Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Jul. 30, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'AMN HEALTHCARE SERVICES INC | ' |
Entity Central Index Key | '0001142750 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 46,501,082 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $5,501 | $15,580 |
Accounts receivable, net of allowances of $5,076 and $5,118 at June 30, 2014 and December 31, 2013, respectively | 151,505 | 147,477 |
Accounts receivable, subcontractor | 22,512 | 18,271 |
Deferred income taxes, net | 27,983 | 24,938 |
Prepaid and other current assets | 27,662 | 26,631 |
Total current assets | 235,163 | 232,897 |
Restricted cash, cash equivalents and investments | 20,606 | 23,115 |
Fixed assets, net of accumulated depreciation of $66,809 and $63,031 at June 30, 2014 and December 31, 2013, respectively | 27,066 | 21,158 |
Other assets | 37,502 | 32,279 |
Goodwill | 144,937 | 144,642 |
Intangible assets, net of accumulated amortization of $38,102 and $42,439 at June 30, 2014 and December 31, 2013, respectively | 146,418 | 150,197 |
Total assets | 611,692 | 604,288 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 65,130 | 71,081 |
Accrued compensation and benefits | 56,046 | 55,949 |
Revolving credit facility | 6,500 | 10,000 |
Current portion of notes payable | 7,500 | 0 |
Other current liabilities | 4,097 | 6,060 |
Total current liabilities | 139,273 | 143,090 |
Notes payable, net of discount | 140,625 | 148,672 |
Other long-term liabilities | 98,188 | 94,784 |
Total liabilities | 378,086 | 386,546 |
Commitments and contingencies (Note 9) | ' | ' |
Stockholders’ equity: | ' | ' |
Preferred stock, $0.01 par value; 10,000 shares authorized; none issued and outstanding at June 30, 2014 and December 31, 2013 | 0 | 0 |
Common stock, $0.01 par value; 200,000 shares authorized; 46,501 and 46,011 shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively | 465 | 460 |
Additional paid-in capital | 430,137 | 429,055 |
Accumulated deficit | -196,452 | -211,275 |
Accumulated other comprehensive loss | -544 | -498 |
Total stockholders’ equity | 233,606 | 217,742 |
Total liabilities and stockholders’ equity | $611,692 | $604,288 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Accounts receivable, allowance | $5,076 | $5,118 |
Accumulated depreciation | 66,809 | 63,031 |
Accumulated amortization | $38,102 | $42,439 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 200,000 | 200,000 |
Common stock, shares issued | 46,501 | 46,011 |
Common stock, shares outstanding | 46,501 | 46,011 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenue | $250,913 | $253,943 | $491,794 | $506,063 |
Cost of revenue | 173,754 | 179,530 | 340,679 | 358,643 |
Gross profit | 77,159 | 74,413 | 151,115 | 147,420 |
Operating expenses: | ' | ' | ' | ' |
Selling, general and administrative | 55,567 | 54,551 | 110,234 | 108,158 |
Depreciation and amortization | 4,010 | 3,240 | 7,830 | 6,530 |
Total operating expenses | 59,577 | 57,791 | 118,064 | 114,688 |
Income from operations | 17,582 | 16,622 | 33,051 | 32,732 |
Interest expense, net (including loss on debt extinguishment of $3,113 and $434 for both the three and six months ended June 30, 2014 and 2013, respectively) and other | 4,629 | 3,130 | 6,475 | 5,989 |
Income before income taxes | 12,953 | 13,492 | 26,576 | 26,743 |
Income tax expense | 5,760 | 5,093 | 11,753 | 10,781 |
Net Income | 7,193 | 8,399 | 14,823 | 15,962 |
Other comprehensive (loss) income - foreign currency translation | -37 | -28 | -46 | 65 |
Comprehensive income | $7,156 | $8,371 | $14,777 | $16,027 |
Net income per common share: | ' | ' | ' | ' |
Basic (in dollars per share) | $0.15 | $0.18 | $0.32 | $0.35 |
Diluted (in dollars per share) | $0.15 | $0.18 | $0.31 | $0.33 |
Weighted average common shares outstanding: | ' | ' | ' | ' |
Basic (shares) | 46,479 | 46,039 | 46,416 | 45,927 |
Diluted (shares) | 47,836 | 47,837 | 47,876 | 47,759 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Loss on debt extinguishment | $3,113 | $434 | $3,113 | $434 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $14,823 | $15,962 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 7,830 | 6,530 |
Non-cash interest expense and other | 676 | 676 |
Increase in allowances for doubtful accounts and sales credits | 2,153 | 1,648 |
Provision for deferred income taxes | -1,074 | 862 |
Share-based compensation | 3,570 | 3,180 |
Excess tax benefits from share-based compensation | -1,716 | -1,431 |
Holdback settlement in equity from prior acquisition | 0 | -3,046 |
Loss on disposal or sale of fixed assets | 4 | 8 |
Loss on debt extinguishment | 3,113 | 434 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable, net | -6,181 | -8,936 |
Accounts receivable, subcontractor | -4,241 | 2,739 |
Prepaid expenses and other current assets | -1,002 | 3,461 |
Other assets | -54 | -2,321 |
Accounts payable and accrued expenses | -6,037 | 327 |
Accrued compensation and benefits | 96 | -2,572 |
Other liabilities | 1,147 | 1,886 |
Restricted cash, cash equivalents and investments balance | -5,957 | -2,150 |
Net cash provided by operating activities | 7,150 | 17,257 |
Cash flows from investing activities: | ' | ' |
Purchase and development of fixed assets | -9,876 | -5,348 |
Equity method investment | -3,000 | 0 |
Payments to fund deferred compensation plan | -1,399 | -735 |
Change in restricted cash, cash equivalents and investments balance | 8,466 | 51 |
Net cash used in investing activities | -5,809 | -6,032 |
Cash flows from financing activities: | ' | ' |
Capital lease repayments | -313 | -318 |
Repayments on prior term loan | -149,620 | 0 |
Payments on current term loan | -1,875 | -5,000 |
Proceeds from current term loan | 150,000 | 0 |
Proceeds from prior revolving credit facility | 10,000 | 1,000 |
Repayments on prior revolving credit facility | -20,000 | -1,000 |
Proceeds from current revolving credit facility | 19,500 | 0 |
Payments on current revolving credit facility | -13,000 | 0 |
Payment of financing costs | -3,488 | -935 |
Proceeds from exercise of equity awards | 58 | 767 |
Cash paid for shares withheld for taxes | -4,243 | -2,537 |
Excess tax benefits from share-based compensation | 1,716 | 1,431 |
Change in bank overdraft | -109 | 140 |
Net cash used in financing activities | -11,374 | -6,452 |
Effect of exchange rate changes on cash | -46 | 65 |
Net (decrease) increase in cash and cash equivalents | -10,079 | 4,838 |
Cash and cash equivalents at beginning of period | 15,580 | 5,681 |
Cash and cash equivalents at end of period | 5,501 | 10,519 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid for interest (net of $46 and $43 capitalized for the six months ended June 30, 2014 and 2013, respectively) | 2,760 | 4,233 |
Cash paid for income taxes | $9,170 | $9,345 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Parenthetical) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Interest capitalized | $46 | $43 |
Basis_of_Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
BASIS OF PRESENTATION | ' |
BASIS OF PRESENTATION | |
The condensed consolidated balance sheets and related condensed consolidated statements of comprehensive income and cash flows contained in this Quarterly Report on Form 10-Q (this “Quarterly Report”), which are unaudited, include the accounts of AMN Healthcare Services, Inc. and its wholly-owned subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all entries necessary for a fair presentation of such unaudited condensed consolidated financial statements have been included. These entries consisted of all normal recurring items. The results of operations for the interim period are not necessarily indicative of the results to be expected for any other interim period or for the entire fiscal year or for any future period. | |
The unaudited condensed consolidated financial statements do not include all information and notes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States. Please refer to the Company’s audited consolidated financial statements and the related notes for the fiscal year ended December 31, 2013, contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013, filed with the Securities and Exchange Commission (“SEC”) on February 21, 2014. | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. On an ongoing basis, the Company evaluates its estimates, including those related to asset impairments, accruals for self-insurance, compensation and related benefits, accounts receivable, contingencies and litigation, valuation and recognition of share-based payments and income taxes. Actual results could differ from those estimates under different assumptions or conditions. | |
Reclassification | |
Certain reclassifications have been made to the prior year’s consolidated financial statements to conform to the current year presentation. Specifically, payments made into the Company’s life insurance policies to assist in funding the deferred compensation plan were reclassified from cash flows from operations to cash flows from investing activities in the unaudited condensed consolidated statement of cash flows for the six months ended June 30, 2013. In addition, the Company reclassified expected insurance recoveries under its professional liability and workers’ compensation policies in the condensed consolidated balance sheet for the year ended December 31, 2013 to conform to the current year presentation. Professional liability and workers’ compensation liability were previously presented net of insurance recoveries. Commencing June 30, 2014, expected insurance recoveries are presented on a gross basis, with the short-term insurance receivable portion included within “Prepaid and other current assets” and the long-term portion included within “Other assets” on the condensed consolidated balance sheet. |
Business_Combination_and_Equit
Business Combination and Equity Investment | 6 Months Ended |
Jun. 30, 2014 | |
Business Combinations [Abstract] | ' |
BUSINESS COMBINATION AND EQUITY INVESTMENT | ' |
ShiftWise Acquisition | |
On November 20, 2013, the Company completed its acquisition of ShiftWise, a leading national provider of web-based healthcare workforce solutions, including its vendor management systems, or “VMS,” utilized by hospitals and other healthcare systems. The strategic combination has added a new and more robust technology platform to the Company’s current workforce solutions offerings and will allow the Company to enhance its managed services business and provide a vendor neutral VMS option for interested clients. The acquisition is not considered a material business combination and, accordingly, pro forma information is not provided. The Company accounted for the acquisition using the acquisition method of accounting and recorded the tangible and intangible assets acquired and liabilities assumed at their estimated fair values as of the date of the acquisition. The purchase price of the acquisition totaled $39,500, of which $6,000 was deposited in escrow to satisfy any indemnification claims by the Company with respect to, among other customary items, breaches of representations, warranties and covenants by ShiftWise and post-closing purchase price adjustments. The $6,000 deposited in escrow will be disbursed to the selling shareholders in three years following the closing date at $2,000 per annum minus any indemnification claims. As of the date of this Form 10-Q, the Company is still finalizing the allocation of the purchase price. The provisional items pending finalization are primarily related to tax matters, which the Company expects to complete during 2014. | |
The preliminary allocation of the purchase price consisted of $9,899 of fair value of assets acquired, $11,801 of liabilities assumed (including $2,933 of deferred tax liabilities), $21,612 of goodwill and $19,790 of identified intangible assets. The intangible assets include the fair value of trade names and trademarks, customer relationships, non-compete agreements and acquired technologies. The weighted average useful life of the acquired intangible assets subject to amortization is approximately 8 years. There was no goodwill recognized as part of this acquisition that is deductible for tax purposes. | |
The results of operations of ShiftWise have been included in the nurse and allied healthcare staffing segment in the Company’s condensed consolidated financial statements since the date of acquisition. | |
Pipeline Equity Investment | |
In March 2014, the Company entered into an agreement (the “Pipeline Agreement”) under which it made an initial $2,000 investment in Pipeline Health Holdings LLC (“Pipeline”), a telepharmacy provider. The Company’s ownership percentage in Pipeline at March 31, 2014 was approximately 9%. Under the Pipeline Agreement, the Company committed to invest up to an additional $3,000 contingent upon Pipeline reaching two milestone commitments within a year. In April 2014, the Company made the first milestone investment of $1,000, which together with the initial investment currently represents an ownership percentage in Pipeline of approximately 12%. The investment is accounted for under the equity method of accounting. The Company’s share of Pipeline’s results is included within “Interest expense, net and other” in the accompanying unaudited condensed consolidated statement of comprehensive income for the six months ended June 30, 2014. |
Revenue_Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2014 | |
Revenue Recognition [Abstract] | ' |
REVENUE RECOGNITION | ' |
REVENUE RECOGNITION | |
Revenue consists of fees earned from the permanent and temporary placement of clinicians and physicians. Revenue is recognized when earned and realizable. The Company has entered into certain contracts with healthcare organizations to provide managed services programs. Under these contract arrangements, the Company uses its clinicians and physicians along with those of third party subcontractors to fulfill client orders. If the Company uses subcontractors, it records revenue net of related subcontractors expense. The resulting net revenue represents the administrative fee the Company charges for its vendor management services. The Company records subcontractor accounts receivable from the client in the consolidated balance sheets. The Company generally pays the subcontractor after it has received payment from the client. Payables to subcontractors of $24,936 and $22,051, respectively, were included in accounts payable and accrued expenses in the unaudited condensed consolidated balance sheet as of June 30, 2014 and the audited consolidated balance sheet as of December 31, 2013. |
Net_Income_Per_Common_Share
Net Income Per Common Share | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
NET INCOME PER COMMON SHARE | ' | |||||||||||||||
NET INCOME PER COMMON SHARE | ||||||||||||||||
Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period. Diluted net income per common share reflects the effects of potentially dilutive share-based equity instruments. | ||||||||||||||||
Share-based awards to purchase 385 and 334 shares of common stock for the three months ended June 30, 2014 and 2013, respectively, were not included in the calculation of diluted net income per common share because the effect of these instruments was anti-dilutive. Share-based awards to purchase 373 and 321 shares of common stock for the six months ended June 30, 2014 and 2013, respectively, were not included in the calculation of diluted net income per common share because the effect of these instruments was anti-dilutive. | ||||||||||||||||
The following table sets forth the computation of basic and diluted net income per common share for the three and six months ended June 30, 2014 and 2013, respectively: | ||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income | $ | 7,193 | $ | 8,399 | $ | 14,823 | $ | 15,962 | ||||||||
Net income per common share - basic | $ | 0.15 | $ | 0.18 | $ | 0.32 | $ | 0.35 | ||||||||
Net income per common share - diluted | $ | 0.15 | $ | 0.18 | $ | 0.31 | $ | 0.33 | ||||||||
Weighted average common shares outstanding - basic | 46,479 | 46,039 | 46,416 | 45,927 | ||||||||||||
Plus dilutive effect of potential common shares | 1,357 | 1,798 | 1,460 | 1,832 | ||||||||||||
Weighted average common shares outstanding - diluted | 47,836 | 47,837 | 47,876 | 47,759 | ||||||||||||
Segment_Information
Segment Information | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
SEGMENT INFORMATION | ' | |||||||||||||||
SEGMENT INFORMATION | ||||||||||||||||
The Company has three reportable segments: nurse and allied healthcare staffing, locum tenens staffing and physician permanent placement services. | ||||||||||||||||
The Company’s management relies on internal management reporting processes that provide revenue and operating income by reportable segment for making financial decisions and allocating resources. Segment operating income represents income before income taxes plus depreciation, amortization of intangible assets, share-based compensation expense, interest expense (net) and other, and unallocated corporate overhead. The Company’s management does not evaluate, manage or measure performance of segments using asset information; accordingly, asset information by segment is not prepared or disclosed. | ||||||||||||||||
The following table provides a reconciliation of revenue and operating income by reportable segment to consolidated results and was derived from each segment’s internal financial information as used for corporate management purposes: | ||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | ||||||||||||||||
Nurse and allied healthcare staffing | $ | 165,894 | $ | 170,138 | $ | 329,344 | $ | 346,903 | ||||||||
Locum tenens staffing | 74,309 | 72,708 | 141,180 | 138,164 | ||||||||||||
Physician permanent placement services | 10,710 | 11,097 | 21,270 | 20,996 | ||||||||||||
$ | 250,913 | $ | 253,943 | $ | 491,794 | $ | 506,063 | |||||||||
Segment Operating Income | ||||||||||||||||
Nurse and allied healthcare staffing | $ | 22,032 | $ | 20,128 | $ | 42,004 | $ | 42,602 | ||||||||
Locum tenens staffing | 7,818 | 4,908 | 14,691 | 9,800 | ||||||||||||
Physician permanent placement services | 2,187 | 2,289 | 4,318 | 4,530 | ||||||||||||
32,037 | 27,325 | 61,013 | 56,932 | |||||||||||||
Unallocated corporate overhead | 8,694 | 5,985 | 16,562 | 14,490 | ||||||||||||
Depreciation and amortization | 4,010 | 3,240 | 7,830 | 6,530 | ||||||||||||
Share-based compensation | 1,751 | 1,478 | 3,570 | 3,180 | ||||||||||||
Interest expense, net (including loss on debt extinguishment of $3,113 and $434 for both the three and six months ended June 30, 2014 and 2013, respectively) and other | 4,629 | 3,130 | 6,475 | 5,989 | ||||||||||||
Income before income taxes | $ | 12,953 | $ | 13,492 | $ | 26,576 | $ | 26,743 | ||||||||
Fair_Value_Measurement
Fair Value Measurement | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||
FAIR VALUE MEASUREMENT | ' | ||||||||
FAIR VALUE MEASUREMENTS | |||||||||
Fair value represents the 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. When determining fair value, the Company considers the principal or most advantageous market in which the Company would conduct a transaction, in addition to the assumptions that market participants would use when pricing the related assets or liabilities, including non-performance risk. | |||||||||
A three-level hierarchy prioritizes the inputs to valuation techniques used to measure fair value and requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of the fair value hierarchy are as follows: | |||||||||
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. | |||||||||
Assets Measured on a Recurring Basis | |||||||||
The Company’s assets that are measured at fair value on a recurring basis include restricted cash equivalents and investments and the Company’s investments associated with its deferred compensation plan. The following tables present information about these assets and indicate the fair value hierarchy of the valuation techniques utilized to determine such fair value: | |||||||||
Fair Value Measurements as of June 30, 2014 | |||||||||
Total | Quoted Prices in | ||||||||
Active Markets | |||||||||
for Identical | |||||||||
Assets | |||||||||
(Level 1) | |||||||||
U.S. Treasury securities | $ | 9,350 | $ | 9,350 | |||||
Money market funds | 439 | 439 | |||||||
Total financial assets measured at fair value | $ | 9,789 | $ | 9,789 | |||||
Fair Value Measurements as of December 31, 2013 | |||||||||
Total | Quoted Prices in | ||||||||
Active Markets | |||||||||
for Identical | |||||||||
Assets | |||||||||
(Level 1) | |||||||||
U.S. Treasury securities | $ | 17,817 | $ | 17,817 | |||||
Money market funds | 359 | 359 | |||||||
Total financial assets measured at fair value | $ | 18,176 | $ | 18,176 | |||||
The Company’s restricted cash equivalents and investments typically consist of U.S. Treasury securities and money market funds, and the Company’s investments associated with its deferred compensation plan typically consist of money market funds, which fair values are based on quoted prices in active markets for identical assets. | |||||||||
Assets Measured on a Non-Recurring Basis | |||||||||
The Company applies fair value techniques on a non-recurring basis associated with valuing potential impairment losses related to its goodwill, indefinite-lived intangible assets, long-lived assets and equity method investment. If impaired, the carrying values of such assets would be written down to fair value using Level 3 inputs. There were no triggering events identified and no indication of impairment of the Company’s goodwill, indefinite-lived intangible assets, long-lived assets or equity method investment during the six months ended June 30, 2014 and 2013. | |||||||||
Fair Value of Financial Instruments | |||||||||
The carrying amount of notes payable approximates its fair value as the instrument’s interest rates are variable and comparable to rates currently offered for similar debt instruments of comparable maturity (significant other observable inputs - level 2). The fair value of the Company’s long-term self-insurance accruals cannot be estimated as the Company cannot reasonably determine the timing of future payments. |
Income_Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
INCOME TAXES | |
The Company is subject to taxation in the U.S. and various states and foreign jurisdictions. With few exceptions, as of June 30, 2014, the Company is no longer subject to U.S. federal, state, local or foreign examinations by tax authorities for years before 2005. During 2013, the Internal Revenue Service (“IRS”) completed its tax audit of the Company for the years 2007, 2008, 2009 and 2010. The IRS issued a Revenue Agent Report (“RAR”) to the Company related to its completed tax examination. The RAR seeks adjustments to the Company’s taxable income for 2007-2010 and net operating loss carryforwards for 2005-2006. The adjustments to the Company’s taxable income relate to the proposed disallowance of certain per diems paid to our clinicians and locum tenens providers on the Company’s income tax return. Concurrent with the RAR, the Company received an Employment Tax Examination Report (“ETER”) for 2009 and 2010. The ETER adjustments propose additional Company payroll tax liabilities and penalties related to the treatment of certain non-taxable per diem allowances and travel benefits. The positions in the RAR and ETER are mutually exclusive. The RAR and ETER contain multiple tax positions, some of which are contrary to each other. | |
The Company has filed a Protest Letter for both the RAR and ETER and intends to defend its position. The Company has held two meetings with the IRS Appeals office and will continue to meet with the IRS Appeals office throughout the course of the year. The Company cannot predict with certainty the timing of a resolution. The Company believes its reserve for unrecognized tax benefits and contingent tax issues is adequate. Notwithstanding, the Company could adjust its provision for income taxes and contingent tax liability based on future developments. | |
The IRS commenced income and payroll tax audits for the years 2011 and 2012 during November 2013. |
Notes_Payable_and_Related_Cred
Notes Payable and Related Credit Agreement | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Debt Disclosure [Abstract] | ' | ||||
NOTES PAYABLE AND RELATED CREDIT AGREEMENT | ' | ||||
On April 18, 2014, the Company entered into a Credit Agreement (the “Credit Agreement”) with several lenders to provide for two credit facilities (the “New Credit Facilities”) to replace its prior credit facilities, including (A) a $225,000 secured revolving credit facility (the “Revolver”) that includes a $40,000 sublimit for the issuance of letters of credit and a $20,000 sublimit for swingline loans and (B) a $150,000 secured term loan credit facility (the “Term Loan”). In addition, the Credit Agreement provides that the Company may from time to time obtain an increase in the Revolver or the Term Loan or both in an aggregate principal amount not to exceed $125,000 subject to, among other conditions, the arrangement of additional commitments with financial institutions reasonably acceptable to the Company and the administrative agent. The obligations of the Company under the Credit Agreement and the New Credit Facilities are secured by substantially all of the assets of the Company. | |||||
The New Credit Facilities are available for working capital, capital expenditures, permitted acquisitions and general corporate purposes of the Company. The maturity date of the New Credit Facilities is April 18, 2019. At June 30, 2014, the outstanding balance of the Term Loan was $148,125, of which $7,500 is due in the next 12 months, and the outstanding balance under the Revolver was $6,500. At June 30, 2014, with $8,815 of outstanding letters of credit collaterialized by the Revolver, there was $209,685 of available credit under the Revolver. | |||||
Annual principal maturities of the outstanding Term Loan are as follows: | |||||
Six months ending December 31, 2014 | $ | 3,750 | |||
Year ending December 31, 2015 | 7,500 | ||||
Year ending December 31, 2016 | 7,500 | ||||
Year ending December 31, 2017 | 7,500 | ||||
Year ending December 31, 2018 | 7,500 | ||||
Thereafter | $ | 114,375 | |||
$ | 148,125 | ||||
The Revolver carries an unused fee of 0.25% to 0.35% per annum and each standby letter of credit issued under the Revolver is subject to a letter of credit fee ranging from1.50% to 2.25% per annum of the average daily maximum amount available to be drawn under the standby letter of credit, in each case, depending on the Company’s consolidated leverage ratio, as calculated quarterly in accordance with the Credit Agreement. The Term Loan is subject to amortization of principal of 5.00% per year of the original Term Loan amount, which is $7,500 per annum, and payable in equal quarterly installments. Borrowings under the Term Loan and Revolver bear interest at floating rates, at the Company’s option, based upon either LIBOR plus a spread of 1.50% to 2.25% or a base rate plus a spread of 0.50% to 1.25% (weighted average interest rate of one-month LIBOR plus 1.75% at June 30, 2014). The applicable spread is determined quarterly based upon the Company’s consolidated leverage ratio, as calculated quarterly in accordance with the Credit Agreement. | |||||
The Company used the proceeds from the New Credit Facilities to repay in full all outstanding indebtedness under its prior credit facilities and to pay related transaction costs. In addition, approximately $9,500 of standby letters of credit issued under the prior credit facilities were rolled into and deemed issued under the Revolver. | |||||
In connection with obtaining the New Credit Facilities, the Company incurred $3,488 in fees paid to lenders and other third parties, which were capitalized and are amortized to interest expense over the term of the New Credit Facilities. In addition, the Company wrote off $3,113 of unamortized financing fees and original issue discount, which was recorded as loss on debt extinguishment in the accompanying unaudited condensed consolidated statements of comprehensive income for the three and six months ended June 30, 2014. | |||||
The Credit Agreement contains various customary affirmative and negative covenants, including restrictions on assumption of additional indebtedness, declaration and payment of dividends, dispositions of assets, consolidation into another entity and allowable investments. It also contains financial covenants that require the Company (1) not to exceed a certain maximum consolidated leverage ratio, as calculated in accordance with the Credit Agreement, which is initially set at 4.00 to 1.00 but ultimately steps down to 3.50 to 1.00 beginning with the fiscal quarter ending June 30, 2016, and (2) to maintain a minimum consolidated interest coverage ratio of 2.50 to 1.00, as calculated in accordance with the Credit Agreement. | |||||
Letters of Credit | |||||
At June 30, 2014, the Company maintained outstanding standby letters of credit totaling $18,536 as collateral in relation to its professional liability insurance agreements, workers’ compensation insurance agreements, and a corporate office lease agreement. Of the $18,536 of outstanding letters of credit, the Company has collateralized $9,721 in cash, cash equivalents and investments and the remaining amounts are collateralized by the Revolver. Outstanding standby letters of credit at December 31, 2013 totaled $27,691. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
COMMITMENTS AND CONTINGENCIES | ' | ||||
COMMITMENTS AND CONTINGENCIES | |||||
(a) Legal | |||||
The Company is subject to various claims and legal actions in the ordinary course of its business. Some of these matters relate to professional liability, tax, payroll, contract and employee-related matters and include individual and collective lawsuits, as well as inquiries and investigations by governmental agencies regarding the Company’s employment practices. During the first quarter of 2014, the Company completed the settlement of a wage and hour class action (and a related action) for an immaterial amount. Additionally, some of the Company’s clients may also become subject to claims, governmental inquiries and investigations and legal actions relating to services provided by the Company’s clinicians and physicians. Depending upon the particular facts and circumstances, the Company may be subject to indemnification obligations under its contracts with certain clients relating to these matters. | |||||
(b) Leases | |||||
During the three months ended June 30, 2014, the Company entered into a third amendment (the “Third Amendment”) to its office lease (as amended to date, the “Lease”) with Kilroy Realty, L.P. for its corporate headquarters in San Diego. Among other things, the Third Amendment extended the term under the Lease nine additional years from its original termination date of August 1, 2018 through July 31, 2027 and also reduced the rental payment from January 1, 2015 through the original termination date in 2018. The Company recognizes rent expense on a straight-line basis over the lease term. Future minimum lease payments under the Third Amendment as of June 30, 2014 are as follows: | |||||
Six months ending December 31, 2014 | $ | 4,623 | |||
Year ending December 31, 2015 | 6,500 | ||||
Year ending December 31, 2016 | 8,073 | ||||
Year ending December 31, 2017 | 8,355 | ||||
Year ending December 31, 2018 | 8,648 | ||||
Thereafter | 87,892 | ||||
Total minimum lease payments | $ | 124,091 | |||
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Use of Estimates | ' |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. On an ongoing basis, the Company evaluates its estimates, including those related to asset impairments, accruals for self-insurance, compensation and related benefits, accounts receivable, contingencies and litigation, valuation and recognition of share-based payments and income taxes. Actual results could differ from those estimates under different assumptions or conditions. | |
Revenue Recognition | ' |
Revenue consists of fees earned from the permanent and temporary placement of clinicians and physicians. Revenue is recognized when earned and realizable. The Company has entered into certain contracts with healthcare organizations to provide managed services programs. Under these contract arrangements, the Company uses its clinicians and physicians along with those of third party subcontractors to fulfill client orders. If the Company uses subcontractors, it records revenue net of related subcontractors expense. The resulting net revenue represents the administrative fee the Company charges for its vendor management services. The Company records subcontractor accounts receivable from the client in the consolidated balance sheets. The Company generally pays the subcontractor after it has received payment from the client. | |
Net Income per Common Share | ' |
Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period. Diluted net income per common share reflects the effects of potentially dilutive share-based equity instruments. | |
Segment Information | ' |
The Company’s management relies on internal management reporting processes that provide revenue and operating income by reportable segment for making financial decisions and allocating resources. Segment operating income represents income before income taxes plus depreciation, amortization of intangible assets, share-based compensation expense, interest expense (net) and other, and unallocated corporate overhead. The Company’s management does not evaluate, manage or measure performance of segments using asset information; accordingly, asset information by segment is not prepared or disclosed. | |
Fair Value Measurement | ' |
Fair Value of Financial Instruments | |
The carrying amount of notes payable approximates its fair value as the instrument’s interest rates are variable and comparable to rates currently offered for similar debt instruments of comparable maturity (significant other observable inputs - level 2). The fair value of the Company’s long-term self-insurance accruals cannot be estimated as the Company cannot reasonably determine the timing of future payments. | |
Assets Measured on a Non-Recurring Basis | |
The Company applies fair value techniques on a non-recurring basis associated with valuing potential impairment losses related to its goodwill, indefinite-lived intangible assets, long-lived assets and equity method investment. If impaired, the carrying values of such assets would be written down to fair value using Level 3 inputs. | |
Fair value represents the 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. When determining fair value, the Company considers the principal or most advantageous market in which the Company would conduct a transaction, in addition to the assumptions that market participants would use when pricing the related assets or liabilities, including non-performance risk. | |
A three-level hierarchy prioritizes the inputs to valuation techniques used to measure fair value and requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of the fair value hierarchy are as follows: | |
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. | |
Assets Measured on a Recurring Basis | |
The Company’s assets that are measured at fair value on a recurring basis include restricted cash equivalents and investments and the Company’s investments associated with its deferred compensation plan. |
Net_Income_Per_Common_Share_Ta
Net Income Per Common Share (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Computation of basic and diluted net income per common share | ' | |||||||||||||||
The following table sets forth the computation of basic and diluted net income per common share for the three and six months ended June 30, 2014 and 2013, respectively: | ||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income | $ | 7,193 | $ | 8,399 | $ | 14,823 | $ | 15,962 | ||||||||
Net income per common share - basic | $ | 0.15 | $ | 0.18 | $ | 0.32 | $ | 0.35 | ||||||||
Net income per common share - diluted | $ | 0.15 | $ | 0.18 | $ | 0.31 | $ | 0.33 | ||||||||
Weighted average common shares outstanding - basic | 46,479 | 46,039 | 46,416 | 45,927 | ||||||||||||
Plus dilutive effect of potential common shares | 1,357 | 1,798 | 1,460 | 1,832 | ||||||||||||
Weighted average common shares outstanding - diluted | 47,836 | 47,837 | 47,876 | 47,759 | ||||||||||||
Segment_Information_Tables
Segment Information (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | |||||||||||||||
The following table provides a reconciliation of revenue and operating income by reportable segment to consolidated results and was derived from each segment’s internal financial information as used for corporate management purposes: | ||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | ||||||||||||||||
Nurse and allied healthcare staffing | $ | 165,894 | $ | 170,138 | $ | 329,344 | $ | 346,903 | ||||||||
Locum tenens staffing | 74,309 | 72,708 | 141,180 | 138,164 | ||||||||||||
Physician permanent placement services | 10,710 | 11,097 | 21,270 | 20,996 | ||||||||||||
$ | 250,913 | $ | 253,943 | $ | 491,794 | $ | 506,063 | |||||||||
Segment Operating Income | ||||||||||||||||
Nurse and allied healthcare staffing | $ | 22,032 | $ | 20,128 | $ | 42,004 | $ | 42,602 | ||||||||
Locum tenens staffing | 7,818 | 4,908 | 14,691 | 9,800 | ||||||||||||
Physician permanent placement services | 2,187 | 2,289 | 4,318 | 4,530 | ||||||||||||
32,037 | 27,325 | 61,013 | 56,932 | |||||||||||||
Unallocated corporate overhead | 8,694 | 5,985 | 16,562 | 14,490 | ||||||||||||
Depreciation and amortization | 4,010 | 3,240 | 7,830 | 6,530 | ||||||||||||
Share-based compensation | 1,751 | 1,478 | 3,570 | 3,180 | ||||||||||||
Interest expense, net (including loss on debt extinguishment of $3,113 and $434 for both the three and six months ended June 30, 2014 and 2013, respectively) and other | 4,629 | 3,130 | 6,475 | 5,989 | ||||||||||||
Income before income taxes | $ | 12,953 | $ | 13,492 | $ | 26,576 | $ | 26,743 | ||||||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ||||||||
Fair Value Measurements as of June 30, 2014 | |||||||||
Total | Quoted Prices in | ||||||||
Active Markets | |||||||||
for Identical | |||||||||
Assets | |||||||||
(Level 1) | |||||||||
U.S. Treasury securities | $ | 9,350 | $ | 9,350 | |||||
Money market funds | 439 | 439 | |||||||
Total financial assets measured at fair value | $ | 9,789 | $ | 9,789 | |||||
Fair Value Measurements as of December 31, 2013 | |||||||||
Total | Quoted Prices in | ||||||||
Active Markets | |||||||||
for Identical | |||||||||
Assets | |||||||||
(Level 1) | |||||||||
U.S. Treasury securities | $ | 17,817 | $ | 17,817 | |||||
Money market funds | 359 | 359 | |||||||
Total financial assets measured at fair value | $ | 18,176 | $ | 18,176 | |||||
Notes_Payable_and_Related_Cred1
Notes Payable and Related Credit Agreement (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Debt Disclosure [Abstract] | ' | ||||
Schedule of Maturities of Long-term Debt | ' | ||||
Annual principal maturities of the outstanding Term Loan are as follows: | |||||
Six months ending December 31, 2014 | $ | 3,750 | |||
Year ending December 31, 2015 | 7,500 | ||||
Year ending December 31, 2016 | 7,500 | ||||
Year ending December 31, 2017 | 7,500 | ||||
Year ending December 31, 2018 | 7,500 | ||||
Thereafter | $ | 114,375 | |||
$ | 148,125 | ||||
Commitments_and_Contingencies_
Commitments and Contingencies Leases (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Leases [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments for Operating Leases | ' | ||||
Future minimum lease payments under the Third Amendment as of June 30, 2014 are as follows: | |||||
Six months ending December 31, 2014 | $ | 4,623 | |||
Year ending December 31, 2015 | 6,500 | ||||
Year ending December 31, 2016 | 8,073 | ||||
Year ending December 31, 2017 | 8,355 | ||||
Year ending December 31, 2018 | 8,648 | ||||
Thereafter | 87,892 | ||||
Total minimum lease payments | $ | 124,091 | |||
Business_Combination_and_Equit1
Business Combination and Equity Investment (Details) (USD $) | 6 Months Ended | 0 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Apr. 30, 2014 | Mar. 31, 2014 | Nov. 20, 2013 | Jun. 30, 2014 |
Pipeline Equity Investment [Member] | Pipeline Equity Investment [Member] | Pipeline Equity Investment [Member] | Shiftwise Acquisition | Shiftwise Acquisition | |
Business Combination, Description | ' | ' | ' | ' | ' |
Total purchase price of the acquisition | ' | ' | ' | $39,500 | ' |
Amount deposited into escrow | ' | ' | ' | 6,000 | ' |
Escrow Deposit Disbursements | ' | ' | ' | 2,000 | ' |
Allocation of Purchase Price | ' | ' | ' | ' | ' |
Fair Value of Assets Acquired | ' | ' | ' | ' | 9,899 |
Liabilities Assumed | ' | ' | ' | ' | 11,801 |
Deferred tax liability | ' | ' | ' | ' | 2,933 |
Goodwill | ' | ' | ' | ' | 21,612 |
Intangible assets | ' | ' | ' | ' | 19,790 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ' | ' | ' | ' | ' |
Weighted average useful life of intangible assets | ' | ' | ' | ' | '8 years |
Equity Method Investments and Joint Ventures [Abstract] | ' | ' | ' | ' | ' |
Equity method investment | ' | 1,000 | 2,000 | ' | ' |
Ownership percentage | 12.00% | ' | 9.00% | ' | ' |
Investment commitment | ' | ' | $3,000 | ' | ' |
Number of milestone commitments | 2 | ' | ' | ' | ' |
Revenue_Recognition_Details
Revenue Recognition (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Revenue Recognition [Abstract] | ' | ' |
Accounts Payable to Subcontractor | $24,936 | $22,051 |
Net_Income_Per_Common_Share_De
Net Income Per Common Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Common stock excluded from calculation of EPS | 385 | 334 | 373 | 321 |
Computation of basic and diluted net income per common share | ' | ' | ' | ' |
Net income | $7,193 | $8,399 | $14,823 | $15,962 |
Basic (in dollars per share) | $0.15 | $0.18 | $0.32 | $0.35 |
Diluted (in dollars per share) | $0.15 | $0.18 | $0.31 | $0.33 |
Weighted average common shares outstanding - basic | 46,479 | 46,039 | 46,416 | 45,927 |
Plus dilutive effect of potential common shares | 1,357 | 1,798 | 1,460 | 1,832 |
Weighted average common shares outstanding - diluted | 47,836 | 47,837 | 47,876 | 47,759 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
segment | ||||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | ' | ' | ' |
Revenue | $250,913 | $253,943 | $491,794 | $506,063 |
Operating Income | 17,582 | 16,622 | 33,051 | 32,732 |
Depreciation and amortization | 4,010 | 3,240 | 7,830 | 6,530 |
Share-based compensation | 1,751 | 1,478 | 3,570 | 3,180 |
Interest expense, net (including loss on debt extinguishment of $3,113 and $434 for both the three and six months ended June 30, 2014 and 2013, respectively) and other | 4,629 | 3,130 | 6,475 | 5,989 |
Income before income taxes | 12,953 | 13,492 | 26,576 | 26,743 |
Loss on debt extinguishment | 3,113 | 434 | 3,113 | 434 |
Segment Information (Textual) [Abstract] | ' | ' | ' | ' |
Reportable business segments | ' | ' | 3 | ' |
Operating segments [Member] | ' | ' | ' | ' |
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | ' | ' | ' |
Revenue | 250,913 | 253,943 | 491,794 | 506,063 |
Operating Income | 32,037 | 27,325 | 61,013 | 56,932 |
Operating segments [Member] | Nurse and allied healthcare staffing [Member] | ' | ' | ' | ' |
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | ' | ' | ' |
Revenue | 165,894 | 170,138 | 329,344 | 346,903 |
Operating Income | 22,032 | 20,128 | 42,004 | 42,602 |
Operating segments [Member] | Locum tenens staffing [Member] | ' | ' | ' | ' |
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | ' | ' | ' |
Revenue | 74,309 | 72,708 | 141,180 | 138,164 |
Operating Income | 7,818 | 4,908 | 14,691 | 9,800 |
Operating segments [Member] | Physician permanent placement services [Member] | ' | ' | ' | ' |
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | ' | ' | ' |
Revenue | 10,710 | 11,097 | 21,270 | 20,996 |
Operating Income | 2,187 | 2,289 | 4,318 | 4,530 |
Corporate, non-segment [Member] | ' | ' | ' | ' |
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ' | ' | ' | ' |
Unallocated corporate overhead | $8,694 | $5,985 | $16,562 | $14,490 |
Fair_Value_Measurement_Financi
Fair Value Measurement - Financial Assets and Liabilities (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ' |
Total financial assets measured at fair value | $9,789 | $18,176 |
US Treasury securities [Member] | ' | ' |
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ' |
Total financial assets measured at fair value | 9,350 | 17,817 |
Money Market Funds [Member] | ' | ' |
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ' |
Total financial assets measured at fair value | 439 | 359 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ' |
Total financial assets measured at fair value | 9,789 | 18,176 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | US Treasury securities [Member] | ' | ' |
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ' |
Total financial assets measured at fair value | 9,350 | 17,817 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | ' | ' |
Schedule of financial assets and liabilities measured at fair value on recurring basis | ' | ' |
Total financial assets measured at fair value | $439 | $359 |
Notes_Payable_and_Related_Cred2
Notes Payable and Related Credit Agreement (Details) (USD $) | 6 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Apr. 18, 2014 | Jun. 30, 2014 | Apr. 18, 2014 | Jun. 30, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Jun. 30, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Apr. 18, 2014 | Jun. 30, 2014 | |
Standby Letters of Credit [Member] | Standby Letters of Credit [Member] | Secured Debt [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Minimum [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | Base Rate [Member] | Base Rate [Member] | Base Rate [Member] | Base Rate [Member] | Credit Agreement [Member] | ||
credit_facility | Letter of Credit [Member] | Letter of Credit [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Term Loan [Member] | Term Loan [Member] | Revolving Credit Facility, Swing Line Loan [Member] | Line of Credit [Member] | Line of Credit [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | ||||||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | ||||||||||||||
Revolving Credit Facility [Member] | Term Loan [Member] | Revolving Credit Facility [Member] | Term Loan [Member] | Revolving Credit Facility [Member] | Term Loan [Member] | Revolving Credit Facility [Member] | Term Loan [Member] | ||||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of credit facilities | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, available | ' | ' | ' | ' | $125,000,000 | ' | $40,000,000 | ' | $225,000,000 | $150,000,000 | ' | $20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 148,125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | ' | 6,500,000 | 9,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letters of Credit Outstanding, Amount | ' | 18,536,000 | 27,691,000 | 9,721,000 | ' | 8,815,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Remaining Borrowing Capacity | ' | ' | ' | ' | ' | 209,685,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unused fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | 0.35% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letter of Credit Fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | 2.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of principal, rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Annual Principal Payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Weighted Average Interest Rate | ' | ' | ' | ' | ' | ' | ' | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | 1.50% | 2.25% | 2.25% | 0.50% | 0.50% | 1.25% | 1.25% | ' |
Deferred financing fees | 3,488,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial maximum consolidated leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 |
Maximum consolidated leverage ratio beginning June 30, 2016 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.5 |
Minimum consolidated interest coverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.5 |
Write off of Deferred Debt Issuance Cost | $3,113,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes_Payable_and_Related_Cred3
Notes Payable and Related Credit Agreement Maturities (Details) (Line of Credit [Member], Term Loan [Member], USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Line of Credit [Member] | Term Loan [Member] | ' |
Debt Instrument [Line Items] | ' |
Six months ending December 31, 2014 | $3,750 |
Year ending December 31, 2015 | 7,500 |
Year ending December 31, 2016 | 7,500 |
Year ending December 31, 2017 | 7,500 |
Year ending December 31, 2018 | 7,500 |
Thereafter | 114,375 |
Long-term Debt | $148,125 |
Commitments_and_Contingencies_1
Commitments and Contingencies Commitments and contingencies leases (Details) (USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Six months ending December 31, 2014 | $4,623 |
Year ending December 31, 2015 | 6,500 |
Year ending December 31, 2016 | 8,073 |
Year ending December 31, 2017 | 8,355 |
Year ending December 31, 2018 | 8,648 |
Thereafter | 87,892 |
Total minimum lease payments | $124,091 |