. See Note 3 - Revenue Recognition for the Company's revenues disaggregated by revenue source. Sales and usage-based taxes are excluded from revenue. Contract Costs All contract fulfillment costs are expensed as incurred to direct operating expenses. With respect to the Revenue from Contracts with Customers Topic of the FASB ASC, there were no contract assets or material contract liabilities as of December 31, 2020 and 2019. Practical Expedients and Exemptions For the Company’s contracts that have an original duration of one year or less, the Company uses the practical expedients and has elected to recognize any incremental costs of obtaining these contracts as expensed when incurred. Further, the Company does not disclose the value of unsatisfied performance obligations for: (i) contracts with an original expected length of one year or less; and (ii) contracts for which it recognizes revenue at the amount to which it has the right to invoice for services performed. Share-Based Compensation For the years ended December 31, 2020, 2019, and 2018, the Company granted performance-based stock awards and restricted stock for a fixed number of common shares to employees. 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 has elected to recognize compensation expense on a straight-line basis over the requisite service period of the entire award. The Company granted performance-based stock awards to certain key personnel pursuant to its 2014 Omnibus Incentive Plan, amended and restated on May 23, 2017 (2017 Plan), and replaced by the 2020 Omnibus Incentive Plan, effective for awards granted after May 19, 2020, as described in Note 15 - Stockholders' Equity. Pursuant to the plans, the number of target shares that 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 is issued based on the level of attainment. 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. Compensation expense related to share-based payments is included in selling, general and administrative expenses in the consolidated statements of operations, and totaled $5.4 million, $3.4 million, and $3.6 million during the years ended December 31, 2020, 2019, and 2018, respectively. See Note 15 - Stockholders’ Equity. Advertising The Company’s advertising expense consists primarily of online advertising, internet direct marketing, print media, and promotional material. Advertising costs are expensed as incurred and totaled $6.2 million, $7.9 million, and $6.7 million, for the years ended December 31, 2020, 2019, and 2018, respectively. 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. As a result, restructuring costs in the consolidated statements of operations primarily include employee termination costs and lease-related exit costs. Effective January 1, 2019, in conjunction with the adoption of ASU No. 2016-02, Leases (Topic 842) , certain office locations that the Company vacated in connection with restructuring activities were included in the measurement of its beginning operating lease liabilities. Previous accruals related to these locations of $0.3 million have been presented as a reduction to the operating lease right-of-use assets in the consolidated balance sheets. Reconciliations of the employee termination costs and lease-related exit costs beginning and ending liability balance is presented below: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Employee Termination Costs Lease-Related Exit Costs Employee Termination Costs Lease-Related Exit Costs Employee Termination Costs Lease-Related Exit Costs Balance at beginning of period $ 386 $ 1,223 $ 556 $ 127 $ 87 $ 441 Charged to restructuring costs (a) 2,525 2,190 1,870 1,311 1,600 184 Payments (2,412) (726) (2,040) (215) (1,131) (235) Balance at end of period $ 499 $ 2,687 $ 386 $ 1,223 $ 556 $ 390 ________________ (a) Aside from what is presented in the table above, restructuring costs in the consolidated statements of operations for the years ended December 31, 2020, 2019, and 2018 include: (i) $1.1 million, $0.2 million, and $0.4 million, respectively, of ongoing lease costs related to the Company's strategic reduction in its real estate footprint which are included as operating lease liabilities - current and non-current in our consolidated balance sheets, and (ii) $0.5 million of other costs for the year ended December 31, 2018. Other costs were immaterial for the years ended December 31, 2020 and 2019. In addition, the year ended December 31, 2020 includes $0.2 million of legal entity reorganization costs. 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 maintains valuation allowances when it is more likely than not that all or a portion of a deferred tax asset will not be realized. In determining whether a valuation allowance is warranted, the Company evaluates factors such as prior earnings history, expected future earnings, carryback and carryforward periods |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company's revenues from customer contracts are generated from temporary staffing services and other services. Revenue is disaggregated by segment in the following table. See Note 2 - Summary of Significant Accounting Policies. Year Ended December 31, 2020 Nurse Physician Search Total Segments (amounts in thousands) Temporary Staffing Services $ 740,441 $ 64,819 $ — $ 805,260 Other Services 17,508 3,115 10,534 31,157 Total $ 757,949 $ 67,934 $ 10,534 $ 836,417 Year Ended December 31, 2019 Nurse Physician Search Total Segments (amounts in thousands) Temporary Staffing Services $ 720,393 $ 70,261 $ — $ 790,654 Other Services 12,422 4,344 14,804 31,570 Total $ 732,815 $ 74,605 $ 14,804 $ 822,224 Year Ended December 31, 2018 Nurse Physician Search Total Segments (amounts in thousands) Temporary Staffing Services $ 705,469 $ 76,979 $ — $ 782,448 Other Services 13,144 5,326 15,566 34,036 Total $ 718,613 $ 82,305 $ 15,566 $ 816,484 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions American Personnel On December 1, 2018, the Company completed the acquisition of American Personnel, Inc. (AP Staffing) for a total purchase price of $2.0 million, subject to a net working capital adjustment. The Company assigned a total of $0.4 million to 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 $0.7 million was recorded as goodwill, which is not deductible for tax purposes since this was a stock acquisition. Associated acquisition-related costs incurred were $0.2 million and have been included in acquisition and integration costs in the consolidated statements of operations for the year ended December 31, 2018. The acquisition was deemed immaterial and has been accounted for in accordance with the Business Combinations Topic of the FASB ASC, using the acquisition method of accounting. AP Staffing's results of operations are included in the consolidated statements of operations since its date of acquisition. Advantage Effective July 1, 2017, the Company acquired all of the assets of Advantage RN, LLC and its subsidiaries (collectively, Advantage) for cash consideration of $86.6 million, net of cash acquired of $2.8 million. The total purchase price of $88.0 million was subject to a net working capital reduction of $0.6 million at the closing and an additional $0.8 million was received during the third quarter of 2017 as the final adjustment for net working capital. Additionally, $0.6 million of the purchase price was deferred as of the closing and was due to the seller within 20 months, less any COBRA and healthcare payments incurred by the Company on behalf of the seller. The Company incurred approximately $0.5 million in COBRA expenses since the Advantage acquisition and, in February 2019, released to the seller the remaining liability of $0.1 million. Included in the amount paid at closing were two escrow accounts, the first was $14.5 million which related to tax liabilities and the second was $7.5 million which was to cover any post-close liabilities. On July 28, 2017, $7.3 million related to the tax liabilities was released from escrow, leaving a balance of $7.2 million. On April 3, 2019, $4.3 million related to the tax liabilities was disbursed to pay taxes and the remaining $2.9 million was released from escrow to the seller. In the first quarter of 2019, $7.0 million related to the post-close liabilities was released from escrow, leaving a balance of $0.5 million to cover pending post-close liabilities. 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). In connection with the Mediscan acquisition, the Company assumed two contingent purchase price liabilities for a previously acquired business, one that was payable annually based on certain performance criteria for the years 2016 through 2019, and a second performance criteria related to 2019 payable in three equal installments. Payments related to the years 2016 through 2018 were limited to $0.3 million annually and the 2019 year was uncapped. During the years ended December 31, 2019 and 2018, the Company paid $0.3 million related to the years 2018 and 2017. In the first quarter of 2020, the total earnout amount related to both 2019 performance criterion of $7.4 million was determined, and the Company paid $0.1 million on the first earnout related to the |
Goodwill, Trade Names, and Othe
Goodwill, Trade Names, and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Trade Names, and Other Intangible Assets | Goodwill, Trade Names, and Other Intangible Assets The Company had the following acquired intangible assets: December 31, 2020 December 31, 2019 Gross Accumulated Net Gross Accumulated Net (amounts in thousands) Intangible assets subject to amortization: Databases $ 30,530 $ 15,322 $ 15,208 $ 30,530 $ 12,269 $ 18,261 Customer relationships 33,538 14,007 19,531 49,758 26,596 23,162 Non-compete agreements 304 212 92 320 161 159 Trade names — — — 4,500 1,125 3,375 Other intangible assets, net $ 64,372 $ 29,541 $ 34,831 $ 85,108 $ 40,151 $ 44,957 Intangible assets not subject to amortization: Trade names, indefinite-lived $ 5,900 $ 5,900 During 2020, fully amortized intangible assets of $15.0 million related to customer relationships and $4.5 million related to trade names, along with the related accumulated amortization, were removed from the table above. As of December 31, 2020, estimated annual amortization expense is as follows: Years Ending December 31: (amounts in thousands) 2021 $ 5,963 2022 5,933 2023 5,875 2024 5,238 2025 4,679 Thereafter 7,143 $ 34,831 The changes in the carrying amount of goodwill by segment are as follows: Nurse and Physician Search Total (amounts in thousands) Balances as of December 31, 2019 Aggregate goodwill acquired $ 346,130 $ 43,405 $ 21,750 $ 411,285 Sale of business — — (9,889) (9,889) Accumulated impairment loss (259,732) (40,598) — (300,330) Goodwill, net of impairment loss 86,398 2,807 11,861 101,066 Changes to aggregate goodwill in 2020 Impairment charges — — (10,142) (10,142) Reclassification of API goodwill 24 — (24) — Balances as of December 31, 2020 Aggregate goodwill acquired 346,130 43,405 21,750 411,285 Sale of business — — (9,889) (9,889) Accumulated impairment loss (259,732) (40,598) (10,142) (310,472) Reclassification of API goodwill 24 — (24) — Goodwill, net of impairment loss $ 86,422 $ 2,807 $ 1,695 $ 90,924 Goodwill, Trade Names, and Other Intangible Assets Impairment The Company tests reporting units’ goodwill and intangible assets with indefinite lives for impairment annually during the fourth quarter and more frequently if impairment indicators exist. The Company performs quarterly qualitative assessments of significant events and circumstances such as reporting units’ historical and current results, assumptions regarding future performance, strategic initiatives and overall economic factors, including COVID-19, and macro-economic developments, to determine the existence of potential indicators of impairment and assess if it is more likely than not that the fair value of reporting units or intangible assets is less than their carrying value. If indicators of impairments are identified a quantitative impairment test is performed. The Company performed its annual quantitative impairment test of goodwill and its indefinite-lived trade name as of October 1, 2020 and determined that the estimated fair value of its reporting units and its indefinite-lived trade name exceeded their respective carrying values. During the second quarter of 2020, due to the increased negative impact and continuing uncertainty of the COVID-19 pandemic on the business, all reporting units were quantitatively tested. For the Nurse and Allied Staffing and Physician Staffing reporting units, no impairment was identified as the fair value was substantially in excess of the carrying amount of goodwill. The Search reporting unit under-performed relative to management’s expectations in the second quarter of 2020. The lower than expected revenue was driven by: (i) the cancellation or postponement of a significant number of working searches, (ii) the decision to delay the hiring of new revenue producers, and (iii) the loss of customers, which were mostly related to the negative impacts of COVID-19. As a result, the quantitative testing of the Search reporting unit resulted in impairment charges of $10.2 million for its goodwill and $0.3 million for its customer relationships. In order to determine the fair value of the Search reporting unit, the Company used a combination of an income and market approach. The weighting was based on the specific characteristics, risks, and uncertainties of the Search reporting unit. The discounted cash flow that served as the primary basis for the income approach was based on the Company’s discrete financial forecast of revenue, gross profit margins, operating costs, and cash flows. The Company also considered estimated future results, economic and market conditions including the timing and duration of COVID-19, as well as the impact of planned business and operational strategies which impacted management's estimates of future cash flows, the discount rate, and the estimated long-term growth rate used in the discounted cash flow model. Assumptions used in the market approach were derived including an analysis of a range of valuation multiples of comparable public companies. Impairment charges on the consolidated statements of operations include impairment of $10.7 million related to goodwill and other intangible assets and $5.5 million related to right-of-use assets and related property and equipment, and totaled $16.2 million for the year ended December 31, 2020. As part of evolving its go-to-market strategy, in the second quarter of 2019, the Company began eliminating certain brands across all of its segments. The Company’s rebranding efforts resulted in a $14.5 million write-off of indefinite-lived trade names related to its Nurse and Allied Staffing business segment, which is presented within impairment charges in the consolidated statements of operations for the year ended December 31, 2019. The Company performed its annual quantitative impairment test of goodwill and its indefinite-lived trade name as of October 1, 2019, and determined that the estimated fair value of its reporting units and its indefinite-lived trade name exceeded their respective carrying values. The Company performed its annual quantitative impairment test of goodwill and other indefinite-lived intangible assets as of October 1, 2018. Upon completion of the impairment testing, it was determined that the estimated fair value of the Physician Staffing reporting unit’s trade name was less than its carrying amount resulting in impairment. For its goodwill impairment testing, with the exception of its Physician Staffing reporting unit, the estimated fair value of its reporting units exceeded their respective carrying values. Projections of revenue, operating costs, and expected cash flows of each reporting unit are inputs into the quantitative testing for goodwill and intangible assets. The Company reduced its long-term revenue forecast for the Physician Staffing business segment in the fourth quarter of 2018. The lower than expected revenue was driven by lower booking volumes, partly due to the loss of customers. In addition, margins of the reporting unit were negatively impacted from continued investments in the business. As a result, during the fourth quarter of 2018 the Company recorded impairment charges of $5.2 million related to its trade name and $17.2 million related to goodwill during the fourth quarter. Although management believes that the Company's current estimates and assumptions utilized in its quantitative testing are reasonable and supportable, including its assumptions on the impact and timing related to COVID-19, there can be no assurance that the estimates and assumptions management used for purposes of its qualitative assessment as of December 31, 2020 will prove to be accurate predictions of future performance. Intangible Asset Amortization In connection with its rebranding efforts, the Company made a decision at the end of 2019 to phase out a trade name by the end of 2020, which as of December 31, 2019 would have been recognized over a weighted average life of 7.5 years. In connection with this decision, the Company expected accelerated amortization related to the trade name of $2.9 million throughout 2020. In the second quarter of 2020, the Company further accelerated its rebranding plan and shortened the estimated remaining life of the trade name. Total accelerated amortization resulting from the changes in the estimated remaining life of the trade name was $3.1 million, or $0.09 per share, for the year ended December 31, 2020. In addition, during the year ended December 31, 2019, the amortization of certain finite-lived trade names was accelerated, which resulted in additional amortization expense related to the Company's Nurse and Allied Staffing and Physician Staffing segments of $2.1 million and $0.8 million, respectively, which impacted the net (loss) income per share attributable to common shareholders of $0.08. If the Company had not accelerated the amortization, it would have been recognized over a weighted average life of 7.8 years. The life of the Physician Staffing trade name had been reclassified from indefinite-lived to definite-lived in 2018, as noted below. During the impairment testing as of October 1, 2018, the Company reassessed the Physician Staffing brand's indefinite-life classification and determined it had characteristics that indicated a definite-life assignment was more appropriate. Effective October 1, 2018, the trade name, with a carrying value of $1.1 million after impairment charges, that was previously assigned |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment The Company's property and equipment consists of the following: December 31, Useful Lives 2020 2019 (amounts in thousands) Computer equipment 3-5 years $ 3,644 $ 6,070 Computer software 3-10 years 17,416 16,225 Office equipment 5-7 years 933 1,065 Furniture and fixtures 5-7 years 2,528 4,101 Construction in progress (a) (b) 473 1,187 Leasehold improvements (b) 4,370 6,460 29,364 35,108 Less accumulated depreciation and amortization (17,013) (23,276) $ 12,351 $ 11,832 _______________ (a) Primarily related to software development. (b) See Note 2 – Summary of Significant Accounting Policies. |
Balance Sheet Details
Balance Sheet Details | 12 Months Ended |
Dec. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | Balance Sheet Details December 31, 2020 2019 (amounts in thousands) Insurance recovery receivable: Insurance recovery for health claims $ 369 $ 724 Insurance recovery for workers’ compensation claims 2,629 2,513 Insurance recovery for professional liability claims 1,700 1,774 $ 4,698 $ 5,011 Other non-current assets: Insurance recovery for workers’ compensation claims $ 5,352 $ 5,317 Insurance recovery for professional liability claims 7,763 8,695 Non-current security deposits 786 969 Non-current income tax receivable — 261 Deferred compensation assets 1,156 830 Net debt issuance costs 1,063 1,252 Finance lease right-of-use assets 102 148 Cloud computing asset 3,187 826 $ 19,409 $ 18,298 Accrued compensation and benefits: Salaries and payroll taxes $ 13,131 $ 13,270 Accrual for bonuses and commissions 7,705 3,566 Accrual for workers’ compensation claims 7,670 7,219 Accrual for professional liability claims 2,499 2,660 Accrual for healthcare claims 3,926 3,610 Accrual for vacation 609 982 $ 35,540 $ 31,307 Long-term accrued claims: Accrual for workers’ compensation claims $ 12,692 $ 12,454 Accrual for professional liability claims 12,720 14,484 $ 25,412 $ 26,938 Other long-term liabilities: Restructuring $ 2,082 $ 1,012 Deferred compensation $ 2,475 $ 2,216 Long-term note payable 2,426 — Long-term unrecognized tax benefits 951 701 Other 61 108 $ 7,995 $ 4,037 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt 2019 ABL Credit Agreement Effective October 25, 2019, the Company terminated its commitments under its prior senior credit facility entered into in August 2017 (described below) and entered into an ABL Credit Agreement (Loan Agreement), by and among the Company and certain of its domestic subsidiaries, as borrowers or guarantors, Wells Fargo, PNC Bank N.A., as well as other Lenders (as defined) from time to time parties thereto. The Loan Agreement provided for a five-year revolving senior secured asset-based credit facility (ABL) in the aggregate principal amount of up to $120.0 million (as described below), including a sublimit for swing loans up to $15.0 million and a $35.0 million sublimit for standby letters of credit. On June 30, 2020, the Company amended its Loan Agreement, which increased the current aggregate committed size of the ABL from $120.0 million to $130.0 million. All other terms, conditions, covenants, and pricing of the Loan Agreement remain the same. The amendment was treated as a modification of debt and, as a result, the associated immaterial fees and costs were included in debt issuance costs and will be amortized ratably over the remaining term of the agreement. Availability of the ABL commitments is subject to a borrowing base of up to 85% of secured eligible accounts receivable, subject to adjustment at certain quality levels, plus an amount of supplemental availability, and reducing over time in accordance with the terms of the Loan Agreement, minus customary reserves, and subject to customary adjustments. Revolving loans and letters of credit issued under the Loan Agreement reduce availability under the ABL on a dollar-for-dollar basis. Availability under the ABL will be used for general corporate purposes. Additionally, the facility contains a provision to increase the aggregate committed size of the facility to $150.0 million. At December 31, 2020, availability under the ABL was $125.5 million and the Company had $53.4 million of borrowings drawn, as well as $18.5 million of letters of credit outstanding related to workers' compensation and professional liability policies (see Note 2 - Summary of Significant Accounting Policies), leaving $53.6 million available for borrowing. The balances drawn are presented as revolving credit facility on the consolidated balance sheets and as of December 31, 2020 and December 31, 2019 had a weighted average interest rate of 2.73% and 4.23%, respectively. The initial amounts drawn on the ABL included funds to repay the Company’s then outstanding borrowings of $75.4 million under its August 2017 Credit Facility and $1.3 million for the payment of fees, expenses, and accrued interest, as well as to backstop $21.2 million for outstanding letters of credit. The refinancing was treated as an extinguishment of debt, and, as a result, the Company wrote-off debt issuance costs of approximately $1.4 million in the fourth quarter of 2019, which is included with loss on early extinguishment of debt in the consolidated statements of operations. As of December 31, 2020, the interest rate spreads and fees under the Loan Agreement were based on LIBOR plus 2.00% for the revolving portion of the borrowing base and LIBOR plus 4.00% on the Supplemental Availability. The Base Rate (as defined by the Loan Agreement) margins would have been 1.00% and 3.00%, respectively, for the revolving portion and Supplemental Availability, respectively. The LIBOR and Base Rate margins are subject to monthly pricing adjustments, pursuant to a pricing matrix based on the Company’s excess availability under the revolving credit facility. In addition, the facility is subject to an unused line fee, letter of credit fees, and an administrative fee. The unused line fee is 0.375% of the average daily unused portion of the revolving credit facility. The Loan Agreement contains various restrictions and covenants applicable to the Company and its subsidiaries, including a covenant to maintain a minimum fixed charge coverage ratio. The Company was in compliance with this covenant as of December 31, 2020. Obligations under the ABL are secured by substantially all the assets of the borrowers and guarantors, subject to customary exceptions. The Loan Agreement also contains customary events of default. If an event of default under the Loan Agreement occurs and remains uncured, then the administrative agent or the requisite lenders may declare any outstanding obligations to be immediately due and payable. In addition, if the Company or any of its subsidiaries becomes the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency or similar law, then any outstanding obligations under the Loan Agreement will automatically become due and payable. Prior Senior Credit Facility The Company had a prior senior credit facility that included a revolver and term loan. The term loan was payable in quarterly installments, and the Company had the right at any time to prepay borrowings, in whole or in part, without premium or penalty. During the years ended December 31, 2019 and 2018, the Company made optional prepayments of $12.5 million and $10.0 million, respectively, on the term loan. On October 30, 2018, the Company amended its prior senior credit facility that, among other administrative and clarifying changes, modified the financial covenants. Fees paid in connection with the amendment were $0.3 million, of which a portion was classified as deferred issuance costs. Also, in both the first and third quarters of 2019, the Company amended its prior senior credit facility to reduce the commitment under the revolving credit facility, among other changes. Each of the amendments were treated as modifications and the fees of $0.7 million paid to its lenders were classified as debt issuance costs. As a result of the reduction in borrowing capacity under the revolving credit facility, as well as the reduction in the term loan due to early prepayments, debt issuance costs of $0.5 million were written off in the year ended December 31, 2019, and an immaterial amount was written off in the year ended December 31, 2018. The write-offs of debt issuance costs were included as loss on early extinguishment of debt in the consolidated statements of operations. In the third quarter of 2019, in contemplation of entering into the Loan Agreement, the Company terminated its interest rate swap agreement associated with its prior senior credit facility by making a cash payment of $1.3 million. As the interest payments related to the swap were no longer expected to occur, the unrealized amount of loss that had accumulated in other comprehensive loss was recognized, resulting in a $1.3 million loss on derivative in the third quarter of 2019. See Note 9 - Derivative. Note Payable On October 30, 2015, in connection with the Mediscan acquisition, the Company assumed two contingent purchase price liabilities for a previously acquired business, one that was payable annually based on certain performance criteria for the years 2016 through 2019, and a second performance criterion related to 2019 payable in three equal installments. In the first quarter of 2020, the total earnout amount related to both 2019 performance criteria of $7.4 million was determined, and the Company paid $0.1 million on the first earnout related to the year 2019. The remaining $7.3 million, related to the second earnout, was converted to a subordinated promissory note payable. As of December 31, 2020, the current portion of the note payable in the amount of $2.4 million is included in other current liabilities and the long-term portion of $2.5 million is included in other long-term liabilities on the consolidated balance sheets. See Note 4 - Acquisitions. |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | In March 2018, the Company entered into an interest rate swap agreement, with an effective date of April 2, 2018 and termination date of August 1, 2022. No initial investments were made to enter into the agreement. The interest rate swap agreement required the Company to pay a fixed rate to the respective counterparty of 2.627% per annum on an amortizing notional amount beginning at $48.8 million (corresponding with the initial term loan payment schedule), and to receive from the respective counterparty, interest payments based on the applicable notional amounts and 1 month USD LIBOR, with no exchanges of notional amounts. At initiation, the interest rate swap effectively fixed the interest rate on 50% of the amortizing balance of the Company’s term debt, exclusive of the credit spread on the debt. The Company anticipated entering into the asset-based credit facility that closed in October 2019. In contemplation of that, the Company terminated its interest rate swap agreement by making a cash payment of $1.3 million on September 26, 2019, which is included in net cash provided by operating activities in the consolidated statements of cash flows. As the forecasted interest payments related to the swap were no longer expected to occur, the unrealized amount of loss that had accumulated in other |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases The Company's lease population of its right-of-use asset and lease liabilities under the Leases Topic of the FASB ASC is substantially related to the rental of office space. The Company enters into lease agreements as lessee for the rental of office space for both its corporate and branch locations that may include options to extend or terminate early. Many of these real estate leases require variable payments of property taxes, insurance, and common area maintenance, in addition to base rent. Certain of the leases have provisions for free rent months during the lease term and/or escalating rent payments and, particularly for the Company’s longer-term leases for its corporate offices, it has received incentives to enter into the leases such as receiving up to a specified dollar amount to construct tenant improvements. These leases do not include residual value guarantees, covenants, or other restrictions. See Note 2 - Summary of Significant Accounting Policies. During the year ended December 31, 2020, in connection with the continuing developments from COVID-19, the Company expedited restructuring plans and either reduced or fully vacated leased office space. The Company is in the process of seeking to sublet some of the space where possible. The decision and change in the use of space resulted in a right-of-use asset impairment charge of $4.5 million . This loss was determined by comparing the fair value of the impacted right-of-use assets to the carrying value of the assets as of the impairment measurement date, in accordance with the Property, Plant and Equipment Topic of the FASB ASC. The fair value of the right-of-use assets was based on the estimated sublease income for the space taking into consideration the time period it will take to obtain a subtenant, the applicable discount rate, and the sublease rate. The Company wrote off a total of $1.0 million of leasehold improvements and other property and equipment related to these locations. The measurement of the right-of-use asset impairments, using the assumptions described, is a Level 3 fair value measurement. Similarly, in the third quarter of 2019, the Company ceased use of several facilities which resulted in a right-of-use asset impairment charge of $1.2 million, included in impairment charges in the consolidated statements of operations. The Company also wrote off $0.6 million of leasehold improvements and other property and equipment related to these locations. The table below presents the lease-related assets and liabilities included in the consolidated balance sheets: Classification on Consolidated Balance Sheets: December 31, 2020 December 31, 2019 (amounts in thousands) Operating lease right-of-use assets $ 10,447 $ 16,964 Operating lease liabilities - current $ 4,509 $ 4,878 Operating lease liabilities - non-current $ 15,234 $ 19,070 December 31, 2020 December 31, 2019 Weighted-average remaining lease term 4.1 years 4.7 years Weighted average discount rate 6.32 % 6.26 % The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities (which do not include short-term leases) recorded in the consolidated balance sheets as of December 31, 2020: Years Ending December 31: (amounts in thousands) 2021 $ 5,612 2022 5,456 2023 5,048 2024 3,688 2025 2,717 Total minimum lease payments 22,521 Less: amount of lease payments representing interest (2,778) Present value of future minimum lease payments 19,743 Less: operating lease liabilities - current (4,509) Operating lease liabilities - non-current $ 15,234 Other Information The table below provides information regarding supplemental cash flows: Year Ended December 31, 2020 December 31, 2019 (amounts in thousands) Supplemental Cash Flow Information: Cash paid for amounts included in the measurement of operating lease liabilities $ 7,111 $ 7,477 Right-of-use assets acquired under operating lease $ 1,587 $ 1,229 The components of lease expense are as follows: Year Ended December 31, 2020 December 31, 2019 (amounts in thousands) Amounts Included in Consolidated Statements of Operations: Operating lease expense $ 4,874 $ 6,592 Short-term lease expense $ 5,217 $ 8,042 Variable and other lease costs $ 1,919 $ 2,446 Operating lease expense, short-term lease expense, and variable and other lease costs are included in selling, general and administrative expenses, direct operating expenses, and restructuring costs in the consolidated statements of operations, depending on the nature of the leased asset. Operating lease expense is reported net of sublease income, which is not material. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
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. This 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: The Company’s financial assets/liabilities required to be measured on a recurring basis were its: (i) deferred compensation asset included in other non-current assets; (ii) deferred compensation liability included in other long-term liabilities; and (iii) contingent consideration liabilities included as other current liabilities and contingent consideration on its consolidated balance sheets. Deferred compensation —The Company utilizes Level 1 inputs to value its deferred compensation assets and liabilities. The Company’s deferred compensation assets and liabilities are measured using publicly available indices, as per the plan documents. Contingent consideration liabilities —Potential earnout payments related to the acquisition of Mediscan were contingent upon meeting certain performance requirements through 2019. As of December 31, 2019, the long-term portion of these liabilities has been included in contingent consideration, and the short-term portion is included in other current liabilities on the consolidated balance sheets. The Company utilized Level 3 inputs to value these contingent consideration liabilities as significant unobservable inputs were used in the calculation of their fair value. As of December 31, 2019, due to the end of the earnout period, the Company measured the fair value of the liability based on the expected payout related to its Mediscan acquisition. The estimated fair value of the Company’s financial assets and liabilities measured on a recurring basis is as follows: Fair Value Measurements December 31, 2020 December 31, 2019 Financial Assets: (amounts in thousands) (Level 1) Deferred compensation asset $ 1,156 $ 830 Financial Liabilities: (Level 1) Deferred compensation liability $ 2,475 $ 2,216 (Level 3) Contingent consideration liabilities $ — $ 7,300 The opening balances of contingent consideration liabilities are reconciled to the closing balances for fair value measurements of these liabilities categorized within Level 3 of the fair value hierarchy as follows: Contingent Consideration Liabilities (amounts in thousands) December 31, 2018 $ 7,689 Payments (279) Accretion expense 500 Valuation adjustment (610) December 31, 2019 7,300 Payments (100) Valuation adjustment 77 Reclassification to other current and long-term liabilities (7,277) December 31, 2020 $ — Items Measured at Fair Value on a Non-recurring Basis: The Company's non-financial assets, such as goodwill, trade names, other intangible assets, right-of-use assets, and property and equipment, are measured at fair value when there is an indicator of impairment and are recorded at fair value only when an impairment charge is recognized. During 2020, the Company recorded a customer list impairment charge related to the Nurse and Allied Staffing reporting unit, impairment charges to goodwill and other intangible assets related to the Search reporting unit, and impairment to right-of-use assets along with related property and equipment in connection with leases that were vacated during the year. During 2019, the Company recorded impairment charges to trade names related to the Nurse and Allied Staffing reporting unit, and impairment to right-of-use assets along with leasehold improvements and other property and equipment in connection with leases that were vacated during the year. As of December 31, 2020 and 2019, these assets were recorded at fair value using Level 3 inputs. See Note 5 - Goodwill, Trade Names, and Other Intangible Assets and Note 10 - Leases for more information about these fair value measurements. Other Fair Value Disclosures: Financial instruments not measured or recorded at fair value in the consolidated balance sheets consist of cash and cash equivalents, accounts receivable, and accounts payable and accrued expenses. The estimated fair value of accounts receivable and accounts payable and accrued expenses approximate their carrying amount due to the short-term nature of these instruments. The Company’s note payable is included in other current and long-term liabilities on the consolidated balance sheets. Due to its relatively short-term nature, the carrying value of the note payable approximates its fair value. The carrying amount of the Company's ABL approximates fair value because the interest rates are variable and reflective of market rates. The carrying amounts and estimated fair value of the Company’s significant financial instruments that were not measured at fair value are as follows: December 31, 2020 December 31, 2019 Carrying Fair Carrying Fair (amounts in thousands) Financial Liabilities: (Level 2) Note Payable $ 4,851 $ 4,851 $ — $ — Senior Secured Asset-Based Loan $ 53,408 $ 53,408 $ 70,974 $ 70,974 Concentration of Risk: See discussion of credit losses and allowance for doubtful accounts in Note 2 - Summary of Significant Accounting Policies. 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, 2020 | |
Retirement Benefits [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 were $0.5 million, $1.1 million, and $0.8 million for the years ended December 31, 2020, 2019, and 2018, respectively. 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 maintains a 2003 Deferred Compensation Plan and a 2017 Nonqualified Deferred Compensation Plan, each an unfunded non-qualified deferred compensation arrangement, intended to comply with Section 409A of the Internal Revenue Code of 1986, as amended, or the Code. Under the deferred compensation plans, certain designated key employees may elect to defer the receipt of a portion of their annual base salary, bonus and commission to the deferred compensation plans. Generally, payments under the deferred compensation plans automatically commence upon a participant’s retirement, termination of employment, or death during employment. Under certain circumstances described in the deferred compensation plans, participants may receive distributions during employment. In connection with the 2017 Deferred Compensation Plan, the Company elected to invest in amounts consistent with the participants' choices of allocations to funds. Participants of the deferred compensation plans are the Company’s unsecured general creditors with respect to the deferred compensation plan benefits. The liability for the deferred compensation is included in other long-term liabilities in the consolidated balance sheets and was $2.5 million and $2.2 million at December 31, 2020 and 2019, respectively. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Contingencies Legal Proceedings From time to time, the Company is involved in various litigation, claims, investigations, and other proceedings that arise in the ordinary course of its business. These matters primarily relate to employee-related matters that include individual and collective claims, professional liability, tax, and payroll practices. The Company establishes reserves when available information indicates that a loss is probable and an amount or range of loss can be reasonably estimated. For these matters, the Company has established a liability of $1.0 million as of December 31, 2020. These assessments are performed at least quarterly and are based on the information available to management at the time and involve a significant management judgment to determine the probability and estimated amount of potential losses, if any. Based on the available information considered in its reviews, the Company adjusts its loss contingency accruals and its disclosures as may be required. Actual outcomes or losses may differ materially from those estimated by the Company's current assessments, including available insurance recoveries, which would impact the Company's profitability. Adverse developments in existing litigation claims or legal proceedings involving the Company or new claims could require management to establish or increase litigation reserves or enter into unfavorable settlements or satisfy judgments for monetary damages for amounts in excess of current reserves, which could adversely affect the Company's financial results. In the second quarter of 2019, the Company recorded $1.6 million in legal settlement charges related to the resolution of a medical malpractice lawsuit, as well as a 2019 California wage and hour class action settlement agreement. In October 2019, the Company received a grand jury subpoena directed to Advantage On Call whose assets were purchased by Cross Country Healthcare, Inc. in 2017. The subpoena relates to an investigation of healthcare staffing services. The Company has communicated with authorities, provided requested documents, and continues to cooperate with the investigation. The Company believes the outcome of any outstanding loss contingencies as of December 31, 2020 will not have a material adverse effect on its business, financial condition, results of operations, or cash flows. Sales and Other State Non-income Tax Liabilities |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the Company's loss before income taxes are as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) United States $ (12,998) $ (24,783) $ (18,619) Foreign 668 572 424 Loss before income taxes $ (12,330) $ (24,211) $ (18,195) The components of the Company’s income tax (benefit) expense are as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Current: Federal $ 25 $ (35) $ 43 State 600 499 620 Foreign 119 109 269 Total 744 573 932 Deferred: Federal (138) 17,406 (2,137) State (818) 13,799 (1,277) Foreign 24 (46) 4 Total (932) 31,159 (3,410) Income tax (benefit) expense $ (188) $ 31,732 $ (2,478) Deferred income taxes reflect the Company's 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, 2020 2019 (amounts in thousands) Deferred Tax Assets: Accrued other and prepaid expenses $ 1,600 $ 1,557 Allowance for doubtful accounts 909 624 Intangible assets 27,036 28,889 Net operating loss carryforwards 20,536 19,796 Accrued professional liability claims 1,525 1,794 Accrued workers’ compensation claims 3,015 2,839 Share-based compensation 721 381 Operating lease liabilities 4,871 6,108 Credit carryforwards 188 188 Other — 128 Gross deferred tax assets 60,401 62,304 Valuation allowance (37,472) (37,345) 22,929 24,959 Deferred Tax Liabilities: Depreciation (1,077) (224) Indefinite-lived intangibles (25,546) (27,609) Operating lease right-of-use assets (2,499) (4,312) Tax on unrepatriated earnings (361) (337) Other (38) — (29,521) (32,482) Net deferred taxes $ (6,592) $ (7,523) As of June 30, 2019, the Company assessed the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit realization of its existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended June 30, 2019. On the basis of all evidence evaluated as of June 30, 2019, the Company recorded an additional valuation allowance of $36.0 million ($35.8 million of which was recorded as income tax expense and $0.2 million as a reduction of other comprehensive income) to reduce the portion of the deferred tax asset that is not more likely than not to be realized. As of December 31, 2020, the Company maintained a valuation allowance of $37.5 million. For the year ended December 31, 2018, the Company maintained a valuation allowance of $1.2 million on a portion of state net operating losses not more likely than not realizable. As of December 31, 2020, the Company had approximately $88.6 million and $136.8 million of federal and state net operating loss carryforwards, respectively, and an immaterial amount of foreign net operating loss carryforwards. The net operating losses expire as follows: federal between 2032 and 2040, state between 2021 and 2040, and foreign between 2021 and 2025. As a result of the 2017 Tax Act, federal and certain state net operating losses generated in 2020, 2019, and 2018 carry forward indefinitely. 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, 2020 2019 (b) 2018 (b) (amounts in thousands) Tax at U.S. statutory rate $ (2,589) $ (5,084) $ (3,821) State taxes, net of federal benefit 135 (554) (543) Noncontrolling interest (172) (372) (252) Non-deductible items (a) 544 562 564 Foreign tax expense (benefit) 1 (58) 180 Valuation allowances 117 36,224 — Uncertain tax positions 1,110 400 1,629 Officers' compensation 621 418 148 Return to provision 87 2 (458) Other (42) 194 75 Income tax (benefit) expense $ (188) $ 31,732 $ (2,478) ________________ (a) Includes non-deductible meals and incidentals and other miscellaneous non-deductible items. (b) Certain amounts in prior periods were reclassified to accommodate additional line items reflecting material activity in the year ended December 31, 2020. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Balance at January 1 $ 5,792 $ 5,412 $ 3,807 Additions based on tax positions related to the current year 974 1,283 1,401 Additions (reductions) based on tax positions related to prior years 125 (498) 204 Reductions as a result of a lapse of applicable statute of limitations — (405) — Balance at December 31 $ 6,891 $ 5,792 $ 5,412 Short-term unrecognized tax benefits are included in other current liabilities in the consolidated balance sheets and were immaterial as of December 31, 2018. There were no short-term unrecognized tax benefits as of December 31, 2020 or 2019. Long-term unrecognized tax benefits are included in other long-term liabilities in the consolidated balance sheets and were $1.0 million, $0.7 million, and $0.6 million as of December 31, 2020, 2019, and 2018, respectively. See Note 7 - Balance Sheet Details. As of December 31, 2020, 2019, and 2018, the Company had unrecognized tax benefits, which would affect the effective tax rate if recognized, of $7.1 million, $6.0 million, and $5.6 million, respectively. The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes. During the years ended December 31, 2020, 2019, and 2018, interest and penalties were immaterial. The Company has accrued $0.3 million for the payment of interest and penalties at December 31, 2020, 2019 and 2018. Tax years 2012 through 2019 remain open to examination by certain taxing jurisdictions to which the Company is subject to tax. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stock Repurchase Program Under an authorized share repurchase program, during the year ended December 31, 2018, the Company repurchased and retired 432,439 shares of its Common Stock for $5.0 million, at an average market price of $11.54 per share. During the years ended December 31, 2020 and 2019, the Company did not repurchase any shares of its Common Stock under this program. As of December 31, 2020, the Company has 510,004 shares of Common Stock under the current share repurchase program available to repurchase, subject to certain conditions in the ABL Credit Agreement. The Company may repurchase up to an aggregate amount not to exceed $5.0 million in any fiscal year, or an unlimited amount if the Company meets certain conditions as described in its ABL Credit Agreement. Share-Based Payments On May 19, 2020, the Company's shareholders approved the Cross Country Healthcare, Inc. 2020 Omnibus Incentive Plan (2020 Plan), which replaced the 2017 Omnibus Incentive Plan (2017 Plan), and applies to awards granted after May 19, 2020. The remaining shares available for grant under the 2017 Plan were cancelled and no further awards will be granted under that plan. The 2020 Plan generally mirrors the terms of the 2017 Plan, and includes the following provisions: (i) an aggregate share reserve of 3,000,000 shares; (2) annual dollar and share limits of awards granted to employees and consultants, as well as non-employee directors, based on type of award; (3) awards granted generally will be subject to a minimum one-year vesting schedule; and (4) awards may be granted under the 2020 Plan until March 24, 2030. The Company's 2017 Plan and 2020 Plan (Plans) provide for the issuance of stock options, stock appreciation rights, restricted stock, performance shares, and 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 Plans, to eligible employees, consultants and non-employee Directors. The Plans include Section 162(m) performance goals so that certain incentive awards granted to certain executive officers of the Company may qualify as exempt performance-based compensation. However, Section 162(m) of the Internal Revenue Code updated in conjunction with the 2017 Tax Act in November 2018 limits a publicly-held corporation’s federal tax deduction for compensation paid to “covered employees” to $1.0 million per year, for non-performance and performance shares. Restricted stock awards granted under the Company’s Plans 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 year period ending on the anniversary date of the grant, and vesting is subject to the employee's continuing employment. There is no partial vesting and any unvested portion is forfeited. Pursuant to the Plans, the number of target shares that are issued for performance-based stock awards are determined based on the level of attainment of the targets. The following table summarizes restricted stock awards and performance stock awards activity issued under the 2017 Plan and the 2020 Plan for the year ended December 31, 2020: Restricted Stock Awards Performance Stock Awards Number of Weighted Number of Target Weighted Unvested restricted stock awards, January 1, 2020 996,794 $ 8.54 364,557 $ 9.66 Granted 829,023 $ 6.65 286,415 $ 6.74 Vested (404,478) $ 8.81 — $ — Forfeited (75,520) $ 7.71 (102,821) $ 12.32 Unvested restricted stock awards, December 31, 2020 1,345,819 $ 7.04 548,151 $ 7.64 Awards granted to non-employee directors under the 2017 Plan prior to the June 2020 grant vest in three equal installments on the first, second and third anniversaries of the grant date, while restricted shares granted under the 2020 Plan in June 2020 will vest on the first anniversary of such grant date, or earlier subject to retirement eligibility. In addition, effective in the three months ended June 30, 2020, the Company implemented modified guidelines that provide for accelerated vesting of restricted stock grants on the last date of service when a retirement-eligible director retires. On March 31, 2020, 2019, and 2018, the Company awarded performance stock awards totaling 286,415, 192,939, and 238,328, respectively. If the minimum level of performance is attained for the 2020, 2019, and 2018 awards, restricted stock will be issued with a vesting date of March 31, 2023, 2022, and 2021, respectively. The level of attainment will be certified within 30 days of the vest date. During the first quarter of 2020, it was determined that the performance stock awards that were granted in 2017 were not earned and, accordingly, those shares were forfeited. As of December 31, 2020, the Company had approximately $5.6 million 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 1.72 years. The fair value of shares vested was approximately $2.7 million, $2.6 million, and $2.5 million for the years ended December 31, 2020, 2019, and 2018, respectively. As of December 31, 2020, the Company had approximately $1.1 million 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 1.57 years, the remaining service period. The fair value of shares vested was $0.5 million for the year ended December 31, 2018. No shares vested for the years ended December 31, 2020 and 2019. During the years ended December 31, 2020, 2019, and 2018, the Company did not issue stock options or stock appreciation rights. The following table represents information about stock options and stock appreciation rights exercised in each year. Year Ended December 31, 2020 2019 2018 (amounts in thousands) Total intrinsic value of options exercised $ 1 $ 130 $ 234 The stock appreciation rights could only be settled with stock or cash, at the discretion of the Committee. The stock appreciation rights vested 25% per year over a 4 year period and expired after 7 years. The Company’s policy was 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 were settled with stock. The Company recorded 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. 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 (issued under the 2014 Plan and the 1999 Plan) for the year ended December 31, 2020: Number of Shares Option Price Weighted Weighted- Aggregate Share options outstanding, January 1, 2020 8,000 5.21 $5.21 Granted — — — Exercised (1,000) $5.21 $5.21 Forfeited/expired (7,000) $5.21 $5.21 Share options outstanding and exercisable, December 31, 2020 — $— $— — $ — As of December 31, 2020, the Company did not have any share options outstanding. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2020 | |
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 the basic and diluted earnings per share: Year Ended December 31, 2020 2019 2018 (amounts in thousands, except per share data) Numerator: Net loss attributable to common shareholders - Basic and Diluted $ (12,962) $ (57,713) $ (16,951) Denominator: Weighted average common shares - Basic 36,088 35,815 35,657 Effective of diluted shares: Share-based awards — — — Weighted average common shares - Diluted 36,088 35,815 35,657 Net loss per share attributable to common shareholders - Basic and Diluted $ (0.36) $ (1.61) $ (0.48) For the years 2020, 2019, and 2018, no tax benefits were assumed for the potentially dilutive shares due to the Company's net operating loss position. 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, 2020 2019 2018 (amounts in thousands) Share-based awards 663 335 373 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Subsequent to the Company's acquisition of Mediscan on October 30, 2015, Mediscan continued to operate at premises owned, in part, by the founding members of Mediscan. The Company paid $0.3 million in rent expense for these premises in 2018. In the fourth quarter of 2018, the Company vacated the premises. The Company had a 68% ownership interest in Cross Country Talent Acquisition Group, LLC, a joint venture between the Company and a hospital system. The Company generated revenue providing staffing services to the hospital system of $16.0 million, $25.0 million, and $19.4 million in 2020, 2019, and 2018, respectively. At December 31, 2020 and 2019, the Company had a receivable balance of $1.7 million, and a payable balance of $0.2 million and $0.5 million, respectively. Effective December 31, 2020, the sole professional staffing services agreement held by its joint venture was terminated. The Company expects to dissolve Cross Country Talent Acquisition Group, LLC in the first quarter of 2021, at which time the Company will enter into a direct staffing agreement with the hospital system. The Company has entered into an arrangement for digital marketing services provided by a firm that is related to Mr. Clark, the Company's Co-Founder and Chief Executive Officer. Mr. Clark is a minority shareholder in the firm's parent company and is a member of the parent company's Board of Directors. Management believes the terms of the arrangement are equivalent to those prevailing in an arm's-length transaction and have been approved by the Company through its related party process. The digital marketing firm manages a limited number of digital publishers covering various Company brands for a monthly management fee. In 2020, the Company incurred $0.2 million in expenses related to these fees, and incurred an immaterial amount in expenses in 2019. At December 31, 2020 and 2019, the Company had no payable balance due to this entity. The Company provided services to entities which were affiliated with certain members of the Company’s Board of Directors through 2019, which it believes were conducted on terms equivalent to those prevailing in an arm's-length transaction. Revenue related to these transactions was immaterial in both 2019 and 2018. The Company had no accounts receivable due from these entities at December 31, 2019. In the first quarter of 2020, the Company entered into a note payable related to contingent consideration assumed as part of a prior period acquisition. The payees of the note are controlled by an employee of the sellers who remained with the Company. The note payable has a balance of $4.9 million at December 31, 2020. See Note 4 - Acquisitions. |
Segment Data
Segment Data | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Data | 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 Search. 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, recruiting, and value-added total talent solutions, including: temporary and permanent placement of travel and local branch-based nurse and allied professionals, MSP services, education healthcare services, and outsourcing services. Its clients include: public and private acute-care and non-acute care hospitals, government facilities, public schools and charter schools, outpatient clinics, ambulatory care facilities, physician practice groups, and many other healthcare providers throughout the U.S. • Physician Staffing - Physician Staffing provides physicians in many specialties, as well as certified registered nurse anesthetists, nurse practitioners, and physician assistants 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. • Search - Search includes retained and contingent search services for physicians, healthcare executives, and other healthcare professionals, as well as recruitment process outsourcing. The Company evaluates performance of each segment primarily based on revenue and contribution income. The Company defines contribution income as income or loss from operations before depreciation and amortization, acquisition and integration-related costs, restructuring costs, legal settlement charges, impairment charges, and corporate overhead. Contribution income is a financial measure used by the Company when assessing segment performance and is provided in accordance with the Segment Reporting Topic of the FASB ASC. The Company 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 loss from operations for the periods indicated are as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Revenues from services: Nurse and Allied Staffing $ 757,949 $ 732,815 $ 718,613 Physician Staffing 67,934 74,605 82,305 Search 10,534 14,804 15,566 $ 836,417 $ 822,224 $ 816,484 Contribution income (loss): Nurse and Allied Staffing $ 75,293 $ 64,353 $ 66,200 Physician Staffing 3,619 2,758 4,755 Search (1,124) (823) 763 77,788 66,288 71,718 Corporate overhead (a) 51,900 46,246 44,589 Depreciation and amortization 12,671 14,075 11,780 Acquisition and integration-related costs 77 201 3,048 Restructuring costs 6,052 3,571 2,758 Legal settlement charges — 1,600 — Impairment charges 16,248 16,306 22,423 Loss from operations $ (9,160) $ (15,711) $ (12,880) _______________ (a) Corporate overhead includes unallocated executive leadership and other centralized corporate functional support costs such as finance, IT, legal, human resources, and marketing, as well as public company expenses and corporate-wide projects (initiatives). In the second quarter of 2019, the Company merged its permanent search recruitment brands. As a result, for the year ended December 31, 2018 $1.7 million of revenue and $0.2 million of contribution income were reclassified from Nurse and Allied Staffing to Search to conform to the current period presentation. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The following tables contain selected unaudited statements of operations information for each quarter of 2020 and 2019. The following information reflects all normal recurring adjustments necessary for a fair presentation of the information for the periods presented. The operating results for any quarter are not necessarily indicative of results for any future period. First Second Third Fourth 2020 (amounts in thousands, except per share data) Revenue from services $ 210,064 $ 216,779 $ 193,968 $ 215,606 Gross profit (a) 49,603 50,734 48,003 54,392 Consolidated net (loss) income (1,768) (14,048) (1,148) 4,822 Net (loss) income attributable to common shareholders (2,089) (14,151) (1,334) 4,612 Net (loss) income per share attributable to common shareholders - Basic and Diluted (b) $ (0.06) $ (0.39) $ (0.04) $ 0.13 First Second Third Fourth 2019 (amounts in thousands, except per share data) Revenue from services $ 195,171 $ 202,757 $ 209,200 $ 215,096 Gross profit (a) 48,254 51,588 51,006 53,161 Consolidated net loss (1,376) (51,270) (2,697) (600) Net loss attributable to common shareholders (1,767) (51,674) (3,128) (1,144) Net loss per share attributable to common shareholders - Basic and Diluted (b) $ (0.05) $ (1.44) $ (0.09) $ (0.03) ________________ (a) Excludes depreciation and amortization. (b) The sum of the quarterly per share amounts may not equal amounts reported for year-to-date due to the effects of rounding and changes in the number of weighted average shares outstanding used in the calculation. The following items are the most significant items that impact the comparability and presentation of our consolidated data: • During the second and third quarters of 2020, the Company recorded impairment charges of $10.5 million and $0.2 million, respectively, related to goodwill and other intangible assets of the Search business, and during the second and third quarters, recorded $4.5 million and $0.9 million, respectively, related to ceasing use of certain leased properties. During the second and third quarters of 2019, the Company recorded non-cash impairment charges of $14.5 million related to the trade names of Nurse and Allied Staffing, and $1.8 million related to ceasing use of certain leased properties, respectively. See Note 5 - Goodwill, Trade Names, and Other Intangible Assets. • During the year ended December 31, 2019, the Company accelerated certain finite-lived trade names as part of a rebranding strategy. This resulted in additional amortization expense related to the Company's Nurse and Allied Staffing segment in the fourth quarter of $2.0 million, and in the second and third quarters, $0.5 million and $0.3 million, respectively, related to the Physician Staffing segment. Additional amortization expense of $0.7 million, $1.4 million, and $0.9 million, respectively, related to the Nurse and Allied Staffing segment was recorded in the first three quarters of 2020. • The Company incurred restructuring costs primarily comprised of employee termination costs, lease-related exit costs, and reorganization costs as part of planned cost savings initiatives. In the first quarter of 2020, the Company recorded expenses of $0.6 million, recorded expenses in the second and third quarters of $2.3 million, and recorded expenses of $0.9 million in the fourth quarter. The Company recorded expenses of $1.2 million, $1.6 million, and $0.7 million, respectively, in the first, third, and fourth quarters of 2019. • During the second, third, and fourth quarters of 2020, the Company recorded legal fees related to an ongoing legal matter outside the normal course of operations of $1.6 million, $0.8 million, and $0.6 million, respectively. During the second quarter of 2019, the Company recorded $1.6 million in legal settlement charges related to the resolution of a medical malpractice lawsuit and settlement of a wage and hour class action lawsuit. • During the fourth quarter of 2019, the Company wrote off debt issuance costs related to a reduction in borrowing capacity on its prior revolving credit facility and recognized a loss on early extinguishment of debt related to its refinancing of $1.5 million. See Note 8 - Debt. • The Company incurred applicant tracking system expenses related to its project to replace its legacy system supporting its travel nurse staffing business. In the first quarter of 2020, the Company recorded costs of $0.5 million, recorded costs in the second and third quarters of $0.4 million, and recorded costs of $0.7 million in the fourth quarter. In the first quarter of 2019, the Company recorded expenses of $1.1 million, and recorded costs in each of the remaining three quarters of $0.3 million. • Income tax expense recorded in the second quarter of 2019 includes $35.8 million of expense related to the establishment of valuation allowances on the Company's deferred tax assets. See Note 14 - Income Taxes. • The Company terminated an interest rate hedge related to its Term Loan, recording a loss in the third quarter of 2019 of $1.3 million. See Note 9 - Derivative. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2020 | |
SEC Schedule, 12-09, 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, 2020, 2019, AND 2018 Balance at Charged to Operations Write-Offs, Net of Recoveries Other Balance at (amounts in thousands) Allowances for Accounts Receivable Year Ended December 31, 2020 $ 3,219 $ 4,269 $ (3,467) (a) $ — $ 4,021 Year Ended December 31, 2019 $ 3,705 $ 3,243 $ (3,729) (a) $ — $ 3,219 Year Ended December 31, 2018 $ 3,688 $ 5,974 $ (5,957) (a) $ — $ 3,705 Valuation Allowance for Deferred Tax Assets Year Ended December 31, 2020 $ 37,345 $ 118 $ — $ 9 $ 37,472 Year Ended December 31, 2019 $ 1,189 $ 36,224 $ — $ (68) $ 37,345 Year Ended December 31, 2018 $ 1,076 $ 113 $ — $ — $ 1,189 ________________ (a) Uncollectible accounts written off, net of recoveries. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with United States 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. Management has assessed various accounting estimates and other matters, including those that require consideration of forecasted financial information, in context of the unknown future impacts of the current global outbreak of COVID-19 using information that is reasonably available to the Company at the time. Significant estimates and assumptions are used for, but not limited to: (i) the valuation of accounts receivable; (ii) goodwill, trade names, and other intangible assets; (iii) other long-lived assets; (iv) share-based compensation; (v) accruals for health, workers’ compensation, and professional liability claims; (vi) valuation of deferred tax assets; (vii) legal contingencies, (viii) income taxes; and (ix) 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. As additional information becomes available to the Company, its future assessment of these estimates, including management's expectations at the time regarding the duration, scope and severity of the pandemic, as well as other factors, could materially and adversely impact the Company's consolidated financial statements in future reporting periods. 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. Interest income on cash and cash equivalents was immaterial for the year ended December 31, 2020, $0.2 million for the year ended December 31, 2019, and $0.4 million for the year ended December 31, 2018 is included in other income, net, in the 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 generally does not require collateral and mitigates its credit risk by performing credit evaluations and monitoring at-risk accounts. The allowance for doubtful accounts is established for losses expected to be incurred on accounts receivable balances. Accounts receivable are written off against the allowance for doubtful accounts when the Company determines amounts are no longer collectible. Judgment is required in the estimation of the allowance and the Company evaluates the collectability of its accounts receivable and contract assets based on a combination of factors. The Company bases its allowance for doubtful account estimates on its historical write-off experience, current conditions, an analysis of the aging of outstanding receivable and customer payment patterns, and specific reserves for customers in adverse condition adjusted for current expectations for the customers or industry. Based on the information currently available, the Company also considered current expectations of future economic conditions, including the impact of COVID-19, when estimating its allowance for doubtful accounts. The following table reconciles the opening balance of the allowance for doubtful accounts to the closing balance for expected credit losses: Allowance for Doubtful Accounts (amounts in thousands) Balance at January 1, 2020 $ 2,406 Bad Debt Expense 539 Write-Offs, net of Recoveries (349) Balance at March 31, 2020 2,596 Bad Debt Expense 898 Write-Offs, net of Recoveries (532) Balance at June 30, 2020 2,962 Bad Debt Expense 946 Write-Offs, net of Recoveries (800) Balance at September 30, 2020 3,108 Bad Debt Expense 652 Write-Offs, net of Recoveries (344) Balance at December 31, 2020 $ 3,416 In addition to the allowance for doubtful accounts, the Company maintains a sales allowance for billing-related adjustments which may arise in the ordinary course and adjustments to the reserve are recorded as contra-revenue. The balance of this allowance as of December 31, 2020 and December 31, 2019 was $0.6 million and $0.8 million, respectively. |
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 Certain software development costs have been capitalized in accordance with the provisions of the Intangibles-Goodwill and Other/Internal-Use Software |
Cloud Computing Arrangements | Cloud Computing Arrangements Implementation costs associated with cloud computing arrangements are capitalized when incurred during the application development phase in accordance with the Accounting Standards Update (ASU) No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. In connection with the licensing of software products, the Company has entered into arrangements in which it does not take possession of the software; rather, the software application resides on the vendor's or a third party's hardware, and the Company accesses and uses the software on an as-needed basis over the Internet or via a dedicated line. Therefore, the cloud computing arrangement does not give rise to an intangible asset. Costs are capitalized in accordance with the Company’s policies for other capitalizable service costs. Amortization is calculated over the contractual term of the cloud computing arrangement and is included in selling, general and administrative expenses in the consolidated statements of operations. As of December 31, 2020, the Company has a current asset of $0.4 million, and an immaterial amount as of December 31, 2019, included in prepaid expenses and a non-current asset of $3.2 million and $0.8 million, respectively, included in other non-current assets in the consolidated balance sheets that have been capitalized in conjunction with implementations. Amortization of the cloud computing assets was immaterial for the years ended December 31, 2020 and 2019. |
Leases | Leases The Company determines whether an arrangement constitutes a lease at commencement. Operating leases are included in operating lease right-of-use assets, and operating lease liabilities - current and non-current in the consolidated balance sheets. Finance leases are included in other non-current assets, other current liabilities, and other long-term liabilities in the consolidated balance sheets. See Note 10 - Leases. Right-of-use assets are measured based on the corresponding lease liability adjusted for: (i) payments made to the lessor at or before the commencement date; (ii) initial direct costs; and (iii) tenant incentives under the lease. Rent expense commences when the lessor makes the underlying asset available to us. Lease liabilities are measured based on the present value of the total lease payments not yet paid discounted based on its incremental borrowing rate, as the rate implicit in the lease is not determinable. The Company estimates its incremental borrowing rate based on an analysis of publicly-traded debt securities of companies with credit and financial profiles similar to its own. The variable portion of the lease payments is not included in the right-of-use assets or lease liabilities. Rather, variable payments, other than those dependent upon an index or rate, are expensed when the obligation for those payments is incurred and are included in lease expense in selling, general and administrative expense in the consolidated statements of operations. Rent expense for operating lease payments is recognized on a straight-line basis over the lease term. The Company does not assume renewals or early terminations unless it is reasonably certain to exercise these options at commencement. As of December 31, 2018, deferred rent related to tenant improvement allowances and other leasehold incentives was included in other current liabilities and other long-term liabilities in the consolidated balance sheets. These leasehold incentives had been recorded when realizable as deferred rent and were amortized as a reduction of periodic rent expense, over the term of the applicable lease. Upon adoption of the Leases Topic of the FASB ASC, these deferred rent credits reduced the beginning operating right-of-use asset recognized and, consistent with the prior guidance will be recognized as a reduction to future rent expense over the expected remaining term of the respective leases. The Company leases apartments for eligible field employees under short-term agreements (typically three |
Business Combinations | Business Combinations The Company applies accounting in accordance with the Business Combinations Topic of the FASB ASC 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 |
Goodwill, Trade Names, and Other Intangible Assets | Goodwill, Trade Names, and Other 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 have ranged from 3 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 change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. When reviewed, the Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, as a basis for determining whether it is necessary to perform the quantitative testing. If it is determined that a quantitative test is necessary or more efficient than a qualitative approach, the Company measures the fair value of its reporting units using a combination of income and market approaches. The Company performs its annual review on October 1 in accordance with the provisions of ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. Under ASU 2017-04, if the reporting unit’s carrying value exceeds its fair value, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value not to exceed the total amount of goodwill allocated to that reporting unit. Additionally, income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss is considered, if applicable. The Company determines its reporting units by identifying its operating segments and any component businesses and aggregates the component businesses if they have similar economic characteristics. The Company had the following reporting units that it reviewed for impairment: (1) Nurse and Allied Staffing; (2) Physician Staffing; and (3) Search. 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 have differed 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. Any related impairment losses are recognized in earnings and included in the caption impairment charges in the consolidated statements of operations. See Note 5 - Goodwill, Trade Names, and Other Intangible Assets. |
Debt Discount and Debt Issuance Costs | Debt Discount and Debt Issuance Costs Stated discounts on proceeds and other fees reimbursed to lenders were 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 were 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. |
Derivative Financial Instruments | Derivative Financial Instruments The Company was exposed to interest rate risk due to its outstanding senior secured term loan entered into on August 1, 2017 with a variable interest rate. As a result, the Company had entered into an interest rate swap agreement to effectively convert a portion of its variable interest payments to a fixed rate. The principal objective of the interest rate swap was to eliminate or reduce the variability of the cash flows in those interest payments associated with the Company’s long-term debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company had determined that the interest rate swap qualified as a cash flow hedge in accordance with ASC 815, Derivatives and Hedging . As the critical terms of the hedging instrument and the hedged forecasted transaction were the same, the Company had concluded that changes in the cash flows attributable to the risk being hedged were expected to completely offset at inception and on an ongoing basis. Changes in the fair value of the interest rate swap agreement designated as a cash flow hedge were recorded as a component of accumulated other comprehensive income (loss), net of deferred taxes, within stockholders’ equity and were amortized to interest expense over the term of the related debt as the interest payments were made. Interest rate swap payments were included in net cash provided by operating activities in the consolidated statements of cash flows. In conjunction with entering into the interest rate swap agreement, the Company early adopted ASU 2017-12, Derivative and Hedging (Topic 815) to simplify the application of hedge accounting. The Company terminated its interest rate swap agreement on September 26, 2019. See Note 9 - Derivative. |
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. Pursuant to the Other Expenses/Insurance Costs Topic of the FASB ASC, 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, 2020 and 2019 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 December 31, 2020 and 2019, the Company had outstanding approximately $17.0 million and $18.1 million, respectively, of 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. Effective January 1, 2016, the Company has a claims-made professional liability policy for its physicians and advanced practitioners, with a $0.5 million self-insured retention per claim. Prior to January 1, 2016, the Company had an occurrence-based professional liability policy for its independent contractor physicians and advanced practitioners. At December 31, 2020 and 2019, the Company had outstanding $1.5 million and $1.8 million, respectively, of standby letters of credit as collateral to secure reimbursement of expenses under the existing plan. 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 advanced practitioners, it does cover claims brought against all of the Company’s subsidiaries for non-patient general liability. |
Revenue Recognition | Revenue Recognition In the first quarter of 2018, the Company adopted ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . ASU 2014-09 introduced a five-step revenue recognition model in which an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires additional disclosures about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts. See Note 3 - Revenue Recognition. Revenue from the Company’s services is recognized when control of the promised services are transferred to the Company’s customers, in an amount that reflects the consideration it expects to receive in exchange for the service. The Company has concluded that transfer of control of its staffing services, which represents the majority of its revenues, occurs over time as the services are provided. The following is a description of the nature, amount, timing, and uncertainty of revenue and cash flows from which the Company generates revenue. Temporary Staffing Revenue Revenue from temporary staffing is recognized as control of the services is transferred over time and is based on hours worked by the Company’s field staff. The Company recognizes the majority of its revenue at the contractual amount the Company has the right to invoice for services completed to date. Generally, billing to customers occurs weekly, bi-weekly, or monthly and is aligned with the payment of services to the temporary staff. Accounts receivable includes estimated revenue for employees’ and independent contractors’ time worked but not yet invoiced. At December 31, 2020 and December 31, 2019, the Company's estimate of amounts that had been worked but had not been billed totaled $48.3 million and $46.1 million, respectively, and are included in accounts receivable in the consolidated balance sheets. Other Services Revenue The Company offers other optional services to its customers that are transferred over time including: managed service programs (MSP) providing agency services (as further described below in Gross Versus Net Policies), recruitment process outsourcing (RPO), other outsourcing services, and retained search services, as well as separately billable travel and housing costs, which in total amount to less than 5% of its consolidated revenue for the years ended December 31, 2020, 2019, and 2018. Generally, billing and payment terms for MSP agency services is consistent with temporary staffing as the customers are similar or the same. Revenue from these services are recognized based on the contractual amount for services completed to date which best depicts the transfer of control of services. The Company does not, in the ordinary course of business, offer warranties or refunds. 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 contracted arrangement, as follows: Managed Service Programs The Company has certain contracts with healthcare facilities to provide comprehensive services through its MSPs. Under these contractual arrangements, the customer’s orders are filled with either one of the Company's healthcare professionals or a third party's healthcare professionals (subcontractors). When its healthcare professional is staffed, the Company determined that it acts as a principal in the arrangement, as it is considered the employer of record. Accordingly, revenue is reported on a gross basis in the consolidated statements of operations. Alternatively, the Company determined that it acts as an agent in the arrangement when a subcontracted healthcare professional is staffed, as the Company does not control the services before they are transferred to the customer. Accordingly, revenue is reported on a net basis in the consolidated statements of operations. The customer is invoiced for the hours worked by the subcontracted healthcare professional multiplied by the hourly bill rate. A subcontractor liability, which is recognized as a reduction of revenue, is established in accrued expenses for the invoiced amount, net of an administrative fee, and is generally payable after the Company has received payment from its customer. The Company’s administrative fee is calculated as a percentage of the customer’s invoice and is recognized over time as the services are rendered by the subcontracted healthcare professional. The Company does not collect or recognize an upfront placement fee. Physician Staffing The Physician Staffing business has contracts with its healthcare customers to provide temporary staffing services. The Company uses independent contractors for these services. The Company determined that it acts as a principal in these arrangements and, therefore, revenue is reported on a gross basis in the consolidated statements of operations. See Note 3 - Revenue Recognition for the Company's revenues disaggregated by revenue source. Sales and usage-based taxes are excluded from revenue. Contract Costs All contract fulfillment costs are expensed as incurred to direct operating expenses. With respect to the Revenue from Contracts with Customers Topic of the FASB ASC, there were no contract assets or material contract liabilities as of December 31, 2020 and 2019. Practical Expedients and Exemptions |
Share-Based Compensation | Share-Based Compensation For the years ended December 31, 2020, 2019, and 2018, the Company granted performance-based stock awards and restricted stock for a fixed number of common shares to employees. 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 has elected to recognize compensation expense on a straight-line basis over the requisite service period of the entire award. The Company granted performance-based stock awards to certain key personnel pursuant to its 2014 Omnibus Incentive Plan, amended and restated on May 23, 2017 (2017 Plan), and replaced by the 2020 Omnibus Incentive Plan, effective for awards granted after May 19, 2020, as described in Note 15 - Stockholders' Equity. Pursuant to the plans, the number of target shares that 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 is issued based on the level of attainment. 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. Compensation expense related to share-based payments is included in selling, general and administrative expenses in the consolidated statements of operations, and totaled $5.4 million, $3.4 million, and $3.6 million during the years ended December 31, 2020, 2019, and 2018, respectively. See Note 15 - Stockholders’ Equity. |
Advertising | Advertising The Company’s advertising expense consists primarily of online advertising, internet direct marketing, print media, and promotional material. Advertising costs are expensed as incurred and totaled $6.2 million, $7.9 million, and $6.7 million, for the years ended December 31, 2020, 2019, and 2018, respectively. |
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. As a result, restructuring costs in the consolidated statements of operations primarily include employee termination costs and lease-related exit costs. |
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 maintains valuation allowances when it is more likely than not that all or a portion of a deferred tax asset will not be realized. In determining whether a valuation allowance is warranted, the Company evaluates factors such as prior earnings history, expected future earnings, carryback and carryforward periods, and tax strategies. The Company considers all positive and negative evidence to estimate if sufficient future taxable income will be generated to realize the deferred tax asset, and considers cumulative losses in recent years as well as the impact of one-time events in assessing its pre-tax earnings. Assumptions regarding future taxable income require significant judgment. The Company's assumptions are consistent with estimates and plans used to manage its business, which includes restructuring and other initiatives. In the event that actual results differ from these estimates, or the Company adjusts these estimates in future periods for current trends or changes in its estimating assumptions, it may modify the level of the valuation allowance which could materially impact its business, financial condition and results of operations. The Company will continue to assess the realizability of its deferred tax assets. See Note 14 - Income Taxes. |
Comprehensive Loss | Comprehensive Loss Total comprehensive loss includes net income or loss, foreign currency translation adjustments, and net change in derivative transactions, net of any related deferred taxes and valuation allowance. 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 an unrealized loss of $1.3 million at December 31, 2020 and 2019. The income tax impact related to components of other comprehensive loss for the years ended December 31, 2020, 2019, and 2018 is reflected in the consolidated statements of comprehensive loss. |
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. The Company’s financial assets and liabilities required to be measured on a recurring basis were its: (i) deferred compensation asset; (ii) deferred compensation liability; and (iii) contingent consideration liabilities, as of December 31, 2020 and 2019. See Note 11 - Fair Value Measurements. |
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. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements Effective January 1, 2020, the Company adopted ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The Company has adopted this guidance prospectively with no material impact on its consolidated financial statements. Effective January 1, 2020, the Company adopted ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments , which replaces the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires the use of a forward-looking expected credit loss model for accounts receivable, loans, and other financial instruments. The guidance requires a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which it is effective. The Company has adopted this guidance using the modified retrospective approach related to its accounts receivable, resulting in no cumulative adjustment to retained earnings and no material impact on its consolidated financial statements. See Note 2 - Summary of Significant Accounting Policies. Recent Accounting Pronouncements On March 12, 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. When elected, the optional expedients for contract modifications must be applied consistently for all eligible contracts or transactions. The amendments in this update are effective as of March 12, 2020 through December 31, 2022. As of December 31, 2020, the Company is not impacted by this guidance; however, it will continue to assess the potential impact on its debt contracts and future hedging relationships, if applicable, through the effective period. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. For public business entities, the amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, and should be applied either on a prospective, retrospective, or modified retrospective basis depending on the amendment. Early adoption of the amendments is permitted. The Company expects to adopt this standard in its first quarter of 2021, with no material impact on its consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of allowance for credit loss | The following table reconciles the opening balance of the allowance for doubtful accounts to the closing balance for expected credit losses: Allowance for Doubtful Accounts (amounts in thousands) Balance at January 1, 2020 $ 2,406 Bad Debt Expense 539 Write-Offs, net of Recoveries (349) Balance at March 31, 2020 2,596 Bad Debt Expense 898 Write-Offs, net of Recoveries (532) Balance at June 30, 2020 2,962 Bad Debt Expense 946 Write-Offs, net of Recoveries (800) Balance at September 30, 2020 3,108 Bad Debt Expense 652 Write-Offs, net of Recoveries (344) Balance at December 31, 2020 $ 3,416 |
Schedule of restructuring costs | Reconciliations of the employee termination costs and lease-related exit costs beginning and ending liability balance is presented below: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Employee Termination Costs Lease-Related Exit Costs Employee Termination Costs Lease-Related Exit Costs Employee Termination Costs Lease-Related Exit Costs Balance at beginning of period $ 386 $ 1,223 $ 556 $ 127 $ 87 $ 441 Charged to restructuring costs (a) 2,525 2,190 1,870 1,311 1,600 184 Payments (2,412) (726) (2,040) (215) (1,131) (235) Balance at end of period $ 499 $ 2,687 $ 386 $ 1,223 $ 556 $ 390 ________________ (a) Aside from what is presented in the table above, restructuring costs in the consolidated statements of operations for the years ended December 31, 2020, 2019, and 2018 include: (i) $1.1 million, $0.2 million, and $0.4 million, respectively, of ongoing lease costs related to the Company's strategic reduction in its real estate footprint which are included as operating lease liabilities - current and non-current in our consolidated balance sheets, and (ii) $0.5 million of other costs for the year ended December 31, 2018. Other costs were immaterial for the years ended December 31, 2020 and 2019. In addition, the year ended December 31, 2020 includes $0.2 million of legal entity reorganization costs. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company's revenues from customer contracts are generated from temporary staffing services and other services. Revenue is disaggregated by segment in the following table. See Note 2 - Summary of Significant Accounting Policies. Year Ended December 31, 2020 Nurse Physician Search Total Segments (amounts in thousands) Temporary Staffing Services $ 740,441 $ 64,819 $ — $ 805,260 Other Services 17,508 3,115 10,534 31,157 Total $ 757,949 $ 67,934 $ 10,534 $ 836,417 Year Ended December 31, 2019 Nurse Physician Search Total Segments (amounts in thousands) Temporary Staffing Services $ 720,393 $ 70,261 $ — $ 790,654 Other Services 12,422 4,344 14,804 31,570 Total $ 732,815 $ 74,605 $ 14,804 $ 822,224 Year Ended December 31, 2018 Nurse Physician Search Total Segments (amounts in thousands) Temporary Staffing Services $ 705,469 $ 76,979 $ — $ 782,448 Other Services 13,144 5,326 15,566 34,036 Total $ 718,613 $ 82,305 $ 15,566 $ 816,484 |
Goodwill, Trade Names, and Ot_2
Goodwill, Trade Names, and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Acquired Intangible Assets | The Company had the following acquired intangible assets: December 31, 2020 December 31, 2019 Gross Accumulated Net Gross Accumulated Net (amounts in thousands) Intangible assets subject to amortization: Databases $ 30,530 $ 15,322 $ 15,208 $ 30,530 $ 12,269 $ 18,261 Customer relationships 33,538 14,007 19,531 49,758 26,596 23,162 Non-compete agreements 304 212 92 320 161 159 Trade names — — — 4,500 1,125 3,375 Other intangible assets, net $ 64,372 $ 29,541 $ 34,831 $ 85,108 $ 40,151 $ 44,957 Intangible assets not subject to amortization: Trade names, indefinite-lived $ 5,900 $ 5,900 |
Estimated Annual Amortization Expense | As of December 31, 2020, estimated annual amortization expense is as follows: Years Ending December 31: (amounts in thousands) 2021 $ 5,963 2022 5,933 2023 5,875 2024 5,238 2025 4,679 Thereafter 7,143 $ 34,831 |
Changes in Carrying Amount of Goodwill by Segment | The changes in the carrying amount of goodwill by segment are as follows: Nurse and Physician Search Total (amounts in thousands) Balances as of December 31, 2019 Aggregate goodwill acquired $ 346,130 $ 43,405 $ 21,750 $ 411,285 Sale of business — — (9,889) (9,889) Accumulated impairment loss (259,732) (40,598) — (300,330) Goodwill, net of impairment loss 86,398 2,807 11,861 101,066 Changes to aggregate goodwill in 2020 Impairment charges — — (10,142) (10,142) Reclassification of API goodwill 24 — (24) — Balances as of December 31, 2020 Aggregate goodwill acquired 346,130 43,405 21,750 411,285 Sale of business — — (9,889) (9,889) Accumulated impairment loss (259,732) (40,598) (10,142) (310,472) Reclassification of API goodwill 24 — (24) — Goodwill, net of impairment loss $ 86,422 $ 2,807 $ 1,695 $ 90,924 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | The Company's property and equipment consists of the following: December 31, Useful Lives 2020 2019 (amounts in thousands) Computer equipment 3-5 years $ 3,644 $ 6,070 Computer software 3-10 years 17,416 16,225 Office equipment 5-7 years 933 1,065 Furniture and fixtures 5-7 years 2,528 4,101 Construction in progress (a) (b) 473 1,187 Leasehold improvements (b) 4,370 6,460 29,364 35,108 Less accumulated depreciation and amortization (17,013) (23,276) $ 12,351 $ 11,832 _______________ (a) Primarily related to software development. (b) See Note 2 – Summary of Significant Accounting Policies. |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | December 31, 2020 2019 (amounts in thousands) Insurance recovery receivable: Insurance recovery for health claims $ 369 $ 724 Insurance recovery for workers’ compensation claims 2,629 2,513 Insurance recovery for professional liability claims 1,700 1,774 $ 4,698 $ 5,011 Other non-current assets: Insurance recovery for workers’ compensation claims $ 5,352 $ 5,317 Insurance recovery for professional liability claims 7,763 8,695 Non-current security deposits 786 969 Non-current income tax receivable — 261 Deferred compensation assets 1,156 830 Net debt issuance costs 1,063 1,252 Finance lease right-of-use assets 102 148 Cloud computing asset 3,187 826 $ 19,409 $ 18,298 Accrued compensation and benefits: Salaries and payroll taxes $ 13,131 $ 13,270 Accrual for bonuses and commissions 7,705 3,566 Accrual for workers’ compensation claims 7,670 7,219 Accrual for professional liability claims 2,499 2,660 Accrual for healthcare claims 3,926 3,610 Accrual for vacation 609 982 $ 35,540 $ 31,307 Long-term accrued claims: Accrual for workers’ compensation claims $ 12,692 $ 12,454 Accrual for professional liability claims 12,720 14,484 $ 25,412 $ 26,938 Other long-term liabilities: Restructuring $ 2,082 $ 1,012 Deferred compensation $ 2,475 $ 2,216 Long-term note payable 2,426 — Long-term unrecognized tax benefits 951 701 Other 61 108 $ 7,995 $ 4,037 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | The table below presents the lease-related assets and liabilities included in the consolidated balance sheets: Classification on Consolidated Balance Sheets: December 31, 2020 December 31, 2019 (amounts in thousands) Operating lease right-of-use assets $ 10,447 $ 16,964 Operating lease liabilities - current $ 4,509 $ 4,878 Operating lease liabilities - non-current $ 15,234 $ 19,070 December 31, 2020 December 31, 2019 Weighted-average remaining lease term 4.1 years 4.7 years Weighted average discount rate 6.32 % 6.26 % |
Operating Lease Maturity | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities (which do not include short-term leases) recorded in the consolidated balance sheets as of December 31, 2020: Years Ending December 31: (amounts in thousands) 2021 $ 5,612 2022 5,456 2023 5,048 2024 3,688 2025 2,717 Total minimum lease payments 22,521 Less: amount of lease payments representing interest (2,778) Present value of future minimum lease payments 19,743 Less: operating lease liabilities - current (4,509) Operating lease liabilities - non-current $ 15,234 |
Lease Costs | The table below provides information regarding supplemental cash flows: Year Ended December 31, 2020 December 31, 2019 (amounts in thousands) Supplemental Cash Flow Information: Cash paid for amounts included in the measurement of operating lease liabilities $ 7,111 $ 7,477 Right-of-use assets acquired under operating lease $ 1,587 $ 1,229 The components of lease expense are as follows: Year Ended December 31, 2020 December 31, 2019 (amounts in thousands) Amounts Included in Consolidated Statements of Operations: Operating lease expense $ 4,874 $ 6,592 Short-term lease expense $ 5,217 $ 8,042 Variable and other lease costs $ 1,919 $ 2,446 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Estimated Fair Values of Financial Assets and Liabilities Measured on a Recurring Basis | The estimated fair value of the Company’s financial assets and liabilities measured on a recurring basis is as follows: Fair Value Measurements December 31, 2020 December 31, 2019 Financial Assets: (amounts in thousands) (Level 1) Deferred compensation asset $ 1,156 $ 830 Financial Liabilities: (Level 1) Deferred compensation liability $ 2,475 $ 2,216 (Level 3) Contingent consideration liabilities $ — $ 7,300 |
Fair Value, Liabilities Measured on recurring Basis, Unobservable Input Reconciliation | The opening balances of contingent consideration liabilities are reconciled to the closing balances for fair value measurements of these liabilities categorized within Level 3 of the fair value hierarchy as follows: Contingent Consideration Liabilities (amounts in thousands) December 31, 2018 $ 7,689 Payments (279) Accretion expense 500 Valuation adjustment (610) December 31, 2019 7,300 Payments (100) Valuation adjustment 77 Reclassification to other current and long-term liabilities (7,277) December 31, 2020 $ — |
Carrying Amounts and Estimated Fair Values of Significant Financial Instrument that were not Measured at Fair Value | The carrying amounts and estimated fair value of the Company’s significant financial instruments that were not measured at fair value are as follows: December 31, 2020 December 31, 2019 Carrying Fair Carrying Fair (amounts in thousands) Financial Liabilities: (Level 2) Note Payable $ 4,851 $ 4,851 $ — $ — Senior Secured Asset-Based Loan $ 53,408 $ 53,408 $ 70,974 $ 70,974 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Components of Loss Before Income Taxes | The components of the Company's loss before income taxes are as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) United States $ (12,998) $ (24,783) $ (18,619) Foreign 668 572 424 Loss before income taxes $ (12,330) $ (24,211) $ (18,195) |
Components of Income Tax Expense (Benefit) | The components of the Company’s income tax (benefit) expense are as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Current: Federal $ 25 $ (35) $ 43 State 600 499 620 Foreign 119 109 269 Total 744 573 932 Deferred: Federal (138) 17,406 (2,137) State (818) 13,799 (1,277) Foreign 24 (46) 4 Total (932) 31,159 (3,410) Income tax (benefit) expense $ (188) $ 31,732 $ (2,478) |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2020 2019 (amounts in thousands) Deferred Tax Assets: Accrued other and prepaid expenses $ 1,600 $ 1,557 Allowance for doubtful accounts 909 624 Intangible assets 27,036 28,889 Net operating loss carryforwards 20,536 19,796 Accrued professional liability claims 1,525 1,794 Accrued workers’ compensation claims 3,015 2,839 Share-based compensation 721 381 Operating lease liabilities 4,871 6,108 Credit carryforwards 188 188 Other — 128 Gross deferred tax assets 60,401 62,304 Valuation allowance (37,472) (37,345) 22,929 24,959 Deferred Tax Liabilities: Depreciation (1,077) (224) Indefinite-lived intangibles (25,546) (27,609) Operating lease right-of-use assets (2,499) (4,312) Tax on unrepatriated earnings (361) (337) Other (38) — (29,521) (32,482) Net deferred taxes $ (6,592) $ (7,523) |
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, 2020 2019 (b) 2018 (b) (amounts in thousands) Tax at U.S. statutory rate $ (2,589) $ (5,084) $ (3,821) State taxes, net of federal benefit 135 (554) (543) Noncontrolling interest (172) (372) (252) Non-deductible items (a) 544 562 564 Foreign tax expense (benefit) 1 (58) 180 Valuation allowances 117 36,224 — Uncertain tax positions 1,110 400 1,629 Officers' compensation 621 418 148 Return to provision 87 2 (458) Other (42) 194 75 Income tax (benefit) expense $ (188) $ 31,732 $ (2,478) ________________ (a) Includes non-deductible meals and incidentals and other miscellaneous non-deductible items. (b) Certain amounts in prior periods were reclassified to accommodate additional line items reflecting material activity in the year ended December 31, 2020. |
Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Balance at January 1 $ 5,792 $ 5,412 $ 3,807 Additions based on tax positions related to the current year 974 1,283 1,401 Additions (reductions) based on tax positions related to prior years 125 (498) 204 Reductions as a result of a lapse of applicable statute of limitations — (405) — Balance at December 31 $ 6,891 $ 5,792 $ 5,412 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Summary of Restricted Stock Award Activity | The following table summarizes restricted stock awards and performance stock awards activity issued under the 2017 Plan and the 2020 Plan for the year ended December 31, 2020: Restricted Stock Awards Performance Stock Awards Number of Weighted Number of Target Weighted Unvested restricted stock awards, January 1, 2020 996,794 $ 8.54 364,557 $ 9.66 Granted 829,023 $ 6.65 286,415 $ 6.74 Vested (404,478) $ 8.81 — $ — Forfeited (75,520) $ 7.71 (102,821) $ 12.32 Unvested restricted stock awards, December 31, 2020 1,345,819 $ 7.04 548,151 $ 7.64 |
Stock Options and Stock Appreciation Rights Granted and Exercised | The following table represents information about stock options and stock appreciation rights exercised in each year. Year Ended December 31, 2020 2019 2018 (amounts in thousands) Total intrinsic value of options exercised $ 1 $ 130 $ 234 |
Summary of Share Option Plans Activities | The following table summarizes the Company’s activities with respect to all of its share option plans (issued under the 2014 Plan and the 1999 Plan) for the year ended December 31, 2020: Number of Shares Option Price Weighted Weighted- Aggregate Share options outstanding, January 1, 2020 8,000 5.21 $5.21 Granted — — — Exercised (1,000) $5.21 $5.21 Forfeited/expired (7,000) $5.21 $5.21 Share options outstanding and exercisable, December 31, 2020 — $— $— — $ — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
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 the basic and diluted earnings per share: Year Ended December 31, 2020 2019 2018 (amounts in thousands, except per share data) Numerator: Net loss attributable to common shareholders - Basic and Diluted $ (12,962) $ (57,713) $ (16,951) Denominator: Weighted average common shares - Basic 36,088 35,815 35,657 Effective of diluted shares: Share-based awards — — — Weighted average common shares - Diluted 36,088 35,815 35,657 Net loss per share attributable to common shareholders - Basic and Diluted $ (0.36) $ (1.61) $ (0.48) |
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, 2020 2019 2018 (amounts in thousands) Share-based awards 663 335 373 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Information on Operating Segments and Reconciliation to Income From Operations | Information on operating segments and a reconciliation to loss from operations for the periods indicated are as follows: Year Ended December 31, 2020 2019 2018 (amounts in thousands) Revenues from services: Nurse and Allied Staffing $ 757,949 $ 732,815 $ 718,613 Physician Staffing 67,934 74,605 82,305 Search 10,534 14,804 15,566 $ 836,417 $ 822,224 $ 816,484 Contribution income (loss): Nurse and Allied Staffing $ 75,293 $ 64,353 $ 66,200 Physician Staffing 3,619 2,758 4,755 Search (1,124) (823) 763 77,788 66,288 71,718 Corporate overhead (a) 51,900 46,246 44,589 Depreciation and amortization 12,671 14,075 11,780 Acquisition and integration-related costs 77 201 3,048 Restructuring costs 6,052 3,571 2,758 Legal settlement charges — 1,600 — Impairment charges 16,248 16,306 22,423 Loss from operations $ (9,160) $ (15,711) $ (12,880) _______________ (a) Corporate overhead includes unallocated executive leadership and other centralized corporate functional support costs such as finance, IT, legal, human resources, and marketing, as well as public company expenses and corporate-wide projects (initiatives). |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | The following tables contain selected unaudited statements of operations information for each quarter of 2020 and 2019. The following information reflects all normal recurring adjustments necessary for a fair presentation of the information for the periods presented. The operating results for any quarter are not necessarily indicative of results for any future period. First Second Third Fourth 2020 (amounts in thousands, except per share data) Revenue from services $ 210,064 $ 216,779 $ 193,968 $ 215,606 Gross profit (a) 49,603 50,734 48,003 54,392 Consolidated net (loss) income (1,768) (14,048) (1,148) 4,822 Net (loss) income attributable to common shareholders (2,089) (14,151) (1,334) 4,612 Net (loss) income per share attributable to common shareholders - Basic and Diluted (b) $ (0.06) $ (0.39) $ (0.04) $ 0.13 First Second Third Fourth 2019 (amounts in thousands, except per share data) Revenue from services $ 195,171 $ 202,757 $ 209,200 $ 215,096 Gross profit (a) 48,254 51,588 51,006 53,161 Consolidated net loss (1,376) (51,270) (2,697) (600) Net loss attributable to common shareholders (1,767) (51,674) (3,128) (1,144) Net loss per share attributable to common shareholders - Basic and Diluted (b) $ (0.05) $ (1.44) $ (0.09) $ (0.03) ________________ (a) Excludes depreciation and amortization. (b) The sum of the quarterly per share amounts may not equal amounts reported for year-to-date due to the effects of rounding and changes in the number of weighted average shares outstanding used in the calculation. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Significant Accounting Policies [Line Items] | ||||
Interest income | $ 0 | $ 200 | $ 400 | |
Sales allowance, billing-related adjustments | 600 | 800 | ||
Prepaid implementation costs | 400 | 0 | ||
Capitalized implementation costs | 3,187 | 826 | ||
Outstanding standby letters of credit as collateral | 17,000 | 18,100 | ||
Unbilled contracts receivable | 48,300 | 46,100 | ||
Equity compensation | 5,400 | 3,400 | 3,600 | |
Advertising costs | 6,200 | 7,900 | $ 6,700 | |
Cumulative impact of currency fluctuations | $ 1,300 | $ 1,300 | ||
Lease-Related Exit Costs | ||||
Significant Accounting Policies [Line Items] | ||||
ASC 842 lease reclassification | $ 300 | |||
Revenue Benchmark | Services | ||||
Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 5.00% | 5.00% | 5.00% | |
Claims-Based Liability Insurance | ||||
Significant Accounting Policies [Line Items] | ||||
Self insured retention per claim | $ 500 | |||
Claims-Based Liability Insurance | MDA Holdings Inc | ||||
Significant Accounting Policies [Line Items] | ||||
Letter of credit for malpractice claims | $ 1,500 | $ 1,800 | ||
Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Threshold period, past due for payment of services provided | 30 days | |||
Estimated useful life of assets | 3 years | |||
Short term leases period | 3 months | |||
Intangible assets- useful life | 3 years | |||
Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Threshold period, past due for payment of services provided | 60 days | |||
Estimated useful life of assets | 10 years | |||
Short term leases period | 6 months | |||
Intangible assets- useful life | 16 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||||||
Beginning balance | $ 3,108 | $ 2,962 | $ 2,596 | $ 2,406 | $ 2,406 | ||
Bad debt expense | 652 | 946 | 898 | 539 | 3,035 | $ 2,008 | $ 2,204 |
Write-Offs, net of Recoveries | (344) | (800) | (532) | (349) | |||
Ending balance | $ 3,416 | $ 3,108 | $ 2,962 | $ 2,596 | $ 3,416 | $ 2,406 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Reconciliation of Restructuring Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Reserve [Roll Forward] | ||||||||||
Charged to restructuring costs | $ 900 | $ 2,300 | $ 2,300 | $ 600 | $ 700 | $ 1,600 | $ 1,200 | $ 6,052 | $ 3,571 | $ 2,758 |
Employee Termination Costs | ||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||
Balance at beginning of period | 386 | 556 | 386 | 556 | 87 | |||||
Charged to restructuring costs | 2,525 | 1,870 | 1,600 | |||||||
Payments | (2,412) | (2,040) | (1,131) | |||||||
Balance at end of period | 499 | 386 | 499 | 386 | 556 | |||||
Lease-Related Exit Costs | ||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||
Balance at beginning of period | $ 1,223 | 127 | 1,223 | 127 | ||||||
Charged to restructuring costs | 2,190 | 1,311 | ||||||||
Payments | (726) | (215) | ||||||||
Balance at end of period | $ 2,687 | $ 1,223 | 2,687 | 1,223 | 127 | |||||
Lease-Related Exit Costs | ||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||
Balance at beginning of period | $ 390 | 390 | 441 | |||||||
Charged to restructuring costs | 184 | |||||||||
Payments | (235) | |||||||||
Balance at end of period | 390 | |||||||||
Other costs | ||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||
Charged to restructuring costs | 0 | 0 | 500 | |||||||
Strategic Reduction Of Real Estate Footprint | ||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||
Charged to restructuring costs | 1,100 | $ 200 | $ 400 | |||||||
Legal Entity Reorganization | ||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||
Charged to restructuring costs | $ 200 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | $ 215,606 | $ 193,968 | $ 216,779 | $ 210,064 | $ 215,096 | $ 209,200 | $ 202,757 | $ 195,171 | $ 836,417 | $ 822,224 | $ 816,484 |
Temporary Staffing Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 805,260 | 790,654 | 782,448 | ||||||||
Other Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 31,157 | 31,570 | 34,036 | ||||||||
Nurse and Allied Staffing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 757,949 | 732,815 | 718,613 | ||||||||
Nurse and Allied Staffing | Temporary Staffing Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 740,441 | 720,393 | 705,469 | ||||||||
Nurse and Allied Staffing | Other Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 17,508 | 12,422 | 13,144 | ||||||||
Physician Staffing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 67,934 | 74,605 | 82,305 | ||||||||
Physician Staffing | Temporary Staffing Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 64,819 | 70,261 | 76,979 | ||||||||
Physician Staffing | Other Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 3,115 | 4,344 | 5,326 | ||||||||
Search | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 10,534 | 14,804 | 15,566 | ||||||||
Search | Temporary Staffing Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | 0 | 0 | 0 | ||||||||
Search | Other Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from services | $ 10,534 | $ 14,804 | $ 15,566 |
Acquisitions - American Personn
Acquisitions - American Personnel (Details) - USD ($) $ in Thousands | Dec. 01, 2018 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 90,924 | $ 101,066 | ||
American Personnel | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 2,000 | |||
Assets acquired | $ 400 | |||
Weighted average useful life of assets acquired | 10 years | |||
Goodwill | $ 700 | |||
Acquisition related costs | $ 200 |
Acquisitions - Advantage (Detai
Acquisitions - Advantage (Details) - USD ($) $ in Thousands | Apr. 03, 2019 | Jul. 28, 2017 | Jul. 01, 2017 | Mar. 31, 2019 | Sep. 30, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Feb. 28, 2019 |
Business Acquisition [Line Items] | |||||||||
Cash consideration | $ 0 | $ 0 | $ 1,930 | ||||||
Advantage | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration | $ 86,600 | ||||||||
Cash acquired | 2,800 | ||||||||
Purchase price | 88,000 | ||||||||
Net working capital adjustment | 600 | ||||||||
Reimbursement from working capital adjustment settled | $ 800 | ||||||||
Contingent liability | $ 100 | ||||||||
Release of remaining contingent liability | $ 500 | ||||||||
Escrow payment related to tax liabilities | 14,500 | ||||||||
Escrow payment related to post-close liabilities | 7,500 | ||||||||
Release of escrow to seller | $ 2,900 | $ 7,300 | $ 7,000 | ||||||
Escrow deposit related to tax liabilities | $ 7,200 | ||||||||
Escrow disbursed to pay taxes | $ 4,300 | ||||||||
Escrow deposit related to post close liabilities | $ 500 | ||||||||
Deferred Consideration Transferred | Advantage | |||||||||
Business Acquisition [Line Items] | |||||||||
Contingent liability | $ 600 | ||||||||
Period of deferred consideration | 20 months |
Acquisitions - Mediscan (Detail
Acquisitions - Mediscan (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | |||||||
Recognition of earnout payment liability | $ 7,400 | ||||||
Payment for contingent liability | 100 | ||||||
Payments of notes payable | $ 2,426 | $ 0 | $ 0 | ||||
Long-term note payable | 2,426 | 0 | |||||
Earnout Notes Payable | |||||||
Business Acquisition [Line Items] | |||||||
Notes payable, current | 2,400 | ||||||
Long-term note payable | $ 2,500 | ||||||
Mediscan | |||||||
Business Acquisition [Line Items] | |||||||
Recognition of earnout payment liability | 7,400 | ||||||
Payment for contingent liability | 100 | ||||||
Mediscan | Earnout Notes Payable | |||||||
Business Acquisition [Line Items] | |||||||
Earnout performance criterion, conversion to note payable | $ 7,300 | ||||||
Stated interest rate | 2.00% | ||||||
Notes payable, current | $ 2,400 | ||||||
Long-term note payable | 2,500 | ||||||
Mediscan | Earnout Notes Payable | Due in Second Quarter 2020 | |||||||
Business Acquisition [Line Items] | |||||||
Payments of notes payable | $ 2,400 | ||||||
Mediscan | Earnout Notes Payable | Due January 31, 2021 | |||||||
Business Acquisition [Line Items] | |||||||
Notes payable | 2,400 | ||||||
Mediscan | Earnout Notes Payable | Due January 31, 2022 | |||||||
Business Acquisition [Line Items] | |||||||
Notes payable | $ 2,500 | ||||||
Assumed Additional Contingent Purchase Price Liabilities | Mediscan | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration, range of outcomes, high | 300 | $ 300 | $ 300 | ||||
Payments for previous acquisition | $ 300 | $ 300 |
Goodwill, Trade Names, and Ot_3
Goodwill, Trade Names, and Other Intangible Assets - Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 64,372 | $ 85,108 |
Accumulated Amortization | 29,541 | 40,151 |
Net Carrying Amount | 34,831 | 44,957 |
Trade names, indefinite-lived | 5,900 | 5,900 |
Databases | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 30,530 | 30,530 |
Accumulated Amortization | 15,322 | 12,269 |
Net Carrying Amount | 15,208 | 18,261 |
Customer relationships | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 33,538 | 49,758 |
Accumulated Amortization | 14,007 | 26,596 |
Net Carrying Amount | 19,531 | 23,162 |
Non-compete agreements | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 304 | 320 |
Accumulated Amortization | 212 | 161 |
Net Carrying Amount | 92 | 159 |
Trade names | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 0 | 4,500 |
Accumulated Amortization | 0 | 1,125 |
Net Carrying Amount | $ 0 | $ 3,375 |
Goodwill, Trade Names, and Ot_4
Goodwill, Trade Names, and Other Intangible Assets - Estimated Annual Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2021 | $ 5,963 | |
2022 | 5,933 | |
2023 | 5,875 | |
2024 | 5,238 | |
2025 | 4,679 | |
Thereafter | 7,143 | |
Net Carrying Amount | $ 34,831 | $ 44,957 |
Goodwill, Trade Names, and Ot_5
Goodwill, Trade Names, and Other Intangible Assets - Changes in Carrying Amount of Goodwill by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2018 | Dec. 31, 2020 | |
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | $ 411,285 | ||
Accumulated impairment loss, beginning of period | (300,330) | ||
Goodwill, net of impairment loss, beginning of period | 101,066 | ||
Impairment charges | (10,142) | ||
Reclassification of API goodwill | 0 | ||
Reclassification of API goodwill | 0 | ||
Aggregate goodwill acquired, end of period | 411,285 | ||
Accumulated impairment loss, end of period | (310,472) | ||
Goodwill, net of impairment loss, end of period | 90,924 | ||
Sale of business | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 9,889 | ||
Aggregate goodwill acquired, end of period | 9,889 | ||
Nurse and Allied Staffing | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 346,130 | ||
Accumulated impairment loss, beginning of period | (259,732) | ||
Goodwill, net of impairment loss, beginning of period | 86,398 | ||
Impairment charges | 0 | ||
Reclassification of API goodwill | 24 | ||
Reclassification of API goodwill | 24 | ||
Aggregate goodwill acquired, end of period | 346,130 | ||
Accumulated impairment loss, end of period | (259,732) | ||
Goodwill, net of impairment loss, end of period | 86,422 | ||
Nurse and Allied Staffing | Sale of business | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 0 | ||
Aggregate goodwill acquired, end of period | 0 | ||
Physician Staffing | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 43,405 | ||
Accumulated impairment loss, beginning of period | (40,598) | ||
Goodwill, net of impairment loss, beginning of period | 2,807 | ||
Impairment charges | $ (17,200) | 0 | |
Reclassification of API goodwill | 0 | ||
Reclassification of API goodwill | 0 | ||
Aggregate goodwill acquired, end of period | 43,405 | ||
Accumulated impairment loss, end of period | (40,598) | ||
Goodwill, net of impairment loss, end of period | 2,807 | ||
Physician Staffing | Sale of business | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 0 | ||
Aggregate goodwill acquired, end of period | 0 | ||
Search | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 21,750 | ||
Accumulated impairment loss, beginning of period | 0 | ||
Goodwill, net of impairment loss, beginning of period | 11,861 | ||
Impairment charges | $ (10,200) | (10,142) | |
Reclassification of API goodwill | (24) | ||
Reclassification of API goodwill | (24) | ||
Aggregate goodwill acquired, end of period | 21,750 | ||
Accumulated impairment loss, end of period | (10,142) | ||
Goodwill, net of impairment loss, end of period | 1,695 | ||
Search | Sale of business | |||
Goodwill balances | |||
Aggregate goodwill acquired, beginning of period | 9,889 | ||
Aggregate goodwill acquired, end of period | $ 9,889 |
Goodwill, Trade Names, and Ot_6
Goodwill, Trade Names, and Other Intangible Assets - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 01, 2018 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment charges for goodwill | $ 10,142 | ||||||||||
Goodwill and Intangible Asset Impairment | 10,700 | ||||||||||
Impairment charges related to right-of-use assets and related property and equipment | 5,500 | ||||||||||
Impairment charges | 16,248 | $ 16,306 | $ 22,423 | ||||||||
Carrying amount | $ 44,957 | 34,831 | 44,957 | ||||||||
Search | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment charges for goodwill | $ 10,200 | 10,142 | |||||||||
Search | Customer relationships | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment charges for intangible assets | 300 | ||||||||||
Nurse and Allied Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment charges for goodwill | 0 | ||||||||||
Amortization of assets | $ 900 | 1,400 | $ 700 | ||||||||
Physician Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment charges for goodwill | $ 17,200 | 0 | |||||||||
Customer relationships | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Fully amortized intangible assets | 15,000 | ||||||||||
Carrying amount | 23,162 | 19,531 | $ 23,162 | ||||||||
Trade names | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Fully amortized intangible assets | $ 4,500 | ||||||||||
Weighted average amortization period if not accelerated | 7 years 6 months | ||||||||||
Accelerated amortization resulting from the changes in the estimated remaining life of the trade name (in dollars per share) | $ 0.09 | ||||||||||
Impact on net (loss) income per share | $ 0.08 | ||||||||||
Carrying amount | 3,375 | $ 0 | $ 3,375 | ||||||||
Trade names | Nurse and Allied Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Weighted average amortization period if not accelerated | 7 years 9 months 18 days | ||||||||||
Amortization of assets | $ 2,000 | ||||||||||
Trade names | Physician Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Amortization of assets | $ 300 | $ 500 | |||||||||
Carrying amount | $ 1,100 | ||||||||||
Intangible assets- useful life | 3 years | ||||||||||
Trade names | Nurse and Allied Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment of intangibles indefinite lived | $ 14,500 | ||||||||||
Trade names | Physician Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Impairment of intangibles indefinite lived | $ 5,200 | ||||||||||
Accelerated Amortization | Trade names | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Estimated amount of accelerated amortization | $ 2,900 | ||||||||||
Amortization of assets | $ 3,100 | ||||||||||
Accelerated Amortization | Trade names | Nurse and Allied Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Amortization of assets | $ 2,100 | ||||||||||
Accelerated Amortization | Trade names | Physician Staffing | |||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||||||
Amortization of assets | $ 800 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 29,364 | $ 35,108 |
Less accumulated depreciation and amortization | (17,013) | (23,276) |
Property and equipment, net of accumulated depreciation and amortization | 12,351 | 11,832 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 3,644 | 6,070 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 17,416 | 16,225 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 933 | 1,065 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 2,528 | 4,101 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 473 | 1,187 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 4,370 | $ 6,460 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Minimum | Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Minimum | Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Minimum | Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Minimum | Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 10 years | |
Maximum | Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Maximum | Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 10 years | |
Maximum | Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years | |
Maximum | Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years |
Balance Sheet Details (Details)
Balance Sheet Details (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Insurance recovery for health claims | $ 369 | $ 724 |
Insurance recovery for workers’ compensation claims | 2,629 | 2,513 |
Insurance recovery for professional liability claims | 1,700 | 1,774 |
Insurance recovery receivable | 4,698 | 5,011 |
Insurance recovery for workers’ compensation claims | 5,352 | 5,317 |
Insurance recovery for professional liability claims | 7,763 | 8,695 |
Non-current security deposits | 786 | 969 |
Non-current income tax receivable | 0 | 261 |
Deferred compensation assets | 1,156 | 830 |
Net debt issuance costs | 1,063 | 1,252 |
Finance lease right-of-use assets | 102 | 148 |
Cloud computing asset | 3,187 | 826 |
Other non-current assets | 19,409 | 18,298 |
Salaries and payroll taxes | 13,131 | 13,270 |
Accrual for bonuses and commissions | 7,705 | 3,566 |
Accrual for workers’ compensation claims | 7,670 | 7,219 |
Accrual for professional liability claims | 2,499 | 2,660 |
Accrual for healthcare claims | 3,926 | 3,610 |
Accrual for vacation | 609 | 982 |
Accrued compensation and benefits | 35,540 | 31,307 |
Accrual for workers’ compensation claims | 12,692 | 12,454 |
Accrual for professional liability claims | 12,720 | 14,484 |
Long-term accrued claims | 25,412 | 26,938 |
Restructuring | 2,082 | 1,012 |
Deferred compensation | 2,475 | 2,216 |
Long-term note payable | 2,426 | 0 |
Long-term unrecognized tax benefits | 951 | 701 |
Other | 61 | 108 |
Other long-term liabilities | $ 7,995 | $ 4,037 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Debt - October 2019 ABL Credit
Debt - October 2019 ABL Credit Agreement (Details) - USD ($) | Oct. 25, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2020 |
Line of Credit Facility [Line Items] | ||||||
Revolving credit facility | $ 70,974,000 | $ 53,408,000 | $ 70,974,000 | |||
Debt issuance costs | $ 1,300,000 | 81,000 | $ 2,058,000 | $ 308,000 | ||
Senior Secured Asset-Based Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of credit term | 5 years | |||||
Maximum borrowing capacity | $ 120,000,000 | 125,500,000 | $ 130,000,000 | |||
Borrowing base, percentage of assets | 85.00% | |||||
Maximum borrowing capacity, if amended | $ 150,000,000 | |||||
Revolving credit facility | 53,400,000 | |||||
Letters of credit outstanding | 21,200,000 | 18,500,000 | ||||
Remaining borrowing capacity | $ 53,600,000 | |||||
Weighted average interest rate | 4.23% | 2.73% | 4.23% | |||
Unused commitment fee percentage | 0.375% | |||||
Swingline Sublimit | Senior Secured Asset-Based Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity | 15,000,000 | |||||
Standby Letters Of Credit Sublimit | Senior Secured Asset-Based Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity | 35,000,000 | |||||
Amended And Restated Credit Agreement | ||||||
Line of Credit Facility [Line Items] | ||||||
Repayments of outstanding debt | $ 75,400,000 | |||||
Write off of debt issuance costs | $ 1,400,000 | $ 500,000 | $ 0 | |||
LIBOR | Senior Secured Asset-Based Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest margin | 2.00% | |||||
LIBOR | Senior Secured Asset-Based Loan, Supplemental Activities Lending | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest margin | 4.00% | |||||
Base Rate | Senior Secured Asset-Based Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest margin | 1.00% | |||||
Base Rate | Senior Secured Asset-Based Loan, Supplemental Activities Lending | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest margin | 3.00% |
Debt - Prior Senior Credit Faci
Debt - Prior Senior Credit Facility (Details) - USD ($) $ in Thousands | Oct. 30, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Line of Credit Facility [Line Items] | |||||||
Loss on derivative liability | $ 0 | $ 1,284 | $ 0 | ||||
Interest rate swap agreement | Cash Flow Hedging | |||||||
Line of Credit Facility [Line Items] | |||||||
Loss on derivative liability | $ 1,300 | ||||||
Payment for derivative termination | $ 1,300 | ||||||
Amended And Restated Credit Agreement | |||||||
Line of Credit Facility [Line Items] | |||||||
Payments of debt restructuring costs | $ 300 | $ 700 | |||||
Write off of debt issuance costs | $ 1,400 | 500 | 0 | ||||
Amended And Restated Credit Agreement | Term Loan, net | |||||||
Line of Credit Facility [Line Items] | |||||||
Payment for debt prepayment | $ 12,500 | $ 10,000 |
Debt - Note Payable (Details)
Debt - Note Payable (Details) $ in Thousands | Oct. 30, 2015liability | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||
Recognition of earnout payment liability | $ 7,400 | |||
Payment for contingent liability | 100 | |||
Long-term note payable | $ 2,426 | $ 0 | ||
Mediscan | ||||
Debt Instrument [Line Items] | ||||
Number of contingent liabilities assumed | liability | 2 | |||
Recognition of earnout payment liability | 7,400 | |||
Payment for contingent liability | 100 | |||
Earnout Notes Payable | ||||
Debt Instrument [Line Items] | ||||
Notes payable, current | 2,400 | |||
Long-term note payable | 2,500 | |||
Earnout Notes Payable | Mediscan | ||||
Debt Instrument [Line Items] | ||||
Earnout performance criterion, conversion to note payable | $ 7,300 | |||
Notes payable, current | 2,400 | |||
Long-term note payable | $ 2,500 |
Derivatives (Details)
Derivatives (Details) - USD ($) | Sep. 26, 2019 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 |
Derivative [Line Items] | ||||||
Loss on derivative liability | $ 0 | $ 1,284,000 | $ 0 | |||
Interest rate swap agreement | ||||||
Derivative [Line Items] | ||||||
Derivative fixed interest rate | 2.627% | |||||
Derivative, notional amount | $ 48,800,000 | |||||
Cash Flow Hedging | Interest rate swap agreement | ||||||
Derivative [Line Items] | ||||||
Payment for derivative termination | $ 1,300,000 | |||||
Loss on derivative liability | $ 1,300,000 | |||||
Term Loan, net | Senior Debt | ||||||
Derivative [Line Items] | ||||||
Debt fixed interest rate | 50.00% |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Right of use impairment charge | $ 1.2 | $ 4.5 |
Impairment of long-lived assets held-for-use | $ 0.6 | $ 1 |
Leases - Balance Sheet Informat
Leases - Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 10,447 | $ 16,964 |
Operating lease liabilities - current | 4,509 | 4,878 |
Operating lease liabilities - non-current | $ 15,234 | $ 19,070 |
Weighted-average remaining lease term | 4 years 1 month 6 days | 4 years 8 months 12 days |
Weighted average discount rate | 6.32% | 6.26% |
Leases - Operating Lease Liabil
Leases - Operating Lease Liability Maturity (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2021 | $ 5,612 | |
2022 | 5,456 | |
2023 | 5,048 | |
2024 | 3,688 | |
2025 | 2,717 | |
Total minimum lease payments | 22,521 | |
Less: amount of lease payments representing interest | (2,778) | |
Present value of future minimum lease payments | 19,743 | |
Less: operating lease liabilities - current | (4,509) | $ (4,878) |
Operating lease liabilities - non-current | $ 15,234 | $ 19,070 |
Leases - Other Information (Det
Leases - Other Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 7,111 | $ 7,477 |
Right-of-use assets acquired under operating lease | 1,587 | 1,229 |
Operating lease expense | 4,874 | 6,592 |
Short-term lease expense | 5,217 | 8,042 |
Variable and other lease costs | $ 1,919 | $ 2,446 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Fair values Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Level 1 | Deferred compensation asset | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Deferred compensation asset | $ 1,156 | $ 830 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liabilities | 0 | 7,300 |
Deferred compensation liability | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Deferred compensation liability | $ 2,475 | $ 2,216 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of reconciliation of opening and closing balances for fair value measurements categorized within Level 3 (Details) - Contingent Consideration Liabilities - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 7,300 | $ 7,689 |
Payments | (100) | (279) |
Accretion expense | 500 | |
Valuation adjustment | 77 | (610) |
Reclassification to other current and long-term liabilities | (7,277) | |
Ending balance | $ 0 | $ 7,300 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Instruments that were not Measured at Fair Value (Details) - Level 2 - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Senior Secured Asset-Based Loan | Carrying Amount | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Senior Secured Asset-Based Loan | $ 53,408 | $ 70,974 |
Senior Secured Asset-Based Loan | Fair Value | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Senior Secured Asset-Based Loan | 53,408 | 70,974 |
Earnout Notes Payable | Carrying Amount | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Note Payable | 4,851 | 0 |
Earnout Notes Payable | Fair Value | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Note Payable | $ 4,851 | $ 0 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |||
Company contribution net of forfeitures | $ 500 | $ 1,100 | $ 800 |
Employer match vesting duration | 3 years | ||
Deferred compensation liabilities | $ 2,475 | $ 2,216 |
Contingencies (Details)
Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Loss contingency accrual | $ 1,000 | |||
Legal settlement charges | $ 1,600 | $ 0 | $ 1,600 | $ 0 |
Income Taxes - Components of In
Income Taxes - Components of Income (Loss) Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (12,998) | $ (24,783) | $ (18,619) |
Foreign | 668 | 572 | 424 |
Loss before income taxes | $ (12,330) | $ (24,211) | $ (18,195) |
Income Taxes - Components of _2
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||
Federal | $ 25 | $ (35) | $ 43 |
State | 600 | 499 | 620 |
Foreign | 119 | 109 | 269 |
Total | 744 | 573 | 932 |
Deferred: | |||
Federal | (138) | 17,406 | (2,137) |
State | (818) | 13,799 | (1,277) |
Foreign | 24 | (46) | 4 |
Total | (932) | 31,159 | (3,410) |
Income tax (benefit) expense | $ (188) | $ 31,732 | $ (2,478) |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets: | |||
Accrued other and prepaid expenses | $ 1,600 | $ 1,557 | |
Allowance for doubtful accounts | 909 | 624 | |
Intangible assets | 27,036 | 28,889 | |
Net operating loss carryforwards | 20,536 | 19,796 | |
Accrued professional liability claims | 1,525 | 1,794 | |
Accrued workers’ compensation claims | 3,015 | 2,839 | |
Share-based compensation | 721 | 381 | |
Operating lease liabilities | 4,871 | 6,108 | |
Credit carryforwards | 188 | 188 | |
Other | 0 | 128 | |
Gross deferred tax assets | 60,401 | 62,304 | |
Valuation allowance | (37,472) | (37,345) | $ (1,200) |
Deferred tax assets | 22,929 | 24,959 | |
Deferred Tax Liabilities: | |||
Depreciation | (1,077) | (224) | |
Indefinite-lived intangibles | (25,546) | (27,609) | |
Operating lease right-of-use assets | (2,499) | (4,312) | |
Tax on unrepatriated earnings | (361) | (337) | |
Other | (38) | 0 | |
Deferred tax liabilities | (29,521) | (32,482) | |
Net deferred taxes | $ (6,592) | $ (7,523) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Contingency [Line Items] | |||||
Change in valuation allowance | $ 36,000,000 | ||||
Change in deferred tax asset valuation allowance through expense | 35,800,000 | $ 117,000 | $ 36,224,000 | $ 0 | |
Reduction of OIC related to the change in valuation allowance | $ 200,000 | ||||
Valuation allowance | 37,472,000 | 37,345,000 | 1,200,000 | ||
Unrecognized tax benefits | 6,891,000 | 5,792,000 | 5,412,000 | $ 3,807,000 | |
Unrecognized tax benefits, which would affect the effective tax rate | 7,100,000 | 6,000,000 | 5,600,000 | ||
Unrecognized tax benefit accrued interest and penalties | 300,000 | 300,000 | 300,000 | ||
U.S. | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | 88,600,000 | ||||
State | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | 136,800,000 | ||||
Other Current Liabilities | |||||
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits | 0 | 0 | 0 | ||
Other Noncurrent Liabilities | |||||
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits | $ 1,000,000 | $ 700,000 | $ 600,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Computed At U. S. Federal Statutory Rate to Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Tax at U.S. statutory rate | $ (2,589) | $ (5,084) | $ (3,821) | |
State taxes, net of federal benefit | 135 | (554) | (543) | |
Noncontrolling interest | (172) | (372) | (252) | |
Non-deductible items | 544 | 562 | 564 | |
Foreign tax expense (benefit) | 1 | (58) | 180 | |
Valuation allowances | $ 35,800 | 117 | 36,224 | 0 |
Uncertain tax positions | 1,110 | 400 | 1,629 | |
Officers' compensation | 621 | 418 | 148 | |
Return to provision | 87 | 2 | (458) | |
Other | (42) | 194 | 75 | |
Income tax (benefit) expense | $ (188) | $ 31,732 | $ (2,478) |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Beginning and Ending Balance of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1 | $ 5,792 | $ 5,412 | $ 3,807 |
Additions based on tax positions related to the current year | 974 | 1,283 | 1,401 |
Additions based on tax positions related to prior years | 125 | 204 | |
Reductions based on tax positions related to prior years | (498) | ||
Reductions as a result of a lapse of applicable statute of limitations | 0 | (405) | 0 |
Balance at December 31 | $ 6,891 | $ 5,792 | $ 5,412 |
Stockholders' Equity - Stock Re
Stockholders' Equity - Stock Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock repurchase and retirement (in shares) | 432,000 | ||
Stock repurchase and retirement | $ 5,000 | ||
Common stock left remaining to repurchase under the plan (in shares) | 510,004 | ||
Maximum annual repurchase amount | $ 5,000 | ||
Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock repurchase and retirement (in shares) | 0 | 0 | 432,439 |
Stock repurchase and retirement | $ 5,000 | ||
Stock repurchase and retirement (in dollars per share) | $ 11.54 |
Stockholders' Equity - Share-Ba
Stockholders' Equity - Share-Based Payments (Details) | Mar. 31, 2020shares | Mar. 31, 2019shares | Mar. 31, 2018shares | Dec. 31, 2020USD ($)installment | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | May 19, 2020shares | Oct. 25, 2001shares |
Omnibus Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares reserved for future issuance (in shares) | shares | 3,000,000 | |||||||
Performance shares, attainment level certification period | 30 days | |||||||
Omnibus Plan | Board of Directors | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of vesting installments | installment | 3 | |||||||
The 1999 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate number of common stock shares authorized for issuance (in shares) | shares | 4,398,001 | |||||||
Minimum | Omnibus Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock vesting period | 1 year | |||||||
Restricted Stock Awards | Omnibus Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock vesting period | 3 years | |||||||
Pretax of total unrecognized compensation cost related to non-vested restricted stock awards | $ 5,600,000 | |||||||
Pretax total unrecognized compensation cost related to share options- period | 1 year 8 months 19 days | |||||||
Fair value of shares vested | $ 2,700,000 | $ 2,600,000 | $ 2,500,000 | |||||
Performance Stock Awards | Omnibus Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares issued (in shares) | shares | 286,415 | 192,939 | 238,328 | |||||
Pretax of total unrecognized compensation cost related to non-vested restricted stock awards | $ 1,100,000 | |||||||
Pretax total unrecognized compensation cost related to share options- period | 1 year 6 months 25 days | |||||||
Fair value of shares vested | $ 0 | $ 0 | $ 500,000 | |||||
Stock Appreciation Rights | Omnibus Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock vesting period | 4 years | |||||||
Stock vesting percentage per year | 25.00% | |||||||
Stock expiration period | 7 years |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Restricted Stock Award Activity and Performance Stock Awards (Details) | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Restricted Stock Awards | |
Number of Shares | |
Unvested restricted stock awards, beginning balance (in shares) | shares | 996,794 |
Granted (in shares) | shares | 829,023 |
Vested (in shares) | shares | (404,478) |
Forfeited (in shares) | shares | (75,520) |
Unvested restricted stock awards, ending balance (in shares) | shares | 1,345,819 |
Weighted average grant date fair value | |
Unvested restricted stock awards, beginning balance (usd per share) | $ / shares | $ 8.54 |
Granted (usd per share) | $ / shares | 6.65 |
Vested (usd per share) | $ / shares | 8.81 |
Forfeited (usd per share) | $ / shares | 7.71 |
Unvested restricted stock awards, ending balance (usd per share) | $ / shares | $ 7.04 |
Performance Stock Awards | |
Number of Shares | |
Unvested restricted stock awards, beginning balance (in shares) | shares | 364,557 |
Granted (in shares) | shares | 286,415 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | (102,821) |
Unvested restricted stock awards, ending balance (in shares) | shares | 548,151 |
Weighted average grant date fair value | |
Unvested restricted stock awards, beginning balance (usd per share) | $ / shares | $ 9.66 |
Granted (usd per share) | $ / shares | 6.74 |
Vested (usd per share) | $ / shares | 0 |
Forfeited (usd per share) | $ / shares | 12.32 |
Unvested restricted stock awards, ending balance (usd per share) | $ / shares | $ 7.64 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options and Stock Appreciation Rights Granted and Exercised (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Equity [Abstract] | |||
Total intrinsic value of options exercised | $ 1 | $ 130 | $ 234 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Company's Share Option Plans Activities (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | |
Number of Shares | |||
Share options outstanding at beginning of year (in shares) | 8,000 | ||
Granted (in shares) | 0 | ||
Exercised (in shares) | (1,000) | ||
Forfeited/expired (in shares) | (7,000) | ||
Share options outstanding at end of year (in shares) | 0 | 8,000 | |
Option, Exercise Price [Roll Forward] | |||
Option price, beginning of period (usd per share) | $ 0 | $ 5.21 | $ 0 |
Option price, granted (in usd per share) | 0 | ||
Option price, exercised (in usd per share) | 5.21 | ||
Option price, forfeited/cancelled (in usd per share) | 5.21 | ||
Option price, end of period (usd per share) | 0 | 5.21 | |
Weighted Average Exercise Price | |||
Share options outstanding at beginning of year, weighted average exercise price (usd per share) | 5.21 | ||
Granted, weighted average exercise price (usd per share) | 0 | ||
Exercised, weighted average exercise price (usd per share) | 5.21 | ||
Forfeited/expired, weighted average exercise price (usd per share) | 5.21 | ||
Share options outstanding at end of year, weighted average exercise price (usd per share) | $ 0 | $ 5.21 | |
Shares options outstanding vested or expected to vest - weighted average contractual life | 0 years | ||
Share options outstanding at end of year | $ 0 |
Earnings Per Share - Components
Earnings Per Share - Components of Numerator and Denominator for Computation of Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||||||||||
Net loss attributable to common shareholders - Basic and Diluted | $ 4,612 | $ (1,334) | $ (14,151) | $ (2,089) | $ (1,144) | $ (3,128) | $ (51,674) | $ (1,767) | $ (12,962) | $ (57,713) | $ (16,951) |
Denominator: | |||||||||||
Weighted average common shares - Basic (shares) | 36,088 | 35,815 | 35,657 | ||||||||
Effective of diluted shares: | |||||||||||
Share-based awards (shares) | 0 | 0 | 0 | ||||||||
Weighted average common shares - Diluted (shares) | 36,088 | 35,815 | 35,657 | ||||||||
Net (loss) income per share attributable to common shareholders - Basic and diluted (usd per share) | $ 0.13 | $ (0.04) | $ (0.39) | $ (0.06) | $ (0.03) | $ (0.09) | $ (1.44) | $ (0.05) | $ (0.36) | $ (1.61) | $ (0.48) |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 663 | 335 | 373 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Founding Members of Mediscan | |||
Related Party Transaction [Line Items] | |||
Rent expense | $ 300,000 | ||
Corporate Joint Venture | |||
Related Party Transaction [Line Items] | |||
Percent ownership in joint venture unit | 68.00% | ||
Revenue from related parties | $ 16,000,000 | $ 25,000,000 | $ 19,400,000 |
Receivable balance with joint venture | 1,700,000 | 1,700,000 | |
Due to joint venture | 200,000 | 500,000 | |
Chief Executive Officer | |||
Related Party Transaction [Line Items] | |||
Due to joint venture | 0 | 0 | |
Expenses from purchase | 200,000 | 0 | |
Board of Directors | |||
Related Party Transaction [Line Items] | |||
Account receivable due from related parties | $ 0 | ||
Employee | Earnout Notes Payable | |||
Related Party Transaction [Line Items] | |||
Notes payable | $ 4,900,000 |
Segment Data - Additional Infor
Segment Data - Additional Information (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2020segment | Dec. 31, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of operating segments | segment | 3 | |
Nurse and Allied Staffing | ||
Segment Reporting Information [Line Items] | ||
Increase (decrease) in revenue | $ (1.7) | |
Increase (decrease) in contribution income (loss) | (0.2) | |
Search | ||
Segment Reporting Information [Line Items] | ||
Increase (decrease) in revenue | 1.7 | |
Increase (decrease) in contribution income (loss) | $ 0.2 |
Segment Data - Operating Segmen
Segment Data - Operating Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Revenues | $ 215,606 | $ 193,968 | $ 216,779 | $ 210,064 | $ 215,096 | $ 209,200 | $ 202,757 | $ 195,171 | $ 836,417 | $ 822,224 | $ 816,484 |
Contribution income | 77,788 | 66,288 | 71,718 | ||||||||
Unallocated corporate overhead | 51,900 | 46,246 | 44,589 | ||||||||
Depreciation and amortization | 12,671 | 14,075 | 11,780 | ||||||||
Acquisition and integration-related costs | 77 | 201 | 3,048 | ||||||||
Restructuring costs | $ 900 | $ 2,300 | $ 2,300 | $ 600 | $ 700 | $ 1,600 | $ 1,200 | 6,052 | 3,571 | 2,758 | |
Legal settlement charges | $ 1,600 | 0 | 1,600 | 0 | |||||||
Impairment charges | 16,248 | 16,306 | 22,423 | ||||||||
Loss from operations | (9,160) | (15,711) | (12,880) | ||||||||
Nurse and Allied Staffing | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Revenues | 757,949 | 732,815 | 718,613 | ||||||||
Contribution income | 75,293 | 64,353 | 66,200 | ||||||||
Physician Staffing | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Revenues | 67,934 | 74,605 | 82,305 | ||||||||
Contribution income | 3,619 | 2,758 | 4,755 | ||||||||
Search | |||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||
Revenues | 10,534 | 14,804 | 15,566 | ||||||||
Contribution income | $ (1,124) | $ (823) | $ 763 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue from services | $ 215,606 | $ 193,968 | $ 216,779 | $ 210,064 | $ 215,096 | $ 209,200 | $ 202,757 | $ 195,171 | $ 836,417 | $ 822,224 | $ 816,484 |
Gross profit | 54,392 | 48,003 | 50,734 | 49,603 | 53,161 | 51,006 | 51,588 | 48,254 | |||
Consolidated net (loss) income | 4,822 | (1,148) | (14,048) | (1,768) | (600) | (2,697) | (51,270) | (1,376) | (12,142) | (55,943) | (15,717) |
Net (loss) income attributable to common shareholders | $ 4,612 | $ (1,334) | $ (14,151) | $ (2,089) | $ (1,144) | $ (3,128) | $ (51,674) | $ (1,767) | $ (12,962) | $ (57,713) | $ (16,951) |
Net (loss) income per share attributable to common shareholders - Basic and diluted (usd per share) | $ 0.13 | $ (0.04) | $ (0.39) | $ (0.06) | $ (0.03) | $ (0.09) | $ (1.44) | $ (0.05) | $ (0.36) | $ (1.61) | $ (0.48) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Impairment charges | $ 16,248 | $ 16,306 | $ 22,423 | ||||||||
Restructuring costs | $ 900 | $ 2,300 | $ 2,300 | $ 600 | $ 700 | $ 1,600 | $ 1,200 | 6,052 | 3,571 | 2,758 | |
Legal Fees | 600 | 800 | 1,600 | ||||||||
Legal settlement charges | $ 1,600 | 0 | 1,600 | 0 | |||||||
Loss on extinguishment of debt | (1,500) | 0 | 1,978 | 79 | |||||||
Applicant tracking system expenses | $ 700 | 400 | 400 | 500 | 300 | 300 | 300 | $ 1,100 | |||
Valuation allowances | 35,800 | 117 | 36,224 | 0 | |||||||
Loss on derivative | 0 | 1,284 | 0 | ||||||||
Leased Property | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Impairment charges | 900 | 4,500 | 1,800 | ||||||||
Interest rate swap agreement | Cash Flow Hedging | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Loss on derivative | 1,300 | ||||||||||
Search | |||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue from services | 10,534 | 14,804 | 15,566 | ||||||||
Search | Goodwill and Intangible Assets | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Impairment charges | 200 | 10,500 | |||||||||
Physician Staffing | |||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue from services | 67,934 | 74,605 | 82,305 | ||||||||
Nurse and Allied Staffing | |||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue from services | $ 757,949 | $ 732,815 | $ 718,613 | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Amortization of assets | $ 900 | $ 1,400 | $ 700 | ||||||||
Nurse and Allied Staffing | Trade names | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Impairment charges | 14,500 | ||||||||||
Trade names | Physician Staffing | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Amortization of assets | $ 300 | $ 500 | |||||||||
Trade names | Nurse and Allied Staffing | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Amortization of assets | $ 2,000 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Allowances for Accounts Receivable | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 3,219 | $ 3,705 | $ 3,688 |
Charged to Operations | 4,269 | 3,243 | 5,974 |
Write-Offs, Net of Recoveries | (3,467) | (3,729) | (5,957) |
Other Changes | 0 | 0 | 0 |
Balance at End of Period | 4,021 | 3,219 | 3,705 |
Valuation Allowance for Deferred Tax Assets | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 37,345 | 1,189 | 1,076 |
Charged to Operations | 118 | 36,224 | 113 |
Write-Offs, Net of Recoveries | 0 | 0 | 0 |
Other Changes | 9 | (68) | 0 |
Balance at End of Period | $ 37,472 | $ 37,345 | $ 1,189 |