Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 04, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AMN HEALTHCARE SERVICES INC | |
Entity Central Index Key | 1,142,750 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 47,693,968 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 14,408 | $ 13,073 |
Accounts receivable, net of allowances of $7,460 and $4,515 at September 30, 2015 and December 31, 2014, respectively | 248,779 | 186,274 |
Accounts receivable, subcontractor | 49,521 | 28,443 |
Deferred income taxes, net | 18,378 | 27,330 |
Prepaid expenses | 12,818 | 10,350 |
Other current assets | 25,077 | 17,200 |
Total current assets | 368,981 | 282,670 |
Restricted cash, cash equivalents and investments | 25,425 | 19,567 |
Fixed assets, net of accumulated depreciation of $74,460 and $68,814 at September 30, 2015 and December 31, 2014, respectively | 45,407 | 32,880 |
Other assets | 46,634 | 39,895 |
Goodwill | 201,444 | 154,387 |
Intangible assets, net of accumulated amortization of $50,725 and $41,963 at September 30, 2015 and December 31, 2014, respectively | 177,347 | 152,517 |
Total assets | 865,238 | 681,916 |
Current liabilities: | ||
Accounts payable and accrued expenses | 113,152 | 78,993 |
Accrued compensation and benefits | 88,492 | 67,995 |
Current portion of revolving credit facility | 30,000 | 18,000 |
Current portion of notes payable | 7,500 | 7,500 |
Deferred revenue | 4,944 | 3,177 |
Other current liabilities | 6,026 | 2,630 |
Total current liabilities | 250,114 | 178,295 |
Revolving credit facility | 45,500 | 0 |
Notes payable | 131,250 | 136,875 |
Deferred income taxes, net | 39,000 | 32,491 |
Other long-term liabilities | 75,409 | 77,674 |
Total liabilities | $ 541,273 | $ 425,335 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value; 10,000 shares authorized; none issued and outstanding at September 30, 2015 and December 31, 2014 | $ 0 | $ 0 |
Common stock, $0.01 par value; 200,000 shares authorized; 47,694 and 46,639 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 477 | 466 |
Additional paid-in capital | 440,465 | 434,529 |
Accumulated deficit | (116,332) | (178,058) |
Accumulated other comprehensive loss | (645) | (356) |
Total stockholders’ equity | 323,965 | 256,581 |
Total liabilities and stockholders’ equity | $ 865,238 | $ 681,916 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 7,460 | $ 4,515 |
Accumulated depreciation | 74,460 | 68,814 |
Accumulated amortization | $ 50,725 | $ 41,963 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 47,694,000 | 46,639,000 |
Common stock, shares outstanding | 47,694,000 | 46,639,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Revenue | $ 382,859 | $ 264,584 | $ 1,060,513 | $ 756,378 |
Cost of revenue | 256,850 | 184,278 | 722,954 | 524,957 |
Gross profit | 126,009 | 80,306 | 337,559 | 231,421 |
Operating expenses: | ||||
Selling, general and administrative | 83,098 | 60,319 | 229,377 | 170,553 |
Depreciation and amortization | 5,304 | 4,086 | 15,631 | 11,916 |
Total operating expenses | 88,402 | 64,405 | 245,008 | 182,469 |
Income from operations | 37,607 | 15,901 | 92,551 | 48,952 |
Interest expense, net (including loss on debt extinguishment of $3,113 for the nine months ended September 30, 2014), and other | 2,013 | 1,433 | 5,797 | 7,908 |
Income before income taxes | 35,594 | 14,468 | 86,754 | 41,044 |
Income tax expense | 1,947 | 5,969 | 25,028 | 17,722 |
Net income | 33,647 | 8,499 | 61,726 | 23,322 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent [Abstract] | ||||
Foreign currency translation | 54 | 75 | 42 | 29 |
Unrealized loss on cash flow hedge, net of income taxes | (367) | 0 | (331) | 0 |
Other comprehensive income (loss): | (313) | 75 | (289) | 29 |
Comprehensive income | $ 33,334 | $ 8,574 | $ 61,437 | $ 23,351 |
Net income per common share: | ||||
Basic (in dollars per share) | $ 0.71 | $ 0.18 | $ 1.30 | $ 0.50 |
Diluted (in dollars per share) | $ 0.69 | $ 0.18 | $ 1.27 | $ 0.49 |
Weighted average common shares outstanding: | ||||
Basic (shares) | 47,674 | 46,546 | 47,466 | 46,460 |
Diluted (shares) | 48,978 | 48,122 | 48,737 | 47,959 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Loss on debt extinguishment | $ 0 | $ 0 | $ 3,113 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 61,726 | $ 23,322 |
Adjustments to reconcile net income to net cash provided by operating activities, net of acquisitions: | ||
Depreciation and amortization | 15,631 | 11,916 |
Non-cash interest expense and other | 1,445 | 1,104 |
Loss on debt extinguishment | 0 | 3,113 |
Change in fair value of contingent consideration | (300) | 0 |
Increase in allowances for doubtful accounts and sales credits | 5,315 | 2,915 |
Provision for deferred income taxes | 17,683 | 1,768 |
Share-based compensation | 6,551 | 5,361 |
Excess tax benefits from share-based compensation | (7,269) | (1,780) |
Loss on disposal or sale of fixed assets | 3 | 50 |
Changes in assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | (46,732) | (19,516) |
Accounts receivable, subcontractor | (21,078) | (3,298) |
Income taxes receivable | 1,008 | 484 |
Prepaid expenses | (2,213) | (1,935) |
Other current assets | (6,111) | (733) |
Other assets | (3,454) | (188) |
Accounts payable and accrued expenses | 25,808 | (4,302) |
Accrued compensation and benefits | 16,707 | 8,625 |
Other liabilities | (4,365) | 4,662 |
Deferred revenue | 1,140 | (37) |
Restricted cash, cash equivalents and investments balance | (5,858) | (9,038) |
Net cash provided by operating activities | 55,637 | 22,493 |
Cash flows from investing activities: | ||
Purchase and development of fixed assets | (21,122) | (14,287) |
Equity method investment in Pipeline Health Holdings LLC | (1,000) | (5,000) |
Payments to fund deferred compensation plan | (2,250) | (2,174) |
Cash paid for acquisitions, net of cash received | (81,097) | 0 |
Cash paid for working capital adjustments for prior year acquisition | (165) | 0 |
Change in restricted cash, cash equivalents and investments balance | 0 | 11,141 |
Net cash used in investing activities | (105,634) | (10,320) |
Cash flows from financing activities: | ||
Capital lease repayments | (4) | (472) |
Payments on term loan | (5,625) | (153,370) |
Proceeds from term loan | 0 | 150,000 |
Payments on revolving credit facility | (27,000) | (39,500) |
Proceeds from revolving credit facility | 84,500 | 29,500 |
Payment of financing costs | 0 | (3,488) |
Proceeds from exercise of equity awards | 3,663 | 1,792 |
Cash paid for shares withheld for taxes | (11,513) | (4,361) |
Excess tax benefits from share-based compensation | 7,269 | 1,780 |
Net cash provided by (used in) financing activities | 51,290 | (18,119) |
Effect of exchange rate changes on cash | 42 | 29 |
Net increase (decrease) in cash and cash equivalents | 1,335 | (5,917) |
Cash and cash equivalents at beginning of period | 13,073 | 15,580 |
Cash and cash equivalents at end of period | 14,408 | 9,663 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest (net of $173 and $83 capitalized for the nine months ended September 30, 2015 and 2014, respectively) | 4,334 | 3,687 |
Cash paid for income taxes | 20,655 | 12,732 |
Acquisitions: | ||
Fair value of tangible assets acquired in acquisitions, net of cash received | 26,340 | 0 |
Goodwill | 46,891 | 0 |
Intangible assets | 33,592 | 0 |
Liabilities assumed | (22,526) | 0 |
Holdback provision | (500) | 0 |
Earn-out liabilities | (2,700) | 0 |
Net cash paid for acquisitions | (81,097) | 0 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Purchase of fixed assets recorded in accounts payable and accrued expenses | 2,206 | 3,751 |
Convertible loan converted to equity method investment in Pipeline Health Holdings LLC | $ 1,000 | $ 0 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Interest capitalized | $ 173 | $ 83 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
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, 2014 , contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 , filed with the Securities and Exchange Commission on February 25, 2015 (“2014 Annual Report”). 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, and income taxes. Actual results could differ from those estimates under different assumptions or conditions. Reclassification Certain reclassifications that are not material have been made to the prior year’s consolidated financial statements to conform to the current year presentation. |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS The First String Healthcare Acquisition On September 15, 2015, the Company completed its acquisition of The First String Healthcare (“TFS”), a leading provider of interim staffing and permanent placement of nurse leaders and executives. The total purchase price of $7,653 included (1) $4,453 cash consideration paid upon acquisition, funded by cash-on-hand, net of cash received, (2) $500 to be paid on the first anniversary of the acquisition date, and (3) a contingent earn-out with a fair value of $2,700 as of the acquisition date. Also, the purchase agreement included an additional $1,000 payment to be paid on the second anniversary of the acquisition date conditioned upon, subject to certain exceptions, continued employment of the selling shareholders, which will be recorded as compensation expense for post-combination services. The acquisition is intended to enhance the Company’s capabilities to provide interim and permanent nursing leadership. As the acquisition is not considered significant, pro forma information is not provided. The Company did not incur any material acquisition-related costs. The Company accounted for the acquisition using the acquisition method of accounting and, accordingly, it recorded the tangible and intangible assets acquired and liabilities assumed at their estimated fair values as of the date of the acquisition. The acquisition agreement provides for a tiered contingent earn-out payment of up to $4,000 , of which (1) up to $1,000 may be paid to the sellers in 2016 based on the operating results of TFS for the 12-month period ending December 31, 2015 and (2) up to $3,000 may be paid in 2017 based on the operating results of TFS for the 12-month period ending December 31, 2016. As of the filing date of this Form 10-Q, the Company is still finalizing the allocation of the purchase price, primarily related to tax matters. The preliminary allocation of the purchase price consisted of $920 of fair value of tangible assets acquired, $867 of liabilities assumed, $3,373 of identified intangible assets and $4,228 of goodwill, which goodwill is deductible for tax purposes. The intangible assets include the fair value of tradenames and trademarks, customer relationships staffing database and covenant not to compete. The weighted average useful life of the acquired intangible assets subject to amortization is approximately seven years . The results of operations of TFS are included in the nurse and allied healthcare staffing segment in the Company’s consolidated financial statements since the date of acquisition. Onward Healthcare Acquisition On January 7, 2015, the Company completed its acquisition of Onward Healthcare, including its two wholly-owned subsidiaries, Locum Leaders and Medefis (collectively, “OH”), for approximately $76,643 in cash, funded by cash-on-hand and borrowings under the Company’s revolving credit facility. Onward Healthcare is a national nurse and allied healthcare staffing firm, Locum Leaders is a national locum tenens provider, and Medefis is a provider of a software as a service, or “SaaS,” based vendor management system for healthcare facilities. The acquisition helps the Company to expand its service lines and its supply and placement capabilities of healthcare professionals to its clients. The Company accounted for the acquisition using the acquisition method of accounting and, accordingly, it recorded the tangible and intangible assets acquired and liabilities assumed at their estimated fair values as of the date of the acquisition. As of the filing date of this Form 10-Q, the Company is still finalizing the allocation of the purchase price, primarily related to tax matters. The preliminary allocation of the $76,643 purchase price consisted of $25,420 of fair value of tangible assets acquired (including $20,269 of accounts receivable), $21,659 of liabilities assumed (including $10,534 of accounts payable and accrued expenses), $30,219 of identified intangible assets, and $42,663 of goodwill, a portion of which is deductible for tax purposes. The intangible assets include the fair value of tradenames and trademarks, customer relationships, staffing database, acquired technologies and non-compete agreements. The weighted average useful life of the acquired intangible assets is approximately 11 years. The following table summarizes the fair value and useful life of each intangible asset acquired: Fair Value Useful Life (in years) Identifiable intangible assets Tradenames and Trademarks $ 8,100 3 - 15 Customer Relationships 17,600 10 - 15 Staffing Database 2,600 5 Acquired Technologies 1,700 8 Non-compete agreements 219 2 $ 30,219 Of the $42,663 allocated to goodwill, $37,422 and $5,241 were allocated to the Company’s nurse and allied healthcare staffing segment and locum tenens staffing segment, respectively. The results of Onward Healthcare and Medefis are included in the Company’s nurse and allied healthcare staffing segment and the results of Locum Leaders are included in the Company’s locum tenens staffing segment since the date of acquisition. For the three months ended September 30, 2015 , approximately $39,145 of revenue and $4,774 of income before income taxes of the OH entities were included in the unaudited condensed consolidated statement of operations. For the nine months ended September 30, 2015 , approximately $106,492 of revenue and $11,416 of income before income taxes of the OH entities were included in the unaudited condensed consolidated statement of operations. The following summary presents unaudited pro forma consolidated results of operations of the Company for the three and nine months ended September 30, 2015 and 2014 as if the OH acquisition described above had occurred on January 1, 2014. The following unaudited pro forma financial information gives effect to certain adjustments, including the reduction in compensation expense related to non-recurring executive salary expense, acquisition-related costs and the amortization of acquired intangible assets. The pro forma financial information is not necessarily indicative of the operating results that would have occurred had the acquisition been consummated as of the date indicated, nor are they necessarily indicative of future operating results. Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue $ 382,859 $ 293,072 $ 1,062,798 $ 838,109 Net income $ 34,350 $ 9,091 $ 63,513 $ 24,088 Net income per common share: Basic $ 0.72 $ 0.20 $ 1.34 $ 0.52 Diluted $ 0.70 $ 0.19 $ 1.30 $ 0.50 Avantas Acquisition On December 22, 2014, the Company completed its acquisition of Avantas, a leading provider of clinical labor management services, including workforce consulting, data analytics, predictive modeling and SaaS-based scheduling technology, for $17,520 , which the Company funded through cash-on-hand and borrowings under its revolving credit facility. The total purchase price of $17,520 included $14,470 cash consideration paid, $1,650 cash holdback for potential working capital claims, and contingent earn-out payments with a fair value of $1,400 as of the acquisition date. As of September 30, 2015, the fair value of the contingent consideration liability was remeasured at $1,100 , which resulted in a decrease in operating expenses of $300 during the three and nine months ended September 30, 2015. During the nine months ended September 30, 2015 , the Company paid an additional $165 to the selling equityholders for a working capital adjustment. The acquisition is intended to help enable the Company to provide a level of workforce predictability to clients that can be integrated with its workforce and staffing solutions. As the acquisition is not significant, pro forma information is not provided. The Company did not incur any material acquisition-related costs. The Company accounted for the acquisition using the acquisition method of accounting and, accordingly, it recorded the tangible and intangible assets acquired and liabilities assumed at their estimated fair values as of the date of the acquisition. The acquisition agreement provides for a tiered contingent earn-out payment of up to $8,500 to be paid in 2016 based on the operating results of Avantas for the 12-month period ending June 30, 2016. As of the filing date of this Form 10-Q, the Company is still finalizing the allocation of the purchase price, primarily related to tax matters. The preliminary allocation of the purchase price consisted of $1,631 of fair value of tangible assets acquired, $3,821 of liabilities and deferred revenue assumed, $9,960 of identified intangible assets and $9,916 of goodwill, which goodwill is deductible for tax purposes. The intangible assets include the fair value of tradenames and trademarks, customer relationships and acquired technologies. The weighted average useful life of the acquired intangible assets subject to amortization is approximately 14 years . The results of operations of Avantas are included in the nurse and allied healthcare staffing segment in the Company’s consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2015 | |
Revenue Recognition [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION Revenue consists of fees earned from the permanent and temporary placement of healthcare professionals. 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 healthcare professionals 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 $53,575 and $33,474 were included in accounts payable and accrued expenses in the unaudited condensed consolidated balance sheet as of September 30, 2015 and the audited consolidated balance sheet as of December 31, 2014 , respectively. |
Net Income Per Common Share
Net Income Per Common Share | 9 Months Ended |
Sep. 30, 2015 | |
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 286 shares of common stock were not included in the calculation of diluted net income per common share for the three months ended September 30, 2014 because the effect of these instruments was anti-dilutive. Share-based awards to purchase 12 and 344 shares of common stock were not included in the calculation of diluted net income per common share for the nine months ended September 30, 2015 and 2014 , respectively, 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 nine months ended September 30, 2015 and 2014 , respectively: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Net income $ 33,647 $ 8,499 $ 61,726 $ 23,322 Net income per common share - basic $ 0.71 $ 0.18 $ 1.30 $ 0.50 Net income per common share - diluted $ 0.69 $ 0.18 $ 1.27 $ 0.49 Weighted average common shares outstanding - basic 47,674 46,546 47,466 46,460 Plus dilutive effect of potential common shares 1,304 1,576 1,271 1,499 Weighted average common shares outstanding - diluted 48,978 48,122 48,737 47,959 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company has three reportable segments: (1) nurse and allied healthcare staffing, (2) locum tenens staffing, and (3) 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, 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 September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue Nurse and allied healthcare staffing $ 266,279 $ 174,292 $ 735,341 $ 503,636 Locum tenens staffing 101,755 78,816 285,835 219,996 Physician permanent placement services 14,825 11,476 39,337 32,746 $ 382,859 $ 264,584 $ 1,060,513 $ 756,378 Segment Operating Income Nurse and allied healthcare staffing $ 40,873 $ 21,279 $ 108,169 $ 63,283 Locum tenens staffing 13,321 8,139 34,142 22,830 Physician permanent placement services 4,555 2,756 11,103 7,074 58,749 32,174 153,414 93,187 Unallocated corporate overhead 13,817 10,396 38,681 26,958 Depreciation and amortization 5,304 4,086 15,631 11,916 Share-based compensation 2,021 1,791 6,551 5,361 Interest expense, net (including loss on debt extinguishment of $3,113 for the nine months ended September 30, 2014), and other 2,013 1,433 5,797 7,908 Income before income taxes $ 35,594 $ 14,468 $ 86,754 $ 41,044 |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS In April 2015, the Company entered into an interest rate swap agreement to minimize its exposure to interest rate fluctuations on $100,000 of its outstanding variable rate debt under its existing term loan facility whereby the Company pays a fixed rate of 0.983% per annum and receives a variable rate equal to floating one-month LIBOR. This agreement expires on March 30, 2018, and no initial investment was made to enter into this agreement. At September 30, 2015 , the interest rate swap agreement had a fair value of $(542) , which is included in other long-term liabilities in the accompanying unaudited condensed consolidated balance sheet as of September 30, 2015 . The Company has formally documented the hedging relationship and accounts for this arrangement as a cash flow hedge. The Company recognizes all derivatives on the balance sheet at fair value based on quotes from an independent pricing service. Gains or losses resulting from changes in the values of the arrangement are recorded in other comprehensive income (loss), net of tax, until the hedged item is recognized in earnings. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivative instrument that is used in the hedging transaction is highly effective in offsetting changes in fair values or cash flows of the hedged item. When it is determined that a derivative instrument is not highly effective as a hedge or that it has ceased to be a highly effective hedge, the Company discontinues hedge accounting prospectively and recognizes subsequent changes in market value in earnings. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENT | FAIR VALUE MEASUREMENT The Company’s valuation techniques and inputs used to measure fair value and the definition of the three levels (Level 1, Level 2 and Level 3) of the fair value hierarchy are disclosed in Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 4 - Fair Value Measurement” of the 2014 Annual Report. The Company has not changed the valuation techniques or inputs it uses for its fair value measurement during the nine months ended September 30, 2015 , except for the new interest rate swap agreement entered into in April 2015. Assets and Liabilities 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. The Company’s restricted cash equivalents and investments typically consist of U.S. Treasury securities and money market funds on deposit with financial institutions that serve as collateral for the Company’s outstanding letters of credit. The Company’s interest rate swap is required to be measured at fair value on a recurring basis. The fair value of the interest rate swap has been measured as of September 30, 2015 in accordance with Level 2 input of the fair value hierarchy using an independent pricing service, which the Company believes is an industry standard model that considers time value, current market and contractual prices for the underlying instrument, volatility factors and other relevant economic measures. The valuation also consider credit risk adjustments that are necessary to reflect the probability of default by the counterparty or the Company, which are considered Level 3 inputs; however, as of September 30, 2015, the credit risk adjustments, including nonperformance risk, were considered insignificant to the total fair value of the interest rate swaps. The Company has an obligation to pay earn-out consideration of up to $8,500 to the selling equity holders if Avantas meets certain future financial metrics for the 12-month period ending June 30, 2016. The Company also has an obligation to pay earn-out consideration of up to $4,000 to the selling shareholders if TFS meets certain future financial metrics for calendar years 2015 and 2016. The earn-out liabilities in connection with both acquisitions were estimated based on estimated cash flows determined using the probability-weighted average of possible outcomes that would occur should certain financial metrics be reached. As there is no market data available to use in valuing the contingent consideration, the Company developed its own assumptions related to the future financial performance of Avantas and TFS to estimate the fair value of the liabilities. As such, the contingent consideration liabilities are classified within Level 3. In connection with estimating the fair value of the contingent consideration for Avantas, the Company estimates the weighted probability of Avantas earning each of the five specified tiered earn-out amounts of $0 , $1,500 , $3,500 , $5,500 and $8,500 , which are each tied to the financial performance of Avantas for the 12-month period ending June 30, 2016. An increase or decrease in the probability of achievement will result in an increase or decrease to the estimated fair value of the contingent consideration. The Company reassesses the fair value each reporting period and adjusts the liability to its then fair value. As of September 30, 2015, the fair value of the contingent consideration liability was remeasured at $1,100 , which resulted in a decrease in operating expenses of $300 during the three and nine months ended September 30, 2015. In connection with estimating the fair value of the contingent consideration for TFS, the Company estimates the weighted probability of TFS earning each of the three specified tiered earn-out amounts of $0 , $500 , and $1,000 , which are each tied to the financial performance of TFS for calendar year 2015 and each of the six specified tiered earn-out amounts of $0 , $1,000 , $1,500 , $2,000 , $2,500 and $3,000 , which are each tied to the financial performance of TFS for calendar year 2016. An increase or decrease in the probability of achievement will result in an increase or decrease to the estimated fair value of the contingent consideration. The Company reassesses the fair value each reporting period and adjusts the liability to its then fair value. The following tables present information about the above-referenced assets and liabilities and indicate the fair value hierarchy of the valuation techniques utilized to determine such fair value: Fair Value Measurements as of September 30, 2015 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Money market funds $ 5,626 $ 5,626 $ — $ — Interest rate swap liability 542 — 542 — Acquisition contingent consideration earn-out liabilities 3,800 — — 3,800 Total financial assets and liabilities measured at fair value $ 9,968 $ 5,626 $ 542 $ 3,800 Fair Value Measurements as of December 31, 2014 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) U.S. Treasury securities $ 5,291 $ 5,291 $ — $ — Money market funds 335 335 — — Acquisition contingent consideration earn-out liability 1,400 — — 1,400 Total financial assets and liabilities measured at fair value $ 7,026 $ 5,626 $ — $ 1,400 Level 3 Information The following table sets forth reconciliations of changes in the fair value of contingent consideration liabilities classified as Level 3 in the fair value hierarchy: Three months ended September 30, 2015 2014 Balance as of July 1 $ 1,400 $ — Change in fair value of contingent consideration earn-out liability from Avantas acquisition (300 ) — Additional contingent consideration earn-out liability from TFS acquisition 2,700 — Balance as of September 30 $ 3,800 $ — Nine months ended September 30, 2015 2014 Balance as of January 1 $ 1,400 $ — Change in fair value of contingent consideration earn-out liability from Avantas acquisition (300 ) — Additional contingent consideration earn-out liability from TFS acquisition 2,700 — Balance as of September 30 $ 3,800 $ — 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. The Company evaluates goodwill and indefinite-lived intangible assets annually for impairment and whenever circumstances occur indicating that goodwill might be impaired. The Company determines the fair value of its reporting units based on a combination of inputs including the market capitalization of the Company as well as Level 3 inputs such as discounted cash flows, which are not observable from the market, directly or indirectly. The Company determines the fair value of its indefinite-lived intangible assets using the income approach (relief-from-royalty method) based on 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 nine months ended September 30, 2015 and 2014 . Fair Value of Financial Instruments The carrying amount of the Company’s notes payable and revolving credit facility approximate their fair value as the instruments’ interest rates are variable and comparable to rates currently offered for similar debt instruments of comparable maturity. 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 | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company is subject to income taxation in the U.S. and various states and foreign jurisdictions. As of September 30, 2015, the Company is no longer subject to U.S. federal income or payroll tax examinations before 2011. With few exceptions, as of September 30, 2015, the Company is no longer subject to state, local or foreign income tax examinations by tax authorities for tax years before 2006. The Company’s tax years 2007, 2008, 2009 and 2010 had been under audit by the Internal Revenue Service (“IRS”) for several years and, in 2014, the IRS issued the Company its Revenue Agent Report (“RAR”) and an Employment Tax Examination Report (“ETER”). The RAR proposed adjustments to the Company’s taxable income for 2007-2010 and net operating loss carryforwards from 2005-2006, resulting from the proposed disallowance of certain per diems paid to the Company’s healthcare professionals, and the ETER proposed assessments for additional payroll tax liabilities and penalties for 2009 and 2010 related to the Company’s treatment of certain non-taxable per diem allowances and travel benefits. The positions in the RAR and ETER were mutually exclusive, and contain multiple tax positions, some of which were contrary to each other. The Company filed a Protest Letter for both the RAR and ETER positions in 2014. The Company received a final determination from the IRS in July 2015 on both the RAR adjustments and ETER assessments and the federal audit was settled for $7,200 (including interest) during the third quarter of 2015. As a result, the Company recorded federal income tax benefits of approximately $12,200 during the quarter ended September 30, 2015 and expects to record the state income tax benefits of approximately $1,500 by the quarter ending December 31, 2016, when the various state statutes are projected to lapse. The IRS had also been conducting a separate audit of the Company’s 2011 and 2012 tax years. The income and employment tax issues addressed in the 2011 and 2012 examination are consistent with the issues raised in the 2007 through 2010 examination. During the quarter ended March 31, 2015, the IRS completed its 2011 and 2012 examination and issued its RAR and ETER to the Company. The proposed adjustments to the Company’s taxable income for 2011 and 2012 and net operating loss carryforwards from 2010 and the ETER proposed assessments for additional payroll tax liabilities and penalties for 2011 and 2012 are related to the Company’s treatment of certain non-taxable per diem allowances and travel benefits. The positions in the RAR and ETER for the 2011 and 2012 years are mutually exclusive and 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 in April 2015. The Company intends to defend its position. The IRS began an audit of the Company’s 2013 tax year during the quarter ended June 30, 2015. The Company believes its reserves are adequate with respect to these open years. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES (a) Legal From time to time, the Company is involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. Additionally, some of its clients may also become subject to claims, governmental inquiries and investigations and legal actions relating to services provided by the Company’s healthcare professionals. Depending upon the particular facts and circumstances, the Company may also be subject to indemnification obligations under its contracts with such clients relating to these matters. The Company records a liability when management believes an adverse outcome from a loss contingency is both probable and the amount, or a range, can be reasonably estimated. Significant judgment is required to determine both probability of loss and the estimated amount. The Company reviews its loss contingencies at least quarterly and adjusts its accruals and/or disclosures to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, or other new information, as deemed necessary. With regards to outstanding loss contingencies as of September 30, 2015 , the Company believes that such matters will not, either individually or in the aggregate, have a material adverse effect on its business, consolidated financial position, results of operations or cash flows. (b) Leases On January 26, 2015, the Company entered into a 10 -year operating lease agreement for office space in Dallas, Texas that replaced its current operating lease agreement for its Irving, Texas offices, which expired in August 2015. Base rent payments under the new lease agreement began in September 2015 and the total estimated base rent payments will be approximately $23,956 over the life of the lease, which is ten years. The rent payments have been included in the total minimum lease payment table set forth in Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 12(b) - Commitments and Contingencies - Leases” of the Company’s 2014 Annual Report. |
Balance Sheet Details
Balance Sheet Details | 9 Months Ended |
Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
BALANCE SHEET DETAILS | BALANCE SHEET DETAILS The consolidated balance sheets detail is as follows as of September 30, 2015 and December 31, 2014 : September 30, 2015 December 31, 2014 Other current assets: Restricted cash $ 13,143 $ 9,054 Income taxes receivable 4,195 3,503 Other 7,739 4,643 Other current assets $ 25,077 $ 17,200 Fixed assets: Furniture and equipment $ 21,158 $ 17,761 Software 93,485 78,593 Leasehold improvements 5,224 5,340 119,867 101,694 Accumulated depreciation and amortization (74,460 ) (68,814 ) Fixed assets, net $ 45,407 $ 32,880 Accounts payable and accrued expenses: Trade accounts payable $ 48,109 $ 30,039 Subcontractor payable 53,575 33,474 Professional liability reserve 7,403 7,380 Overdraft 2,548 6,338 Other 1,517 1,762 Accounts payable and accrued expenses $ 113,152 $ 78,993 Accrued compensation and benefits: Accrued payroll $ 32,569 $ 21,857 Accrued bonuses 20,218 15,196 Accrued travel expense 2,868 2,413 Accrued health insurance reserve 2,517 1,871 Accrued workers compensation reserve 7,539 5,830 Deferred compensation 21,968 20,729 Other 813 99 Accrued compensation and benefits $ 88,492 $ 67,995 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On October 5, 2015, the Company completed its acquisition of Millican Solutions, Inc., a physician and executive leadership search firm serving academic medical centers nationwide for $4,075 in cash. The acquisition is intended to enhance the Company’s ability to respond to the specialized leadership needs within academic pediatrics and children’s medical centers and expands the Company’s expertise in serving academic medical centers and teaching hospitals in physician and leadership search. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
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, 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 healthcare professionals. 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 healthcare professionals 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, 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. |
Derivative Instruments | The Company recognizes all derivatives on the balance sheet at fair value based on quotes from an independent pricing service. Gains or losses resulting from changes in the values of the arrangement are recorded in other comprehensive income (loss), net of tax, until the hedged item is recognized in earnings. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivative instrument that is used in the hedging transaction is highly effective in offsetting changes in fair values or cash flows of the hedged item. When it is determined that a derivative instrument is not highly effective as a hedge or that it has ceased to be a highly effective hedge, the Company discontinues hedge accounting prospectively and recognizes subsequent changes in market value in earnings. |
Fair Value of Financial Instruments | 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. The Company evaluates goodwill and indefinite-lived intangible assets annually for impairment and whenever circumstances occur indicating that goodwill might be impaired. The Company determines the fair value of its reporting units based on a combination of inputs including the market capitalization of the Company as well as Level 3 inputs such as discounted cash flows, which are not observable from the market, directly or indirectly. The Company determines the fair value of its indefinite-lived intangible assets using the income approach (relief-from-royalty method) based on Level 3 inputs. Assets and Liabilities 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. The Company’s restricted cash equivalents and investments typically consist of U.S. Treasury securities and money market funds on deposit with financial institutions that serve as collateral for the Company’s outstanding letters of credit. The Company’s interest rate swap is required to be measured at fair value on a recurring basis. The fair value of the interest rate swap has been measured as of September 30, 2015 in accordance with Level 2 input of the fair value hierarchy using an independent pricing service, which the Company believes is an industry standard model that considers time value, current market and contractual prices for the underlying instrument, volatility factors and other relevant economic measures. Fair Value of Financial Instruments The carrying amount of the Company’s notes payable and revolving credit facility approximate their fair value as the instruments’ interest rates are variable and comparable to rates currently offered for similar debt instruments of comparable maturity. 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. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Summary of Fair Value and Useful Life of Each Intangible Asset Acquired | The following table summarizes the fair value and useful life of each intangible asset acquired: Fair Value Useful Life (in years) Identifiable intangible assets Tradenames and Trademarks $ 8,100 3 - 15 Customer Relationships 17,600 10 - 15 Staffing Database 2,600 5 Acquired Technologies 1,700 8 Non-compete agreements 219 2 $ 30,219 |
Business Acquisition, Pro Forma Information | The following summary presents unaudited pro forma consolidated results of operations of the Company for the three and nine months ended September 30, 2015 and 2014 as if the OH acquisition described above had occurred on January 1, 2014. The following unaudited pro forma financial information gives effect to certain adjustments, including the reduction in compensation expense related to non-recurring executive salary expense, acquisition-related costs and the amortization of acquired intangible assets. The pro forma financial information is not necessarily indicative of the operating results that would have occurred had the acquisition been consummated as of the date indicated, nor are they necessarily indicative of future operating results. Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue $ 382,859 $ 293,072 $ 1,062,798 $ 838,109 Net income $ 34,350 $ 9,091 $ 63,513 $ 24,088 Net income per common share: Basic $ 0.72 $ 0.20 $ 1.34 $ 0.52 Diluted $ 0.70 $ 0.19 $ 1.30 $ 0.50 |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
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 nine months ended September 30, 2015 and 2014 , respectively: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Net income $ 33,647 $ 8,499 $ 61,726 $ 23,322 Net income per common share - basic $ 0.71 $ 0.18 $ 1.30 $ 0.50 Net income per common share - diluted $ 0.69 $ 0.18 $ 1.27 $ 0.49 Weighted average common shares outstanding - basic 47,674 46,546 47,466 46,460 Plus dilutive effect of potential common shares 1,304 1,576 1,271 1,499 Weighted average common shares outstanding - diluted 48,978 48,122 48,737 47,959 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
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 September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue Nurse and allied healthcare staffing $ 266,279 $ 174,292 $ 735,341 $ 503,636 Locum tenens staffing 101,755 78,816 285,835 219,996 Physician permanent placement services 14,825 11,476 39,337 32,746 $ 382,859 $ 264,584 $ 1,060,513 $ 756,378 Segment Operating Income Nurse and allied healthcare staffing $ 40,873 $ 21,279 $ 108,169 $ 63,283 Locum tenens staffing 13,321 8,139 34,142 22,830 Physician permanent placement services 4,555 2,756 11,103 7,074 58,749 32,174 153,414 93,187 Unallocated corporate overhead 13,817 10,396 38,681 26,958 Depreciation and amortization 5,304 4,086 15,631 11,916 Share-based compensation 2,021 1,791 6,551 5,361 Interest expense, net (including loss on debt extinguishment of $3,113 for the nine months ended September 30, 2014), and other 2,013 1,433 5,797 7,908 Income before income taxes $ 35,594 $ 14,468 $ 86,754 $ 41,044 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of financial assets and liabilities measured at fair value on recurring basis | The following tables present information about the above-referenced assets and liabilities and indicate the fair value hierarchy of the valuation techniques utilized to determine such fair value: Fair Value Measurements as of September 30, 2015 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Money market funds $ 5,626 $ 5,626 $ — $ — Interest rate swap liability 542 — 542 — Acquisition contingent consideration earn-out liabilities 3,800 — — 3,800 Total financial assets and liabilities measured at fair value $ 9,968 $ 5,626 $ 542 $ 3,800 Fair Value Measurements as of December 31, 2014 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) U.S. Treasury securities $ 5,291 $ 5,291 $ — $ — Money market funds 335 335 — — Acquisition contingent consideration earn-out liability 1,400 — — 1,400 Total financial assets and liabilities measured at fair value $ 7,026 $ 5,626 $ — $ 1,400 |
Reconciliations of changes in the fair value of contingent consideration liabilities | The following table sets forth reconciliations of changes in the fair value of contingent consideration liabilities classified as Level 3 in the fair value hierarchy: Three months ended September 30, 2015 2014 Balance as of July 1 $ 1,400 $ — Change in fair value of contingent consideration earn-out liability from Avantas acquisition (300 ) — Additional contingent consideration earn-out liability from TFS acquisition 2,700 — Balance as of September 30 $ 3,800 $ — Nine months ended September 30, 2015 2014 Balance as of January 1 $ 1,400 $ — Change in fair value of contingent consideration earn-out liability from Avantas acquisition (300 ) — Additional contingent consideration earn-out liability from TFS acquisition 2,700 — Balance as of September 30 $ 3,800 $ — |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Supplemental Balance Sheet Disclosures | The consolidated balance sheets detail is as follows as of September 30, 2015 and December 31, 2014 : September 30, 2015 December 31, 2014 Other current assets: Restricted cash $ 13,143 $ 9,054 Income taxes receivable 4,195 3,503 Other 7,739 4,643 Other current assets $ 25,077 $ 17,200 Fixed assets: Furniture and equipment $ 21,158 $ 17,761 Software 93,485 78,593 Leasehold improvements 5,224 5,340 119,867 101,694 Accumulated depreciation and amortization (74,460 ) (68,814 ) Fixed assets, net $ 45,407 $ 32,880 Accounts payable and accrued expenses: Trade accounts payable $ 48,109 $ 30,039 Subcontractor payable 53,575 33,474 Professional liability reserve 7,403 7,380 Overdraft 2,548 6,338 Other 1,517 1,762 Accounts payable and accrued expenses $ 113,152 $ 78,993 Accrued compensation and benefits: Accrued payroll $ 32,569 $ 21,857 Accrued bonuses 20,218 15,196 Accrued travel expense 2,868 2,413 Accrued health insurance reserve 2,517 1,871 Accrued workers compensation reserve 7,539 5,830 Deferred compensation 21,968 20,729 Other 813 99 Accrued compensation and benefits $ 88,492 $ 67,995 |
Business Combinations (Details)
Business Combinations (Details) | Sep. 15, 2017USD ($) | Sep. 15, 2016USD ($) | Sep. 15, 2015USD ($) | Jan. 07, 2015USD ($)subsidiary | Dec. 22, 2014USD ($) | Sep. 30, 2015USD ($)$ / shares | Sep. 30, 2014USD ($)$ / shares | Sep. 30, 2015USD ($)$ / shares | Sep. 30, 2014USD ($)$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2014USD ($) |
Business Combination, Description | ||||||||||||
Additional cash paid for working capital adjustment settlement | $ 165,000 | $ 0 | ||||||||||
Allocation of Purchase Price | ||||||||||||
Goodwill | $ 201,444,000 | 201,444,000 | $ 154,387,000 | |||||||||
The First String Healthcare Acquisition [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Total purchase price of the acquisition | $ 7,653,000 | |||||||||||
Cash consideration | 4,453,000 | |||||||||||
Fair value of contingent earn-out | 2,700,000 | |||||||||||
Contingent earn-out based on future operating performance | 4,000,000 | |||||||||||
Allocation of Purchase Price | ||||||||||||
Fair value of assets acquired | 920,000 | |||||||||||
Liabilities assumed | 867,000 | |||||||||||
Identified intangible assets | 3,373,000 | |||||||||||
Goodwill | $ 4,228,000 | |||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Weighted average useful life of intangible assets | 7 years | |||||||||||
The First String Healthcare Acquisition [Member] | Scenario, Forecast [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Cash consideration | $ 500,000 | |||||||||||
Contingent earn-out future payments | $ 1,000,000 | |||||||||||
The First String Healthcare Acquisition [Member] | Scenario, Forecast [Member] | Earn-Out Payment, Payable in 2016 Based on TFS Results in 2015 [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Contingent earn-out based on future operating performance | $ 1,000,000 | |||||||||||
The First String Healthcare Acquisition [Member] | Scenario, Forecast [Member] | Earn-Out Payment, Payable in 2017 Based on TFS Results in 2016 [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Contingent earn-out based on future operating performance | $ 3,000,000 | |||||||||||
Onward Healthcare Acquisition [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Cash consideration | $ 76,643,000 | |||||||||||
Number of subsidiaries acquired with parent | subsidiary | 2 | |||||||||||
Allocation of Purchase Price | ||||||||||||
Fair value of assets acquired | $ 25,420,000 | |||||||||||
Liabilities assumed | 21,659,000 | |||||||||||
Identified intangible assets | 30,219,000 | |||||||||||
Goodwill | 42,663,000 | |||||||||||
Accounts receivable acquired | 20,269,000 | |||||||||||
Accounts payable assumed | $ 10,534,000 | |||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Weighted average useful life of intangible assets | 11 years | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||||||||
Actual acquiree revenue since date of acquisition | 39,145,000 | 106,492,000 | ||||||||||
Actual acquiree income before income taxes since date of acquisition | 4,774,000 | 11,416,000 | ||||||||||
Pro forma revenue | 382,859,000 | $ 293,072,000 | 1,062,798,000 | 838,109,000 | ||||||||
Pro forma net income | $ 34,350,000 | $ 9,091,000 | $ 63,513,000 | $ 24,088,000 | ||||||||
Net income per common share, basic (in dollars per share) | $ / shares | $ 0.72 | $ 0.20 | $ 1.34 | $ 0.52 | ||||||||
Net income per common share, diluted (in dollars per share) | $ / shares | $ 0.70 | $ 0.19 | $ 1.30 | $ 0.50 | ||||||||
Onward Healthcare Acquisition [Member] | Nurse and allied healthcare staffing [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Goodwill | $ 37,422,000 | |||||||||||
Onward Healthcare Acquisition [Member] | Locum tenens staffing [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Goodwill | 5,241,000 | |||||||||||
Onward Healthcare Acquisition [Member] | Tradenames and trademarks [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Identified intangible assets | 8,100,000 | |||||||||||
Onward Healthcare Acquisition [Member] | Customer relationships [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Identified intangible assets | 17,600,000 | |||||||||||
Onward Healthcare Acquisition [Member] | Staffing database [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Identified intangible assets | $ 2,600,000 | |||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 5 years | |||||||||||
Onward Healthcare Acquisition [Member] | Technologies [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Identified intangible assets | $ 1,700,000 | |||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 8 years | |||||||||||
Onward Healthcare Acquisition [Member] | Noncompete agreements [Member] | ||||||||||||
Allocation of Purchase Price | ||||||||||||
Identified intangible assets | $ 219,000 | |||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 2 years | |||||||||||
Onward Healthcare Acquisition [Member] | Minimum [Member] | Tradenames and trademarks [Member] | ||||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 3 years | |||||||||||
Onward Healthcare Acquisition [Member] | Minimum [Member] | Customer relationships [Member] | ||||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 10 years | |||||||||||
Onward Healthcare Acquisition [Member] | Maximum [Member] | Tradenames and trademarks [Member] | ||||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 15 years | |||||||||||
Onward Healthcare Acquisition [Member] | Maximum [Member] | Customer relationships [Member] | ||||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Useful life | 15 years | |||||||||||
Avantas Acquisition [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Total purchase price of the acquisition | $ 17,520,000 | |||||||||||
Cash consideration | 14,470,000 | |||||||||||
Fair value of contingent earn-out | $ 1,100,000 | $ 1,100,000 | ||||||||||
Contingent earn-out based on future operating performance | 8,500,000 | |||||||||||
Cash holdback for potential claims | 1,650,000 | |||||||||||
Contingent earn-out | 1,400,000 | 1,100,000 | 1,100,000 | |||||||||
Additional cash paid for working capital adjustment settlement | 165,000 | |||||||||||
Allocation of Purchase Price | ||||||||||||
Fair value of assets acquired | 1,631,000 | |||||||||||
Liabilities assumed | 3,821,000 | |||||||||||
Identified intangible assets | 9,960,000 | |||||||||||
Goodwill | $ 9,916,000 | |||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||
Weighted average useful life of intangible assets | 14 years | |||||||||||
Contingent Consideration [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Decrease in operating expenses | (300,000) | $ 0 | $ (300,000) | $ 0 | ||||||||
Contingent Consideration [Member] | Fair Value, Inputs, Level 3 [Member] | Avantas Acquisition [Member] | ||||||||||||
Business Combination, Description | ||||||||||||
Decrease in operating expenses | $ (300,000) |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Revenue Recognition [Abstract] | ||
Payables to subcontractor | $ 53,575 | $ 33,474 |
Net Income Per Common Share (De
Net Income Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Common stock excluded from calculation of EPS | 286 | 12 | 344 | |
Computation of basic and diluted net income per common share | ||||
Net income | $ 33,647 | $ 8,499 | $ 61,726 | $ 23,322 |
Net income per common share - basic (in dollars per share) | $ 0.71 | $ 0.18 | $ 1.30 | $ 0.50 |
Net income per common share - diluted (in dollars per share) | $ 0.69 | $ 0.18 | $ 1.27 | $ 0.49 |
Weighted average common shares outstanding - basic | 47,674 | 46,546 | 47,466 | 46,460 |
Plus dilutive effect of potential common shares | 1,304 | 1,576 | 1,271 | 1,499 |
Weighted average common shares outstanding - diluted | 48,978 | 48,122 | 48,737 | 47,959 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | |
Segment Reporting [Abstract] | ||||
Reportable business segments | segment | 3 | |||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ||||
Revenue | $ 382,859 | $ 264,584 | $ 1,060,513 | $ 756,378 |
Operating Income | 37,607 | 15,901 | 92,551 | 48,952 |
Depreciation and amortization | 5,304 | 4,086 | 15,631 | 11,916 |
Share-based compensation | 2,021 | 1,791 | 6,551 | 5,361 |
Interest expense, net (including loss on debt extinguishment of $3,113 for the nine months ended September 30, 2014), and other | 2,013 | 1,433 | 5,797 | 7,908 |
Income before income taxes | 35,594 | 14,468 | 86,754 | 41,044 |
Loss on debt extinguishment | 0 | 0 | 3,113 | |
Operating segments [Member] | ||||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ||||
Revenue | 382,859 | 264,584 | 1,060,513 | 756,378 |
Operating Income | 58,749 | 32,174 | 153,414 | 93,187 |
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 | 266,279 | 174,292 | 735,341 | 503,636 |
Operating Income | 40,873 | 21,279 | 108,169 | 63,283 |
Operating segments [Member] | Locum tenens staffing [Member] | ||||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ||||
Revenue | 101,755 | 78,816 | 285,835 | 219,996 |
Operating Income | 13,321 | 8,139 | 34,142 | 22,830 |
Operating segments [Member] | Physician permanent placement services [Member] | ||||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ||||
Revenue | 14,825 | 11,476 | 39,337 | 32,746 |
Operating Income | 4,555 | 2,756 | 11,103 | 7,074 |
Corporate, non-segment [Member] | ||||
Schedule of reconciliation of revenue and segment operating income by reportable segment to consolidated results | ||||
Unallocated corporate overhead | $ 13,817 | $ 10,396 | $ 38,681 | $ 26,958 |
Derivative Instruments (Details
Derivative Instruments (Details) - Interest Rate Swap [Member] - Designated as Hedging Instrument [Member] - USD ($) | Sep. 30, 2015 | Apr. 30, 2015 |
Derivative [Line Items] | ||
Interest rate swap, face amount | $ 100,000,000 | |
Fixed rate on interest rate swap, percent | 0.983% | |
Other Assets [Member] | ||
Derivative [Line Items] | ||
Fair value of interest rate swap | $ (542,000) |
Fair Value Measurement - Textua
Fair Value Measurement - Textual (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)tier | Sep. 30, 2014USD ($) | Sep. 15, 2015USD ($) | Dec. 22, 2014USD ($) | |
Avantas Acquisition [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | $ 8,500,000 | |||||
Contingent earn-out | $ 1,100,000 | $ 1,100,000 | ||||
The First String Healthcare Acquisition [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | $ 4,000,000 | |||||
Contingent earn-out | $ 2,700,000 | |||||
Contingent Consideration [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Decrease in operating expenses | (300,000) | $ 0 | $ (300,000) | $ 0 | ||
Contingent Consideration [Member] | Avantas Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Number of earn-out tiers | tier | 5 | |||||
Decrease in operating expenses | (300,000) | |||||
Financial Performance Of Calendar Year 2015 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Number of earn-out tiers | tier | 3 | |||||
Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Number of earn-out tiers | tier | 6 | |||||
Earn-out Tier 1 [Member] | Contingent Consideration [Member] | Avantas Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 0 | $ 0 | ||||
Earn-out Tier 1 [Member] | Financial Performance Of Calendar Year 2015 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 0 | 0 | ||||
Earn-out Tier 1 [Member] | Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 0 | 0 | ||||
Earn-out Tier 2 [Member] | Contingent Consideration [Member] | Avantas Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 1,500,000 | 1,500,000 | ||||
Earn-out Tier 2 [Member] | Financial Performance Of Calendar Year 2015 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 500,000 | 500,000 | ||||
Earn-out Tier 2 [Member] | Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 1,000,000 | 1,000,000 | ||||
Earn-out Tier 3 [Member] | Contingent Consideration [Member] | Avantas Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 3,500,000 | 3,500,000 | ||||
Earn-out Tier 3 [Member] | Financial Performance Of Calendar Year 2015 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 1,000,000 | 1,000,000 | ||||
Earn-out Tier 3 [Member] | Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 1,500,000 | 1,500,000 | ||||
Earn-out Tier 4 [Member] | Contingent Consideration [Member] | Avantas Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 5,500,000 | 5,500,000 | ||||
Earn-out Tier 4 [Member] | Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 2,000,000 | 2,000,000 | ||||
Earn-out Tier 5 [Member] | Contingent Consideration [Member] | Avantas Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 8,500,000 | 8,500,000 | ||||
Earn-out Tier 5 [Member] | Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | 2,500,000 | 2,500,000 | ||||
Earn-out Tier 6 [Member] | Financial Performance Of Calendar Year 2016 [Member] | Contingent Consideration [Member] | The First String Healthcare Acquisition [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent earn-out based on future operating performance | $ 3,000,000 | $ 3,000,000 |
Fair Value Measurement - Financ
Fair Value Measurement - Financial Assets and Liabilities (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | $ 9,968 | $ 7,026 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 5,626 | 5,626 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 542 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 3,800 | 1,400 |
Securities (Assets) [Member] | US Treasury securities [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 5,291 | |
Securities (Assets) [Member] | Money Market Funds [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 5,626 | 335 |
Securities (Assets) [Member] | 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 | ||
Financial assets and liabilities measured at fair value | 5,291 | |
Securities (Assets) [Member] | 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 | ||
Financial assets and liabilities measured at fair value | 5,626 | 335 |
Securities (Assets) [Member] | Significant Other Observable Inputs (Level 2) [Member] | US Treasury securities [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 0 | |
Securities (Assets) [Member] | Significant Other Observable Inputs (Level 2) [Member] | Money Market Funds [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 0 | 0 |
Securities (Assets) [Member] | Significant Unobservable Inputs (Level 3) [Member] | US Treasury securities [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 0 | |
Securities (Assets) [Member] | Significant Unobservable Inputs (Level 3) [Member] | Money Market Funds [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 0 | 0 |
Contingent Consideration [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 3,800 | 1,400 |
Contingent Consideration [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 0 | 0 |
Contingent Consideration [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 0 | 0 |
Contingent Consideration [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 3,800 | $ 1,400 |
Interest Rate Swap [Member] | Derivative Financial Instruments, Assets [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | 542 | |
Interest Rate Swap [Member] | Derivative Financial Instruments, Assets [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Schedule of financial assets and liabilities measured at fair value on recurring basis | ||
Financial assets and liabilities measured at fair value | $ 542 |
Fair Value Measurement Fair Val
Fair Value Measurement Fair Value Measurement - Reconciliation of Changes in Contingent Consideration Liabilities (Details) - Fair Value, Inputs, Level 3 [Member] - Contingent Consideration [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | $ 1,400 | $ 0 | $ 1,400 | $ 0 |
Change in fair value of contingent consideration earn-out liability from Avantas acquisition | (300) | 0 | (300) | 0 |
Additional contingent consideration earn-out liability from TFS acquisition | 2,700 | 0 | 2,700 | 0 |
Ending balance | $ 3,800 | $ 0 | $ 3,800 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 1 Months Ended | ||
Jul. 31, 2015 | Dec. 31, 2016 | Sep. 30, 2015 | |
Federal Tax Authority [Member] | |||
Income Tax Examination [Line Items] | |||
Income tax benefits to be recorded in connection with settlement | $ 12,200 | ||
Federal Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | |||
Income Tax Examination [Line Items] | |||
Tax settlement amount | $ 7,200 | ||
Scenario, Forecast [Member] | State Jurisdiction [Member] | |||
Income Tax Examination [Line Items] | |||
Income tax benefits to be recorded in connection with settlement | $ 1,500 |
Commitments and Contingencies -
Commitments and Contingencies - Leases (Details) $ in Thousands | Jan. 26, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating lease agreement term | 10 years |
Total minimum lease payments | $ 23,956 |
Balance Sheet Details (Details)
Balance Sheet Details (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Other current assets: | ||
Restricted cash | $ 13,143 | $ 9,054 |
Income taxes receivable | 4,195 | 3,503 |
Other | 7,739 | 4,643 |
Other current assets | 25,077 | 17,200 |
Fixed assets: | ||
Furniture and equipment | 21,158 | 17,761 |
Software | 93,485 | 78,593 |
Leasehold improvements | 5,224 | 5,340 |
Fixed assets, gross | 119,867 | 101,694 |
Accumulated depreciation and amortization | (74,460) | (68,814) |
Fixed assets, net | 45,407 | 32,880 |
Accounts payable and accrued expenses: | ||
Trade accounts payable | 48,109 | 30,039 |
Subcontractor payable | 53,575 | 33,474 |
Professional liability reserve | 7,403 | 7,380 |
Overdraft | 2,548 | 6,338 |
Other | 1,517 | 1,762 |
Accounts payable and accrued expenses | 113,152 | 78,993 |
Accrued compensation and benefits: | ||
Accrued payroll | 32,569 | 21,857 |
Accrued bonuses | 20,218 | 15,196 |
Accrued travel expense | 2,868 | 2,413 |
Accrued health insurance reserve | 2,517 | 1,871 |
Accrued workers compensation reserve | 7,539 | 5,830 |
Deferred compensation | 21,968 | 20,729 |
Other | 813 | 99 |
Accrued compensation and benefits | $ 88,492 | $ 67,995 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Oct. 05, 2015USD ($) |
Millican Solutions, Inc. [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Cash consideration | $ 4,075 |