Advisory Board 10-Q 6 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 01, 2016
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Entity Registrant Name	ADVISORY BOARD CO
Entity Central Index Key	1,157,377
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		40,992,835

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 52,437	$ 71,825
Membership fees receivable, net	554,055	605,444
Prepaid expenses and other current assets	21,149	22,543
Total current assets	627,641	699,812
Property and equipment, net	183,525	183,057
Intangible assets, net	269,860	274,721
Deferred incentive compensation and other charges	72,835	81,181
Goodwill	740,458	738,200
Investments in unconsolidated entities	511	706
Other non-current assets	1,800	1,800
Total assets	1,896,630	1,979,477
Current liabilities:
Deferred revenue, current	550,072	581,471
Accounts payable and accrued liabilities	60,371	74,879
Accrued incentive compensation	39,297	41,173
Debt, current	27,750	27,743
Total current liabilities	677,490	725,266
Deferred revenue, net of current portion	147,558	173,953
Deferred income taxes, net of current portion	92,272	93,893
Debt, net of current portion	515,146	522,086
Financing obligation	7,606	2,700
Other long-term liabilities	16,020	12,488
Total liabilities	1,456,092	1,530,386
Stockholders’ equity:
Preferred stock, par value $0.01; 5,000,000 shares authorized, zero shares issued and outstanding	0	0
Common stock, par value $0.01; 135,000,000 shares authorized, 40,875,163 and 41,572,523 shares issued and outstanding as of March 31, 2016 and December 31, 2015, respectively	409	416
Additional paid-in capital	755,325	744,333
Accumulated deficit	(312,961)	(295,860)
Accumulated other comprehensive (loss) income	(2,235)	202
Total stockholders’ equity	440,538	449,091
Total liabilities and stockholders’ equity	$ 1,896,630	$ 1,979,477

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, par value (dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (shares)	5,000,000	5,000,000
Preferred stock, shares issued (shares)	0	0
Preferred stock, shares outstanding (shares)	0	0
Common stock, par value (dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (shares)	135,000,000	135,000,000
Common stock, shares issued (shares)	40,875,163	41,572,523
Common stock, shares outstanding (shares)	40,875,163	41,572,523

Unaudited Consolidated Statemen

Unaudited Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Revenue	$ 200,735	$ 179,322
Costs and expenses:
Cost of services, excluding depreciation and amortization	95,949	95,490
Member relations and marketing	32,395	30,726
General and administrative	31,828	31,674
Depreciation and amortization	19,767	17,274
Operating income	20,796	4,158
Interest expense	(4,821)	(5,612)
Other income (expense), net	61	(1,119)
Loss on financing activities	0	(17,398)
Total other expense, net	(4,760)	(24,129)
Income (loss) before provision for income taxes and equity in loss of unconsolidated entities	16,036	(19,971)
(Provision) benefit for income taxes	(5,663)	278
Equity in loss of unconsolidated entities	(34)	(2,379)
Net income (loss)	$ 10,339	$ (22,072)
Earnings per share (dollars per share)
Net income (loss) attributable to common stockholders per share—basic	$ 0.25	$ (0.54)
Net income (loss) attributable to common stockholders per share—diluted	$ 0.25	$ (0.54)
Weighted average number of shares outstanding:
Basic (in shares)	41,492	40,924
Diluted (in shares)	41,873	40,924

Unaudited Consolidated Stateme5

Unaudited Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 10,339	$ (22,072)
Other comprehensive income (loss):
Net unrealized loss on available-for-sale securities, net of income taxes of $0 and $150 for the three months ended March 31, 2016 and 2015, respectively	0	(81)
Net unrealized loss on cash flow hedges, net of income taxes of $1,568 and $0 for the three months ended March 31, 2016 and 2015, respectively	(2,437)	0
Comprehensive income (loss)	$ 7,902	$ (22,153)

Unaudited Consolidated Stateme6

Unaudited Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Net unrealized (losses) gains on marketable securities, tax	$ 0	$ 150
Net unrealized loss on cash flow hedges, tax benefit	$ 1,568	$ 0

Unaudited Consolidated Stateme7

Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Cash Flows [Abstract]
Net income (loss)	$ 10,339	$ (22,072)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	19,767	17,274
Loss on financing activities	0	17,398
Amortization of debt issuance costs	340	422
Deferred income taxes	(48)	10,067
Excess tax benefits from stock-based awards	(1,269)	(565)
Stock-based compensation expense	6,982	6,405
Equity in loss of unconsolidated entities	34	2,379
Changes in operating assets and liabilities (net of the effect of acquisitions):
Membership fees receivable	51,389	35,189
Prepaid expenses and other current assets	4,414	(6,825)
Deferred incentive compensation and other charges	8,214	901
Other non-current assets	0	(258)
Deferred revenue	(57,794)	(18,632)
Accounts payable and accrued liabilities	(11,596)	3,402
Acquisition-related earn-out payments	(1,432)	0
Accrued incentive compensation	(1,876)	1,779
Other long-term liabilities	(260)	(3,949)
Net cash provided by operating activities	27,204	42,915
Cash flows from investing activities:
Purchases of property and equipment	(9,632)	(10,712)
Capitalized external-use software development costs	(836)	(1,261)
Cash paid for acquisitions, net of cash acquired	(1,900)	(742,915)
Redemptions of marketable securities	0	14,714
Net cash used in investing activities	(12,368)	(740,174)
Cash flows from financing activities:
Proceeds from debt, net	0	1,280,292
Pay down of debt	(7,187)	(725,000)
Debt issuance costs	0	(2,568)
Proceeds from issuance of common stock, net of selling costs	0	148,786
Proceeds from issuance of common stock from exercise of stock options	3,019	1,524
Withholding of shares to satisfy minimum employee tax withholding for vested restricted stock units	(396)	(49)
Proceeds from issuance of common stock under employee stock purchase plan	120	129
Acquisition-related earn-out payments	(3,600)	(1,500)
Excess tax benefits from stock-based awards	1,269	565
Purchases of treasury stock	(27,449)	0
Net cash (used in) provided by financing activities	(34,224)	702,179
Net (decrease) increase in cash and cash equivalents	(19,388)	4,920
Cash and cash equivalents, beginning of period	71,825	72,936
Cash and cash equivalents, end of period	52,437	77,856
Supplemental disclosure of cash flow information:
Cash received for income taxes	(245)	(1,746)
Cash paid for interest	3,754	2,611
Non-cash increase in estimated cost of construction of a building under a build-to-suit lease	$ 4,906	$ 0

Business Description and Basis

Business Description and Basis of Presentation	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
Business description and basis of presentation	Business description and basis of presentation The Advisory Board Company (individually and collectively with its subsidiaries, the “Company”) provides best practices research and insight, performance technology software, data- and tech-enabled services, and consulting and management services, through discrete programs to hospitals, health systems, independent medical groups, pharmaceutical and biotechnology companies, health care insurers, medical device companies, and colleges, universities, and other health care-focused organizations and educational institutions. Members of each subscription-based membership program are typically charged a separate fixed annual fee and have access to an integrated set of services that may include best practices research studies, executive education, proprietary content databases and online tools, daily online executive briefings, original executive inquiry services, cloud-based software applications, data- and tech-enabled services, and consulting and management services. The unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosures required for complete financial statements are not included herein. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes as reported in the Company’s Form 10-K for the year ended December 31, 2015. The unaudited consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. The Company uses the equity method to account for equity investments in instances in which it owns common stock or securities deemed to be in-substance common stock and has the ability to exercise significant influence, but not control, over the investee and for all investments in partnerships or limited liability companies where the investee maintains separate capital accounts for each investor. All significant intercompany transactions and balances have been eliminated. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the consolidated financial position, results of operations, and cash flows as of the dates and for the periods presented have been included. The consolidated balance sheet presented as of December 31, 2015 has been derived from the financial statements that have been audited by the Company’s independent registered public accounting firm. The consolidated results of operations for the three months ended March 31, 2016 may not be indicative of the results that may be expected for the Company’s fiscal year ending December 31, 2016, or any other period.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	3 Months Ended
	Mar. 31, 2016
Accounting Changes and Error Corrections [Abstract]
Recent accounting pronouncements	Recent accounting pronouncements Recently adopted In June 2014, the Financial Accounting Standards Board ("FASB") issued accounting guidance related to share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. This guidance clarifies that entities should treat performance targets that can be met after the requisite service period of a share-based payment award as performance conditions that affect vesting. The standard is effective for fiscal years beginning after December 15, 2015. The Company adopted this standard on January 1, 2016. The adoption had no effect on the Company's consolidated financial position or results of operations. In February 2015, the FASB issued guidance on amendments to the consolidation analysis. The new guidance requires management to reevaluate all legal entities under a revised consolidation model that will (i) modify the evaluation of whether limited partnership and similar legal entities are variable interest entities (“VIEs”), (ii) eliminate the presumption that a general partner should consolidate a limited partnership, (iii) affect the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships, and (iv) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 under the Investment Company Act of 1940 for registered money market funds. The guidance is effective for annual reporting and interim periods beginning after December 15, 2015, with early adoption permitted. The Company adopted this standard on January 1, 2016. The adoption had no effect on the Company's consolidated financial position or results of operations. In April 2015, the FASB issued guidance on the presentation of debt issuance costs. The guidance requires debt issuance costs related to a recognized debt liability to be presented as a direct deduction from the carrying amount of that debt liability and only impacts financial position presentation. In August 2015, the FASB issued guidance related to the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. The guidance codified the SEC staff's view on the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements consistent with prior practice as an asset. The guidance is effective for annual reporting and interim periods beginning after December 15, 2015, with early adoption permitted. The Company adopted these standards retrospectively on January 1, 2016. The impact the adoption had on the Company's consolidated financial position as of December 31, 2015 is disclosed below. The adoption had no effect on the Company's results of operations for any period. As reported Adjustments As adjusted Prepaid expenses and other current assets $ 22,651 $ (108 ) $ 22,543 Deferred incentive compensation and other charges 81,462 (281 ) 81,181 Total Assets 1,979,866 (389 ) 1,979,477 Debt, current 27,851 (108 ) 27,743 Debt, net of current portion 522,367 (281 ) 522,086 Total liabilities 1,530,775 (389 ) 1,530,386 Total liabilities and stockholders’ equity 1,979,866 (389 ) 1,979,477 In April 2015, the FASB issued guidance to clarify the customer's accounting for fees paid in a cloud computing arrangement. The guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company adopted this standard on January 1, 2016. The adoption did not have a material effect on the Company's consolidated financial position or results of operations. In September 2015, the FASB issued new guidance that eliminates the requirement to restate prior period financial statements for measurement period adjustments following a business combination. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The prior period impact of the adjustment should be either presented separately on the face of the income statement or disclosed in the notes to the financial statements. The guidance is effective for annual reporting and interim periods beginning after December 15, 2015. The Company adopted this standard on January 1, 2016. The adoption had no effect on the Company's consolidated financial position or results of operations. Recently issued In May 2014, the FASB issued accounting guidance related to revenue recognition. The new standard supersedes most of the existing revenue recognition guidance under GAAP, and requires revenue to be recognized when goods or services are transferred to a customer in an amount that reflects the consideration a company expects to receive. The new standard may require more judgment and estimates relating to the recognition of revenue, which could result in additional disclosures to the financial statements. The original effective date of the new standard was for annual and interim reporting periods beginning after December 15, 2016. In July 2015, the FASB decided to defer by one year the effective date of this new revenue recognition standard. As a result, the new standard will be effective for annual and interim reporting periods beginning after December 15, 2017, with an option that permits companies to adopt the standard as early as the original effective date. Early application prior to the original effective date is not permitted. The Company plans to adopt this standard on January 1, 2018. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures and has not yet selected a transition method. In August 2014, the FASB issued guidance regarding the presentation of financial statements - going concern. This guidance requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. It requires an assessment for a period of one year after the date on which the financial statements are issued. Further, based on certain conditions and circumstances, additional disclosures may be required. This guidance is effective beginning with the first annual period ending after December 15, 2016, and for all annual and interim periods thereafter. Early application is permitted. The Company does not expect this guidance to have an impact on the Company’s consolidated financial statements or related disclosures. In February 2016, the FASB issued accounting guidance relating to leases. The guidance requires that lessees recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The new guidance also requires disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative information. The guidance is effective for annual reporting and interim periods beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. In March 2016, the FASB issued accounting guidance relating to stock compensation. The guidance simplifies various aspects of the accounting for share-based payments. While aimed at reducing the cost and complexity of the accounting for share-based payments, the amendments are expected to impact net income, earnings per share, and the statement of cash flows. The guidance is effective for annual reporting and interim periods beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2016
Business Combinations [Abstract]
Acquisitions	Acquisitions Increasing service to members through the introduction and expansion of new programs and services is a key component of the Company's growth strategy. From time to time the Company supplements its organic new program development efforts with acquisitions that allow it to introduce new offerings to its members, or that complement and enhance the value of existing products and services through the addition of new capabilities. Royall Acquisition Co. On January 9, 2015, the Company completed the acquisition of all of the issued and outstanding capital stock of Royall Acquisition Co. (together with its subsidiaries, “Royall”) from Royall Holdings, LLC (the “Seller”). Royall is a education market leader in strategic, data-driven student engagement and enrollment management solutions. Total consideration consisted of the following (in thousands): Net cash paid (1) $ 744,193 Fair value of equity issued 121,224 Total $ 865,417 (1) Net of cash acquired of $7,065 and a working capital adjustment payment of $1,278 . On January 9, 2015, in connection with the completion of the acquisition of Royall, the Company entered into a credit agreement with various lenders. See Note 8, "Debt," for further details regarding this credit agreement. The fair value of equity issued was approximately $121.2 million based on 2,428,364 shares of the Company's common stock valued at $49.92 per share, which was the closing price on January 9, 2015 as reported on the NASDAQ Global Select Market. The purchase price allocation resulting from the acquisition of Royall is set forth below (in thousands): As of January 9, 2015 Consideration paid for the acquisition $ 865,417 Allocated to: Membership fees receivable, net 29,239 Prepaid expenses and other current assets 8,237 Property and equipment 44,209 Intangible assets, net 262,000 Deferred revenue, current (18,300 ) Accounts payable and accrued liabilities (5,621 ) Deferred income taxes, net of current portion (102,599 ) Preliminary fair value of net assets acquired $ 217,165 Preliminary allocation to goodwill $ 648,252 Acquisition-related costs of $9.9 million were incurred related to this transaction. Of this amount, $5.7 million was recognized and included in general and administrative costs in the Company’s consolidated statements of operations for the three months ended March 31, 2015. Royall Goodwill Impairment Goodwill is reviewed for impairment at least annually as of October 1, the first date of the fourth quarter of the Company's fiscal year, or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company performs its goodwill impairment test at the reporting unit level, which is one level below the operating segment. The Company has one operating segment, which is consistent with the way management runs the business and allocates resources. The operating segment is then divided into two reporting units largely as a result of the Royall acquisition and continued integration efforts. The two reporting units are Royall and the remaining Advisory Board business ("Core ABC"). Goodwill is assigned to the reporting unit or units that benefit from the synergies arising from each business combination. As of the October 1, 2015 goodwill impairment assessment, the Royall reporting unit failed the step one test and the Company performed the step two test. In connection with the step two test, the Company estimated the fair value of identifiable intangible assets and deferred revenue using methodologies consistent with those used in the original Royall purchase price allocation. Key assumptions were updated to reflect the current outlook for the Royall business as well as market conditions. The step two analysis resulted in a goodwill impairment of $99.1 million , which was recorded in the year ended December 31, 2015. Pro forma The following table presents the Company’s pro forma consolidated revenues and net loss for the three months ended March 31, 2015. The unaudited pro forma results include the historical statements of operations information of the Company and of Royall, giving effect to the acquisition of Royall and related financing as if they had occurred on January 1, 2014. The unaudited pro forma financial information presented below does not reflect the effect of any actual or anticipated synergies expected to result from the acquisition of Royall. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations that would have been recognized had the acquisition of Royall and the related financing been effected on the assumed date. The unaudited pro forma results are set forth below (in thousands): Unaudited Pro Forma Results Three Months Ended March 31, 2015 Revenue $187,998 Net loss $(1,915) For the three months ended March 31, 2015, the pro forma results, prepared in accordance with GAAP, include the following pro forma adjustments related to the acquisition of Royall: (i) an increase in revenue of $2.8 million and an increase in expense of $1.7 million for Royall's activity from January 1, 2015 to the January 9, 2015 acquisition date; (ii) an increase in revenue of $5.9 million representing the purchase accounting fair value effect to revenue that was recognized in the three months ended March 31, 2015; (iii) an increase in amortization expense related to the fair value of the identifiable intangible assets of $0.4 million ; (iv) the elimination, and replacement, of the historical Royall interest expense with the interest expense from the Company's new senior secured term credit facility totaling $4.4 million ; (v) the elimination of $17.4 million of loss on financing activities related to the acquisition-related debt activity; and (vi) the elimination of $5.7 million of acquisition-related costs.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2016
Fair Value Disclosures [Abstract]
Fair value measurements	Fair value measurements Financial assets and liabilities The estimated fair values of financial instruments are determined based on relevant market information. These estimates involve uncertainty and cannot be determined with precision. The Company’s financial instruments consist primarily of cash, cash equivalents, and interest rate swaps. In addition, contingent earn-out liabilities resulting from business combinations are recorded at fair value. The following methods and assumptions are used to estimate the fair value of each class of financial assets or liabilities that is valued on a recurring basis. Cash and cash equivalents . This includes all cash and liquid investments with an original maturity of three months or less from the date acquired. The carrying amount approximates fair value because of the short maturity of these instruments. Cash equivalents also consist of money market funds with fair values based on quoted market prices. The Company’s cash and cash equivalents are held at major commercial banks. Contingent earn-out liabilities . This class of financial liabilities represents the Company’s estimated fair value of the contingent earn-out liabilities related to acquisitions based on probability assessments of certain performance achievements during the earn-out periods. The performance targets are specific to the operation of the acquired company subsequent to the acquisition. These inputs are considered key estimates made by the Company that are unobservable because there are no active markets to support them. Contingent earn-out liabilities are included in accounts payable and accrued liabilities and other long-term liabilities on the consolidated balance sheets. Interest rate swaps . The Company uses interest rate swaps to manage interest rate risk. The fair values of interest rate swaps are determined using the market standard methodology of discounting the future variable cash payments, or receipts, over the life of the agreements. The variable interest rates used in the calculation of projected cash payments, or receipts, are based on observable market interest rate curves. Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The valuation can be determined using widely accepted valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). As a basis for applying a market-based approach in fair value measurements, GAAP establishes a fair value hierarchy that prioritizes into three broad levels the inputs to valuation techniques used to measure fair value. The following is a brief description of those three levels: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable market-based inputs other than Level 1 inputs, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity, such as discounted cash flow methodologies. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. There were no significant transfers between Level 1, Level 2, or Level 3 during the three months ended March 31, 2016 or 2015. The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the related classifications are as follows (in thousands): Fair value as of March 31, Fair value measurement as of March 31, 2016 2016 Level 1 Level 2 Level 3 Financial assets Cash and cash equivalents (1) $ 52,437 $ 52,437 $ — $ — Financial liabilities Interest rate swaps (2) 3,613 — 3,613 — Contingent earn-out liabilities (3) 1,505 — — 1,505 Fair value as of December 31, Fair value measurement as of December 31, 2015 using fair value hierarchy 2015 Level 1 Level 2 Level 3 Financial assets Cash and cash equivalents (1) $ 71,825 $ 71,825 $ — $ — Interest rate swaps (2) 419 — 419 — Financial liabilities Contingent earn-out liabilities (3) 7,250 — — 7,250 (1) Fair value is based on quoted market prices. (2) Fair value is determined using market standard models with observable inputs. (3) This fair value measurement is based on unobservable inputs that are supported by little or no market activity and reflect the Company’s own assumptions in measuring fair value using the income approach. In developing these estimates, the Company considered certain performance projections, historical results, and general macroeconomic environment and industry trends. Contingent earn-out liabilities The Company entered into an earn-out agreement in connection with its acquisition of Southwind Health Partners, L.L.C. and Southwind Navigator, LLC (together, “Southwind”) in December 2009. The Company’s fair value estimate of the Southwind earn-out liability was $5.6 million as of the date of acquisition. The fair value of the Southwind earn-out liability was affected by changes in the Company's stock price and by changes in estimates regarding expected operating results through the end of the evaluation period, which was December 31, 2014. As of March 31, 2016 , $21.4 million had been earned and paid in cash and shares to the former owners of the Southwind business, which includes the final payment of $1.0 million that was paid during the three months ended March 31, 2016. There is no remaining contingent obligation related to this earn-out agreement. The Company's fair value estimate of the earn-out liability related to the Company’s acquisition of Clinovations, LLC (“Clinovations”) in November 2014 was $4.5 million as of the date of acquisition. The fair value of the Clinovations earn-out liability is affected by changes in estimates regarding expected operating results through the evaluation periods, which will end on December 31, 2017 with payments extending through April 2018. A portion of the earn-out liability will be paid in the form of the Company’s common stock. The maximum payout of the earn-out liability is $9.5 million , while the minimum is zero . Based on the results of Clinovations’ operating results, the fair value of the contingent obligation for Clinovations as of March 31, 2016 was estimated at $1.2 million . The fair value of the Clinovations earn-out liability is affected by changes in estimates regarding expected operating results, discount rates for each evaluation period, which vary from approximately 6.9% to 7.5% , and the volatility of the Company's common stock, which was 30.0% as of March 31, 2016. The Company's fair value estimate of the earn-out liability related to the Company’s acquisition of ThoughtWright, LLC d/b/a GradesFirst (“GradesFirst”) in December 2014 was $3.6 million as of the date of acquisition. The fair value of the GradesFirst earn-out liability was affected by changes in estimates regarding expected operating results through the evaluation period, which ended on December 31, 2015. The maximum earn-out potential of $4.0 million was earned during the evaluation period and paid during the three months ended March 31, 2016. There is no remaining contingent obligation related to this earn-out agreement. Changes in the fair value of the contingent earn-out liabilities subsequent to the acquisition date, including changes arising from events that occurred after the acquisition date, such as changes in the Company’s estimate of performance achievements, discount rates, and stock price, are recognized in earnings in the periods during which the estimated fair value changes. The following table represents a reconciliation of the change in the contingent earn-out liabilities for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended 2016 2015 Beginning balance $ 7,250 $ 12,946 Addition due to acquisition 357 — Fair value change in Southwind contingent earn-out liability (1) — 209 Fair value change in Clinovations contingent earn-out liability (1) (1,070 ) 135 Southwind earn-out payments (1,032 ) — GradesFirst earn-out payments (4,000 ) — 360Fresh earn-out payments — (1,500 ) Ending balance $ 1,505 $ 11,790 (1) Amounts were recognized in cost of services on the consolidated statements of operations. Financial instruments not recorded at fair value on a recurring basis Equity method investments . The Company's equity method investments represent the Company's ownership interest in Evolent Health, Inc. and its subsidiary, Evolent Health LLC. The fair value of the Company's ownership interest in Evolent Health, Inc. and its subsidiary was $122.4 million as of March 31, 2016 based on the quoted closing stock price as reported on the New York Stock Exchange prior to any discount. For further information, see Note 7, "Investments in unconsolidated entities." The fair value of the Company's equity method investments is measured quarterly for disclosure purposes. The Company's equity method investments are recorded at fair value only if an impairment charge is recognized. Senior secured term loan . The Company estimates that the fair value of its senior secured term loan was $444.0 million as of March 31, 2016. The fair value was determined based on discounting the future expected variable cash payments over the life of the loan. The variable interest rates used in the calculation are based on observable market interest rates. The senior secured term loan would be classified as Level 2 within the fair value hierarchy if it were measured at fair value. Non-financial assets and liabilities Certain assets and liabilities are not measured at fair value on an ongoing basis but instead are measured at fair value on a non-recurring basis, so that such assets and liabilities are subject to fair value adjustments in certain circumstances (such as when there is evidence of impairment). During the three months ended March 31, 2016 and 2015, no fair value adjustments or material fair value measurements were required for non-financial assets or liabilities.

Property and Equipment

Property and Equipment	3 Months Ended
	Mar. 31, 2016
Property, Plant and Equipment [Abstract]
Property and equipment	Property and equipment Property and equipment consists of leasehold improvements, furniture, fixtures, equipment, capitalized internal-use software development costs, and acquired developed technology. Property and equipment is stated at cost, less accumulated depreciation and amortization. In certain membership programs, the Company provides software applications under a hosting arrangement where the software application resides on the Company’s or its service providers’ hardware. The members do not take delivery of the software and only receive access to the software during the term of their membership agreement. Software development costs that are incurred in the preliminary project stage are expensed as incurred. During the development stage, direct consulting costs and payroll and payroll-related costs for employees that are directly associated with each project are capitalized and amortized over the estimated useful life of the software once placed into operation. Capitalized software is amortized using the straight-line method over its estimated useful life, which is generally five years. Replacements and major improvements are capitalized, while maintenance and repairs are charged to expense as incurred. The acquired developed technology, which includes acquired software, databases, and analytics, is classified as software within property and equipment because the developed software application, database, or analytic resides on the Company’s or its service providers’ hardware. Amortization for acquired developed technology is included in depreciation and amortization on the Company’s consolidated statements of operations. Developed technology obtained through acquisitions is amortized using the straight-line method over the estimated useful life used in determining the fair value of the assets at acquisition. As of March 31, 2016 , the weighted average useful life of existing acquired developed technology was approximately eight years. The amount of acquired developed technology amortization included in depreciation and amortization for the three months ended March 31, 2016 was approximately $2.3 million . The amount of acquired developed technology amortization included in depreciation and amortization for the three months ended March 31, 2015 was approximately $2.0 million . Furniture, fixtures, and equipment are depreciated using the straight-line method over the estimated useful lives of the assets, which range from three to seven years. Leasehold improvements are depreciated using the straight-line method over the shorter of the estimated useful lives of the assets or the lease term. There are no capitalized leases included in property and equipment, net for the periods presented. The amount of depreciation expense recognized on furniture, fixtures, and equipment during the three months ended March 31, 2016 was $5.4 million . The amount of depreciation expense recognized on furniture, fixtures, and equipment during the three months ended March 31, 2015 was $4.9 million . Internally developed capitalized software related to the Company's hosted software is classified as software within property and equipment and has an estimated useful life of five years. As of March 31, 2016 and December 31, 2015, the carrying value of internally developed capitalized software was $73.4 million and $73.2 million , respectively. Amortization expense for internally developed capitalized software for the three months ended March 31, 2016 and 2015, recorded in depreciation and amortization on the accompanying consolidated statements of operations, was approximately $6.4 million and $4.0 million , respectively. Property and equipment consists of the following (in thousands): As of March 31, 2016 December 31, 2015 Leasehold improvements $ 65,060 $ 63,608 Furniture, fixtures, and equipment 63,983 62,790 Software 207,204 202,384 Construction in progress, subject to a build-to-suit lease 7,606 2,700 Property and equipment, gross 343,853 331,482 Accumulated depreciation and amortization (160,328 ) (148,425 ) Property and equipment, net $ 183,525 $ 183,057 The Company evaluates its long-lived assets for impairment when changes in circumstances exist that suggest the carrying value of a long-lived asset may not be fully recoverable. If an indication of impairment exists, and the Company’s net book value of the related assets is not fully recoverable based upon an analysis of its estimated undiscounted future cash flows, the assets are written down to their estimated fair value. During the three months ended March 31, 2016, the Company recognized a $1.0 million impairment loss recorded in depreciation and amortization on the consolidated statements of operations related to certain internally developed software that is no longer in use. The Company did no t recognize any impairment losses on any of its long-lived assets during the three months ended March 31, 2015.

Goodwill and Intangibles

Goodwill and Intangibles	3 Months Ended
	Mar. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and intangibles	Goodwill and intangibles Included in the Company’s goodwill and intangibles balances are goodwill and acquired intangibles, and internally developed capitalized software for sale. Goodwill is not amortized because it has an estimated indefinite life. Goodwill is reviewed for impairment at least annually as of October 1, or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company believes that no such impairment indicators existed during the three months ended March 31, 2016 or 2015 . There was no impairment of goodwill recorded in the three months ended March 31, 2016 or 2015 . The following illustrates the change in the goodwill balance for the three months ended March 31, 2016 (in thousands): As of March 31, 2016 Beginning of period $ 738,200 Acquisitions 2,258 Ending balance $ 740,458 Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives, which range from 2 years to 17 years. As of March 31, 2016 , the weighted average remaining useful life of acquired intangibles was approximately 13.8 years. As of March 31, 2016 , the weighted average remaining useful life of internally developed intangibles was approximately 3.6 years. The gross and net carrying balances and accumulated amortization of intangibles are as follows (in thousands): As of March 31, 2016 As of December 31, 2015 Weighted average useful life Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Intangibles Internally developed software for sale 5.0 $ 17,738 $ (7,573 ) $ 10,165 $ 16,902 $ (6,796 ) $ 10,106 Acquired intangibles: Developed software 5.2 9,450 (8,200 ) 1,250 9,450 (8,075 ) 1,375 Customer relationships 16.2 277,710 (30,079 ) 247,631 277,710 (25,769 ) 251,941 Trademarks 8.6 14,900 (4,858 ) 10,042 14,900 (4,490 ) 10,410 Non-compete agreements 3.8 1,400 (1,387 ) 13 1,400 (1,379 ) 21 Customer contracts 4.7 6,449 (5,690 ) 759 6,449 (5,581 ) 868 Total intangibles $ 327,647 $ (57,787 ) $ 269,860 $ 326,811 $ (52,090 ) $ 274,721 Amortization expense for intangible assets for the three months ended March 31, 2016 , recorded in depreciation and amortization on the consolidated statements of operations, was approximately $5.7 million . Amortization expense for intangible assets for the three months ended March 31, 2015 was approximately $6.2 million . The following approximates the aggregate amortization expense to be recorded in depreciation and amortization on the consolidated statements of operations for the remaining nine months of the fiscal year ending December 31, 2016 and for each of the following fiscal years ending December 31, 2017 through 2020: $17.0 million , $22.1 million , $21.1 million , $19.5 million , and $18.2 million , respectively, and $172.0 million thereafter.

Investment in unconsolidated en

Investment in unconsolidated entities	3 Months Ended
	Mar. 31, 2016
Equity Method Investments and Joint Ventures [Abstract]
Investment in unconsolidated entities	Investments in unconsolidated entities As of March 31, 2016, the Company held an 8.7% direct equity interest in Evolent Health LLC (“Evolent LLC”) and a 15.0% equity ownership interest in Evolent Health, Inc. (“Evolent Inc.”), which had no material operations outside of its 70.8% ownership interest in Evolent LLC. These investments are accounted for under the equity method, with the Company’s proportionate share of the investees’ losses recognized in the consolidated statements of operations. The Company has the right to designate two individuals to Evolent Inc.'s board of directors, which seats were occupied by the Company’s Chief Executive Officer and the Company's Chief Financial Officer as of March 31, 2016. During the three months ended March 31, 2016, the Company recorded a net gain on its investment of Evolent Inc. of $0.3 million , which consisted of a $1.1 million dilution gain offset by $0.8 million for the Company's share of losses of Evolent Inc. The carrying balance of the Company’s investment in Evolent Inc. was $0.3 million as of March 31, 2016. During the three months ended March 31, 2016, the Company recorded a net loss on its investment of Evolent LLC that was applied to the carrying value of its investment in Evolent LLC of $0.5 million , which consisted of a $0.9 million dilution gain offset by $1.4 million for the Company's share of the losses of Evolent LLC. During the three months ended March 31, 2015, the Company’s share of the losses of Evolent LLC that was applied to the carrying value of its investment in Evolent LLC was $2.4 million . The carrying balance of the Company’s investment in Evolent LLC was $0.2 million as of March 31, 2016. Because of Evolent LLC's treatment as a partnership for federal income tax purposes, the losses of Evolent LLC pass through to the Company and the other members. The Company's proportionate share of the losses of Evolent LLC is recorded net of the estimated tax benefit that the Company believes will be realized from the equity in loss of unconsolidated entities on the consolidated statements of operations. An additional tax benefit of $0.2 million has been recorded in the three months ended March 31, 2016 for the tax effects of current year losses received from Evolent LLC. Prior to Evolent Inc.’s initial public offering of common stock in June 2015, the Company had provided a full valuation allowance against the deferred tax asset resulting from these benefits and therefore no additional tax benefit was recognized during the three months ended March 31, 2015. The equity in loss of unconsolidated entities on the consolidated statement of operations for the combined Evolent entities consisted of the following (in thousands): Three Months Ended 2016 2015 Dilution gain $ 2,026 $ — Allocated share of losses (2,221 ) (2,379 ) Tax benefit 161 — Equity in loss of unconsolidated entities $ (34 ) $ (2,379 ) In connection with the Evolent Inc.'s initial public offering and the related reorganization, the Company and certain investors in Evolent LLC entered into a tax receivables agreement with Evolent Inc. Under the terms of that agreement, Evolent Inc. will make cash payments to the Company and certain investors in amounts equal to 85% of Evolent Inc.'s actual tax benefit realized from various tax attributes related to activity before the initial public offering. Interest will be included on the tax savings at the applicable London interbank offered rate plus 100 basis points. The tax receivables agreement will generally apply to Evolent Inc.'s taxable years up to and including the 15 th anniversary date of the transaction. As of March 31, 2016, the Company has not received any payments pursuant to the terms of the tax receivables agreement. As the amount the Company will receive related to the tax receivables agreement is unknown, the Company will recognize payments, if any, associated with this agreement when such payments are received. As of March 31, 2016, the Company’s basis in the Evolent entities was less than its proportional interest in the equity of Evolent Inc. and Evolent LLC in the amounts of $80.8 million and $68.9 million , respectively. The Company has excluded the effects of the purchase and push down accounting in its determination of the equity in such loss, thereby reducing its share of losses from Evolent Inc. and Evolent LLC for the affected periods. As a result, the basis differences will decrease over time. Evolent LLC is in the early stages of its business plan and, as a result, the Company expects both Evolent Inc. and Evolent LLC to continue to incur losses. The Company’s investment in Evolent LLC is evaluated for impairment whenever events or changes in circumstances indicate that there may be an other-than-temporary decline in value. As of March 31, 2016, the Company believes that no impairment charge is necessary. For additional information on the fair value of the Company’s investment in the Evolent entities, see Note 4, “Fair value measurements.”

Debt

Debt	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Debt	Debt Senior secured credit facilities obtained in January 2015 On January 9, 2015, in connection with the completion of the acquisition of Royall, the Company entered into a credit agreement with various lenders. This credit agreement replaced an existing secured revolving credit facility. Under the terms of the January 9, 2015 credit agreement, lenders provided the Company with $775 million of senior secured credit facilities for application to the acquisition of Royall and the Company’s corporate needs after the closing of the Royall acquisition. The credit facilities consisted of a term loan facility in the principal amount of $725 million , maturing on January 9, 2022, and a revolving credit facility under which up to $50 million principal amount of borrowings and other credit extensions could be outstanding at any time, maturing on January 9, 2020. All $725 million of term loans available under the term loan facility were drawn at the closing of the acquisition to pay the majority of the cash purchase price for the Royall capital stock. Total original issue discount of $21.8 million and deferred financing fees of $2.8 million were recorded related to this credit agreement. The revolving credit facility was undrawn at the facility closing date. The Company recognized a loss of $0.2 million on the modification of the existing revolving credit facility. This loss was recorded in loss on financing activities within the consolidated statements of operations. Equity offering in January 2015 On January 21, 2015, the Company closed on a registered public offering of its common stock. The Company used the net proceeds from the offering plus available cash to repay approximately $149.9 million principal amount of loans outstanding under its $725 million senior secured term loan facility. This payment resulted in a loss on financing activities of $4.5 million related to original issue discount and $0.3 million related to deferred financing fees. The total $4.8 million loss was recognized in loss on financing activities within the consolidated statement of operations. Senior secured credit facilities obtained in February 2015 On February 6, 2015, the Company entered into a new credit agreement with various lenders. The new credit agreement consists of a five -year senior secured term loan facility in the original principal amount of $575 million and a five -year senior secured revolving credit facility under which up to $100 million principal amount of borrowings and other credit extensions may be outstanding at any time. The proceeds of the term loan were used to repay and retire all loans outstanding under the term loan facility obtained on January 9, 2015. The revolving credit facility was not drawn down on February 6, 2015. Amounts drawn under the term loan and revolving credit facilities bear interest, payable quarterly, at an annual rate calculated, at the Company’s option, on the basis of either (a) an alternate base rate plus an initial margin of 1.75% or (b) the applicable London interbank offered rate plus an initial margin of 2.75% , subject in each case to margin reductions based on the Company’s total leverage ratio from time to time. At the time of issuance, the stated annual interest rate on the borrowing was 3.01% . Amounts due under the new credit agreement are secured by substantially all of the Company's tangible and intangible assets. The lenders under the new credit agreement included the lenders from the January 9, 2015 agreement as well as new lenders. For those lenders to this agreement that also participated in the January 9, 2015 agreement, the Company concluded that the new credit agreement represented a modification of the debt. As a modification, the original issue discount and deferred financing fees associated with the original borrowings carried forward to the new borrowings. Any fees paid to or received from these lenders are recorded as an adjustment to the original issue discount. Any fees paid to third parties are recorded as expense. The Company received a net refund of $2.4 million from the original lenders under the January 9, 2015 agreement, which was treated as a reduction to the original issue discount and deferred financing fees. Further, because the level of participation in the borrowings by the lenders under the original credit agreement was significantly less under the new agreement than under the original agreement, the Company recognized a debt modification expense of $12.4 million related to a portion of the original issue discount and deferred financing fees from the old agreement. This $12.4 million expense is recorded as a loss on financing activities within the consolidated statements of operations. Following this write-off, the Company had original issue discount of $3.9 million , recorded as contra-debt in debt, current and debt, net of current portion and deferred financing fees of $1.1 million related to the February 6, 2015 credit facilities recorded in prepaid expenses and other current assets and non-current assets on the Company's consolidated balance sheets. Amendment to the senior secured credit facilities On October 30, 2015, the Company amended its senior secured credit facilities. Prior to the amendment, the outstanding principal amount of the senior secured term loan was approximately $560.6 million and no amounts were outstanding under the revolving credit facility. Pursuant to this amendment, the amount available for borrowing under the revolving credit facility was increased from $100 million to $200 million . On October 30, 2015, the Company also borrowed $100 million under the revolving credit facility and used all of the proceeds to repay a portion of the outstanding principal amount of the senior secured term loan. Upon consummation of this prepayment transaction, $460.6 million in aggregate principal amount remained outstanding under the senior secured term loan. In addition, the Company lowered it applicable initial margin of 2.75% on the London interbank offered rate to 2.25% . As of March 31, 2016, based on the company's historical leverage ratio, the interest rate margin was 2.00% . The Company recognized no loss on financing activities related to this amendment. As of March 31, 2016, the stated annual interest rate on the borrowing was 2.44% . As of March 31, 2016, there was $100.0 million in amounts outstanding under the revolving credit facility and $88.6 million was available for borrowing. As of March 31, 2016, $11.4 million of standby letters of credit had been issued under the revolving credit facility. Long-term debt is summarized as follows (in thousands): As of March 31, 2016 2.44% Senior secured note due fiscal 2020 ($446,250 face value less unamortized discount of $3,354) $ 442,896 Revolving credit facility 100,000 Less: Amounts due in next twelve months ($28,750 face value less unamortized discount of $1,000) (27,750 ) Total long-term debt $ 515,146 The credit agreement contains customary representations and warranties, events of default and financial and other covenants, including covenants that require the Company to maintain a maximum total leverage ratio and a minimum interest coverage ratio. The Company's compliance with the two financial covenants is measured as of the end of each fiscal quarter. The Company was in compliance with these financial covenants as of March 31, 2016. Interest expense for the three months ended March 31, 2016 was $4.8 million , inclusive of $0.3 million amortization of debt issuance costs and $0.6 million of payments related to the interest rate swaps described below. Swap agreements Through its senior secured term loan facility, the Company is exposed to interest rate risk. In April 2015, to minimize the impact of changes in interest rates on its interest payments, the Company entered into three interest rate swap agreements with financial institutions to swap a portion of its variable-rate interest payments for fixed-rate interest payments. The interest rate swap derivative financial instruments are recorded on the consolidated balance sheet at fair value, which is based on observable market-based expectations of future interest rates. At hedge inception, the Company entered into interest rate swap arrangements with notional amounts totaling $287.5 million . The swap was structured to have a declining notional amount which matches the amortization schedule of the term loan. As of March 31, 2016, the principal amount hedged was $273.1 million . The interest rate swap agreements mature in February 2020 and have periodic interest settlements, both consistent with the terms of the Company's senior secured term loan facility. Under this agreement, the Company is entitled to receive a floating rate based on the 1-month London interbank offered rate and obligated to pay an average fixed rate of 1.282% on the outstanding notional amount. The Company has designated the interest rate swap as a cash flow hedge of the variability of interest payments under its senior secured term loan facility due to changes in the LIBOR benchmark interest rate. The difference between cash paid and received is recorded within interest expense on the consolidated statements of operations. As of March 31, 2016, the fair value of the interest rate swaps was a liability of $3.6 million and was recorded in the Company's consolidated balance sheets within other long-term liabilities. For the three months ended March 31, 2016, the change in fair value of the swaps, net of tax, of $2.4 million was reported as a component of accumulated other comprehensive income (loss). There was no hedge ineffectiveness as of March 31, 2016. Changes in fair value are reclassified from accumulated other comprehensive income into earnings in the same period in which the hedged item affects earnings. If, at any time, the swap is determined to be ineffective, in whole or in part, due to changes in the interest rate swap or underlying debt agreements, the fair value of the portion of the swap determined to be ineffective will be recognized as a gain or loss in the consolidated statements of operations for the applicable period.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Stockholders' equity	Stockholders’ equity In November 2015, the Company’s board of directors authorized an increase in its cumulative share repurchase program to $550 million of the Company's common stock. The Company repurchased 937,030 shares of its common stock at a total cost of approximately $27.4 million in the three months ended March 31, 2016, pursuant to its share repurchase program. The Company did not repurchase any shares in the three months ended March 31, 2015. The total amount of common stock purchased from inception under the program through March 31, 2016 was 18,764,572 shares at a total cost of $479.3 million . All such repurchases have been made in the open market, and all repurchased shares have been retired as of March 31, 2016 . There was no effect on the total stockholders’ equity position as a result of the retirement. No minimum number of shares subject to repurchase has been fixed, and the share repurchase authorization has no expiration date. As of March 31, 2016 , the remaining authorized repurchase amount was $70.7 million .

Stock-based Compensation

Stock-based Compensation	3 Months Ended
	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-based Compensation	Stock-based compensation Royall inducement plan On January 9, 2015, in conjunction with the Royall acquisition, the Company created The Advisory Board Company Inducement Stock Incentive Plan for Royall Employees to enable the Company to award options and restricted stock units to persons employed by Royall as an inducement to employees entering into and continuing employment with the Company or its current or future subsidiaries upon consummation of the Royall acquisition. Under the terms of this plan, the aggregate number of shares issuable pursuant to all awards may not exceed 1,906,666 . The awards consisted of performance-based stock options to purchase an aggregate of 1,751,000 shares of common stock and performance-based restricted stock units ("RSUs") for an aggregate of 145,867 shares of common stock. Both the performance-based stock options and performance-based RSUs are also subject to service conditions. Stock options granted under the inducement plan have an exercise price equal to $49.92 , which was the closing price of the Company’s common stock on January 9, 2015 as reported on the NASDAQ Global Select Market. The stock options have a seven -year term and are eligible to vest, if performance-based vesting criteria are satisfied, in installments commencing in January 2017 and ending in January 2020. The RSUs were valued at $49.92 and are also eligible to vest in installments commencing in January 2017 and ending in January 2020, subject to satisfaction of performance-based vesting criteria. The vesting criteria in both cases are based on performance of the Royall programs and services. The aggregate grant date fair value of the performance-based stock options, assuming all performance targets are met, is estimated to be approximately $26.8 million . The aggregate grant date fair value of the performance-based RSUs, assuming all performance targets are met, is estimated at approximately $7.3 million . As of March 31, 2016, the Company expects that Royall will achieve 70% to 99% of the performance targets, which would result in vesting of 50% of the performance-based stock options and 50% of the RSUs eligible to vest, subject to forfeitures. The option and RSU awards are reflected in the tables below. The actual stock-based compensation expense the Company will recognize is dependent upon Royall satisfying the applicable performance conditions and continued employment of award recipients at the time performance conditions are met. The actual amount the Company will recognize may increase or decrease based on Royall's actual results and the employment status of the award recipients at the time performance conditions are met. Stock incentive plans On June 9, 2015, the Company's stockholders approved an amendment to the Company's 2009 Stock Incentive Plan (the “2009 Plan”) that increased the number of shares of common stock authorized for issuance under the plan by 3,800,000 shares. The aggregate number of shares of the Company’s common stock available for issuance under the 2009 Plan, as amended, may not e xceed 10,535,000 . On March 2, 2016, the Compensation Committee of the board of directors approved a grant of 319,900 nonqualified performance-based stock options under the 2009 Plan to certain executive officers of the Company. These awards are subject to market conditions and portions will vest, with all awards vesting if the highest levels of the performance are achieved, based on the achievement of sustained stock price during the performance period which could extend to March 2, 2023. The Company has concluded that it is probable that all awards will vest at the highest level of achievement. The estimated requisite service period, which includes the current estimate of the time to achieve the market conditions is 1.2 years . The options are reflected in the following table. The following table summarizes the changes in common stock options outstanding under the Company’s stock incentive plans during the three months ended March 31, 2016 and 2015 : Number of performance-based options Weighted average exercise price Number of service-based options Weighted average exercise price Outstanding, as of December 31, 2014 994,605 $ 50.96 1,746,692 $ 37.19 Granted 1,751,000 49.92 — — Exercised — — (64,905 ) 23.49 Forfeited (24,300 ) 49.92 (13,569 ) 60.27 Outstanding, as of March 31, 2015 2,721,305 $ 50.30 1,668,218 $ 37.53 Number of Weighted Number of Weighted Outstanding, as of December 31, 2015 2,013,325 $ 50.42 1,843,110 $ 41.73 Granted 319,900 28.20 978,668 28.20 Exercised — — (233,030 ) 15.21 Forfeited (80,370 ) 49.92 (22,195 ) 53.38 Outstanding, as of March 31, 2016 2,252,855 $ 47.28 2,566,553 $ 38.88 Exercisable, as of March 31, 2016 20,000 $ 29.58 801,110 $ 39.04 The weighted average fair value of the service-based options, valued using a Black-Scholes model, granted during the three months ended March 31, 2016 was estimated at $9.82 per share on the date of grant using the following weighted average assumptions: risk-free interest rate of 1.2% ; an expected term of approximately 5.1 years; expected volatility of 37.45% ; and dividend yield of 0.0% over the expected life of the option. The weighted average fair value of performance-based options granted with market conditions, valued using a monte carlo model, during the three months ended March 31, 2016 was estimated at $10.21 per share on the date of grant using the following weighted average assumptions: risk-free interest rate of 1.6% ; an expected term of 6.4 years; volatility of 36.5% ; and dividend yield of 0.0% over the expected life of the option. No options with performance and/or market conditions vested during the three months ended March 31, 2016 or 2015. The following table summarizes the changes in RSUs granted under the Company’s stock incentive plans during the three months ended March 31, 2016 and 2015 : Number of performance-based RSUs Weighted average grant date fair value Number of service-based RSUs Weighted average grant date fair value Non-vested, December 31, 2014 189,497 $ 31.82 857,085 $ 48.94 Granted 145,867 $ 49.92 3,724 $ 53.70 Forfeited (2,632 ) $ 53.33 (13,886 ) $ 56.64 Vested — $ — (5,092 ) $ 32.19 Non-vested, March 31, 2015 332,732 $ 39.58 841,831 $ 48.94 Number of Weighted Number of Weighted Non-vested, December 31, 2015 301,032 $ 39.10 839,613 $ 52.82 Granted 17,292 32.25 278,996 28.20 Forfeited (19,598 ) 51.11 (20,172 ) 53.89 Vested — — (34,771 ) 64.23 Non-vested, March 31, 2016 298,726 $ 37.91 1,063,666 $ 45.97 The Company recognized stock-based compensation expense in the following consolidated statements of operations line items for stock options and RSUs for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended 2016 2015 Stock-based compensation expense included in: Costs and expenses: Cost of services $ 2,187 $ 1,892 Member relations and marketing 1,114 1,146 General and administrative 3,681 3,367 Total costs and expenses $ 6,982 $ 6,405 There are no stock-based compensation costs capitalized as part of the cost of an asset. As of March 31, 2016 , $69.4 million of total unrecognized compensation cost related to outstanding options and non-vested RSUs was expected to be recognized over a weighted average period of 2.8 years.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Income taxes	Income taxes The Company's effective tax rates were 35.3% and 1.4% for the three months ended March 31, 2016 and 2015, respectively. For the three months ended March 31, 2015, the tax expense of the pre-tax income was adjusted for the impact of a $11.6 million discrete expense related to the write-off of accumulated Washington, D.C. tax credits. The write-off was a result of changes in the District of Columbia tax laws effective January 1, 2015 and resulted in income tax expense for the three months ended March 31, 2015. The Company uses a more-likely-than-not recognition threshold based on the technical merits of the tax position taken for the financial statement recognition and measurement of a tax position. If a tax position does not meet the more-likely-than-not initial recognition threshold, no benefit is recorded in the financial statements. The Company does not anticipate that the total amounts of unrecognized tax benefits will significantly change within the next 12 months. The Company classifies interest and penalties on any unrecognized tax benefits as a component of the provision for income taxes. The Company recognized an immaterial amount of interest in the consolidated statements of operations for the three months ended March 31, 2016 and no interest or penalties in the consolidated statements of operations for the three months ended March 31, 2015. The Company files income tax returns in U.S. federal and state and foreign jurisdictions. With limited exceptions, the Company is no longer subject to U.S. federal, state, and local tax examinations for filings in major tax jurisdictions before 2008.

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Earnings per share	Earnings per share Basic earnings per share is computed by dividing net income by the number of weighted average common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the number of weighted average common shares and potentially dilutive common shares outstanding during the period. The number of potential common shares outstanding is determined in accordance with the treasury stock method, using the Company’s prevailing tax rates. Certain potential common share equivalents were not included in the computation because their effect was anti-dilutive. A reconciliation of basic to diluted weighted average common shares outstanding is as follows (in thousands): Three Months Ended 2016 2015 Basic weighted average common shares outstanding 41,492 40,924 Effect of dilutive outstanding stock-based awards 381 — Diluted weighted average common shares outstanding 41,873 40,924 In the three months ended March 31, 2016 and 2015, 2.4 million and 2.5 million shares, respectively, related to share-based compensation awards have been excluded from the calculation of the effect of dilutive outstanding stock-based awards shown above because their effect was anti-dilutive. As of March 31, 2016 , the Company had 2.2 million nonqualified stock options and 0.3 million RSUs that contained either performance or market conditions, or both, and therefore are treated as contingently issuable awards. As of March 31, 2015, the Company had 2.7 million nonqualified stock options and 0.3 million RSUs that contained either performance or market conditions and were treated as contingently issuable awards. These awards are excluded from diluted earnings per share until the reporting period in which the necessary conditions are achieved. To the extent all necessary conditions have not yet been satisfied, the number of contingently issuable shares included in diluted earnings per share will be based on the number of shares, if any, that would be issuable if the end of the reporting period were the end of the contingency period. A total of 19,971 contingently issuable shares were included within the diluted earnings per share calculation as of March 31, 2016 as the related performance goals were met as of March 31, 2016. There were no contingently issuable awards included within the diluted earnings per share calculation as of March 31, 2015.

Recent Accounting Pronounceme20

Recent Accounting Pronouncements (Policies)	3 Months Ended
	Mar. 31, 2016
Accounting Changes and Error Corrections [Abstract]
Recent Accounting Pronouncements	In April 2015, the FASB issued guidance to clarify the customer's accounting for fees paid in a cloud computing arrangement. The guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company adopted this standard on January 1, 2016. The adoption did not have a material effect on the Company's consolidated financial position or results of operations. In September 2015, the FASB issued new guidance that eliminates the requirement to restate prior period financial statements for measurement period adjustments following a business combination. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The prior period impact of the adjustment should be either presented separately on the face of the income statement or disclosed in the notes to the financial statements. The guidance is effective for annual reporting and interim periods beginning after December 15, 2015. The Company adopted this standard on January 1, 2016. The adoption had no effect on the Company's consolidated financial position or results of operations. Recently issued In May 2014, the FASB issued accounting guidance related to revenue recognition. The new standard supersedes most of the existing revenue recognition guidance under GAAP, and requires revenue to be recognized when goods or services are transferred to a customer in an amount that reflects the consideration a company expects to receive. The new standard may require more judgment and estimates relating to the recognition of revenue, which could result in additional disclosures to the financial statements. The original effective date of the new standard was for annual and interim reporting periods beginning after December 15, 2016. In July 2015, the FASB decided to defer by one year the effective date of this new revenue recognition standard. As a result, the new standard will be effective for annual and interim reporting periods beginning after December 15, 2017, with an option that permits companies to adopt the standard as early as the original effective date. Early application prior to the original effective date is not permitted. The Company plans to adopt this standard on January 1, 2018. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures and has not yet selected a transition method. In August 2014, the FASB issued guidance regarding the presentation of financial statements - going concern. This guidance requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. It requires an assessment for a period of one year after the date on which the financial statements are issued. Further, based on certain conditions and circumstances, additional disclosures may be required. This guidance is effective beginning with the first annual period ending after December 15, 2016, and for all annual and interim periods thereafter. Early application is permitted. The Company does not expect this guidance to have an impact on the Company’s consolidated financial statements or related disclosures. In February 2016, the FASB issued accounting guidance relating to leases. The guidance requires that lessees recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The new guidance also requires disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative information. The guidance is effective for annual reporting and interim periods beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. In March 2016, the FASB issued accounting guidance relating to stock compensation. The guidance simplifies various aspects of the accounting for share-based payments. While aimed at reducing the cost and complexity of the accounting for share-based payments, the amendments are expected to impact net income, earnings per share, and the statement of cash flows. The guidance is effective for annual reporting and interim periods beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. Recent accounting pronouncements Recently adopted In June 2014, the Financial Accounting Standards Board ("FASB") issued accounting guidance related to share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. This guidance clarifies that entities should treat performance targets that can be met after the requisite service period of a share-based payment award as performance conditions that affect vesting. The standard is effective for fiscal years beginning after December 15, 2015. The Company adopted this standard on January 1, 2016. The adoption had no effect on the Company's consolidated financial position or results of operations. In February 2015, the FASB issued guidance on amendments to the consolidation analysis. The new guidance requires management to reevaluate all legal entities under a revised consolidation model that will (i) modify the evaluation of whether limited partnership and similar legal entities are variable interest entities (“VIEs”), (ii) eliminate the presumption that a general partner should consolidate a limited partnership, (iii) affect the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships, and (iv) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 under the Investment Company Act of 1940 for registered money market funds. The guidance is effective for annual reporting and interim periods beginning after December 15, 2015, with early adoption permitted. The Company adopted this standard on January 1, 2016. The adoption had no effect on the Company's consolidated financial position or results of operations. In April 2015, the FASB issued guidance on the presentation of debt issuance costs. The guidance requires debt issuance costs related to a recognized debt liability to be presented as a direct deduction from the carrying amount of that debt liability and only impacts financial position presentation. In August 2015, the FASB issued guidance related to the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. The guidance codified the SEC staff's view on the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements consistent with prior practice as an asset. The guidance is effective for annual reporting and interim periods beginning after December 15, 2015, with early adoption permitted. The Company adopted these standards retrospectively on January 1, 2016.

Recent Accounting Pronounceme21

Recent Accounting Pronouncements (Tables)	3 Months Ended
	Mar. 31, 2016
Accounting Changes and Error Corrections [Abstract]
Schedule of New Accounting Pronouncements and Changes in Accounting Principles	The impact the adoption had on the Company's consolidated financial position as of December 31, 2015 is disclosed below. The adoption had no effect on the Company's results of operations for any period. As reported Adjustments As adjusted Prepaid expenses and other current assets $ 22,651 $ (108 ) $ 22,543 Deferred incentive compensation and other charges 81,462 (281 ) 81,181 Total Assets 1,979,866 (389 ) 1,979,477 Debt, current 27,851 (108 ) 27,743 Debt, net of current portion 522,367 (281 ) 522,086 Total liabilities 1,530,775 (389 ) 1,530,386 Total liabilities and stockholders’ equity 1,979,866 (389 ) 1,979,477

Acquisitions (Tables)

Acquisitions (Tables)	3 Months Ended
	Mar. 31, 2016
Business Combinations [Abstract]
Schedule of Business Acquisitions, by Acquisition	Total consideration consisted of the following (in thousands): Net cash paid (1) $ 744,193 Fair value of equity issued 121,224 Total $ 865,417 (1) Net of cash acquired of $7,065 and a working capital adjustment payment of $1,278 .
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	The purchase price allocation resulting from the acquisition of Royall is set forth below (in thousands): As of January 9, 2015 Consideration paid for the acquisition $ 865,417 Allocated to: Membership fees receivable, net 29,239 Prepaid expenses and other current assets 8,237 Property and equipment 44,209 Intangible assets, net 262,000 Deferred revenue, current (18,300 ) Accounts payable and accrued liabilities (5,621 ) Deferred income taxes, net of current portion (102,599 ) Preliminary fair value of net assets acquired $ 217,165 Preliminary allocation to goodwill $ 648,252
Business Acquisition, Pro Forma Information	The unaudited pro forma results are set forth below (in thousands): Unaudited Pro Forma Results Three Months Ended March 31, 2015 Revenue $187,998 Net loss $(1,915)

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2016
Fair Value Disclosures [Abstract]
Fair Value Measurements of Financial Assets and Liabilities on Recurring Basis	The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the related classifications are as follows (in thousands): Fair value as of March 31, Fair value measurement as of March 31, 2016 2016 Level 1 Level 2 Level 3 Financial assets Cash and cash equivalents (1) $ 52,437 $ 52,437 $ — $ — Financial liabilities Interest rate swaps (2) 3,613 — 3,613 — Contingent earn-out liabilities (3) 1,505 — — 1,505 Fair value as of December 31, Fair value measurement as of December 31, 2015 using fair value hierarchy 2015 Level 1 Level 2 Level 3 Financial assets Cash and cash equivalents (1) $ 71,825 $ 71,825 $ — $ — Interest rate swaps (2) 419 — 419 — Financial liabilities Contingent earn-out liabilities (3) 7,250 — — 7,250 (1) Fair value is based on quoted market prices. (2) Fair value is determined using market standard models with observable inputs. (3) This fair value measurement is based on unobservable inputs that are supported by little or no market activity and reflect the Company’s own assumptions in measuring fair value using the income approach. In developing these estimates, the Company considered certain performance projections, historical results, and general macroeconomic environment and industry trends.
Reconciliation of Change in Contingent Earn-out Liabilities	The following table represents a reconciliation of the change in the contingent earn-out liabilities for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended 2016 2015 Beginning balance $ 7,250 $ 12,946 Addition due to acquisition 357 — Fair value change in Southwind contingent earn-out liability (1) — 209 Fair value change in Clinovations contingent earn-out liability (1) (1,070 ) 135 Southwind earn-out payments (1,032 ) — GradesFirst earn-out payments (4,000 ) — 360Fresh earn-out payments — (1,500 ) Ending balance $ 1,505 $ 11,790 (1) Amounts were recognized in cost of services on the consolidated statements of operations.

Property and Equipment (Tables)

Property and Equipment (Tables)	3 Months Ended
	Mar. 31, 2016
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	Property and equipment consists of the following (in thousands): As of March 31, 2016 December 31, 2015 Leasehold improvements $ 65,060 $ 63,608 Furniture, fixtures, and equipment 63,983 62,790 Software 207,204 202,384 Construction in progress, subject to a build-to-suit lease 7,606 2,700 Property and equipment, gross 343,853 331,482 Accumulated depreciation and amortization (160,328 ) (148,425 ) Property and equipment, net $ 183,525 $ 183,057

Goodwill and Intangibles (Table

Goodwill and Intangibles (Tables)	3 Months Ended
	Mar. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	The following illustrates the change in the goodwill balance for the three months ended March 31, 2016 (in thousands): As of March 31, 2016 Beginning of period $ 738,200 Acquisitions 2,258 Ending balance $ 740,458
Gross and Net Carrying Balances and Accumulated Amortization of Intangibles	The gross and net carrying balances and accumulated amortization of intangibles are as follows (in thousands): As of March 31, 2016 As of December 31, 2015 Weighted average useful life Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Intangibles Internally developed software for sale 5.0 $ 17,738 $ (7,573 ) $ 10,165 $ 16,902 $ (6,796 ) $ 10,106 Acquired intangibles: Developed software 5.2 9,450 (8,200 ) 1,250 9,450 (8,075 ) 1,375 Customer relationships 16.2 277,710 (30,079 ) 247,631 277,710 (25,769 ) 251,941 Trademarks 8.6 14,900 (4,858 ) 10,042 14,900 (4,490 ) 10,410 Non-compete agreements 3.8 1,400 (1,387 ) 13 1,400 (1,379 ) 21 Customer contracts 4.7 6,449 (5,690 ) 759 6,449 (5,581 ) 868 Total intangibles $ 327,647 $ (57,787 ) $ 269,860 $ 326,811 $ (52,090 ) $ 274,721

Investment in unconsolidated 26

Investment in unconsolidated entities (Tables)	3 Months Ended
	Mar. 31, 2016
Equity Method Investments and Joint Ventures [Abstract]
Equity Method Investments	The equity in loss of unconsolidated entities on the consolidated statement of operations for the combined Evolent entities consisted of the following (in thousands): Three Months Ended 2016 2015 Dilution gain $ 2,026 $ — Allocated share of losses (2,221 ) (2,379 ) Tax benefit 161 — Equity in loss of unconsolidated entities $ (34 ) $ (2,379 )

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Schedule of Long-term Debt Instruments	Long-term debt is summarized as follows (in thousands): As of March 31, 2016 2.44% Senior secured note due fiscal 2020 ($446,250 face value less unamortized discount of $3,354) $ 442,896 Revolving credit facility 100,000 Less: Amounts due in next twelve months ($28,750 face value less unamortized discount of $1,000) (27,750 ) Total long-term debt $ 515,146

Stock-based Compensation (Table

Stock-based Compensation (Tables)	3 Months Ended
	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Summary of Changes in Common Stock Options	The following table summarizes the changes in common stock options outstanding under the Company’s stock incentive plans during the three months ended March 31, 2016 and 2015 : Number of performance-based options Weighted average exercise price Number of service-based options Weighted average exercise price Outstanding, as of December 31, 2014 994,605 $ 50.96 1,746,692 $ 37.19 Granted 1,751,000 49.92 — — Exercised — — (64,905 ) 23.49 Forfeited (24,300 ) 49.92 (13,569 ) 60.27 Outstanding, as of March 31, 2015 2,721,305 $ 50.30 1,668,218 $ 37.53 Number of Weighted Number of Weighted Outstanding, as of December 31, 2015 2,013,325 $ 50.42 1,843,110 $ 41.73 Granted 319,900 28.20 978,668 28.20 Exercised — — (233,030 ) 15.21 Forfeited (80,370 ) 49.92 (22,195 ) 53.38 Outstanding, as of March 31, 2016 2,252,855 $ 47.28 2,566,553 $ 38.88 Exercisable, as of March 31, 2016 20,000 $ 29.58 801,110 $ 39.04
Summary of Changes in RSUs	The following table summarizes the changes in RSUs granted under the Company’s stock incentive plans during the three months ended March 31, 2016 and 2015 : Number of performance-based RSUs Weighted average grant date fair value Number of service-based RSUs Weighted average grant date fair value Non-vested, December 31, 2014 189,497 $ 31.82 857,085 $ 48.94 Granted 145,867 $ 49.92 3,724 $ 53.70 Forfeited (2,632 ) $ 53.33 (13,886 ) $ 56.64 Vested — $ — (5,092 ) $ 32.19 Non-vested, March 31, 2015 332,732 $ 39.58 841,831 $ 48.94 Number of Weighted Number of Weighted Non-vested, December 31, 2015 301,032 $ 39.10 839,613 $ 52.82 Granted 17,292 32.25 278,996 28.20 Forfeited (19,598 ) 51.11 (20,172 ) 53.89 Vested — — (34,771 ) 64.23 Non-vested, March 31, 2016 298,726 $ 37.91 1,063,666 $ 45.97
Summary of Stock-based Compensation Expense	The Company recognized stock-based compensation expense in the following consolidated statements of operations line items for stock options and RSUs for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended 2016 2015 Stock-based compensation expense included in: Costs and expenses: Cost of services $ 2,187 $ 1,892 Member relations and marketing 1,114 1,146 General and administrative 3,681 3,367 Total costs and expenses $ 6,982 $ 6,405

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Reconciliation of Basic to Diluted Weighted Average Common Shares Outstanding	A reconciliation of basic to diluted weighted average common shares outstanding is as follows (in thousands): Three Months Ended 2016 2015 Basic weighted average common shares outstanding 41,492 40,924 Effect of dilutive outstanding stock-based awards 381 — Diluted weighted average common shares outstanding 41,873 40,924

Recent Accounting Pronounceme30

Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prepaid expenses and other current assets	$ 21,149	$ 22,543
Deferred incentive compensation and other charges	72,835	81,181
Total Assets	1,896,630	1,979,477
Debt, current	27,750	27,743
Debt, net of current portion	515,146	522,086
Total liabilities	1,456,092	1,530,386
Total liabilities and stockholders’ equity	$ 1,896,630	1,979,477
Accounting Standards Update 2015-15
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prepaid expenses and other current assets		22,543
Deferred incentive compensation and other charges		81,181
Total Assets		1,979,477
Debt, current		27,743
Debt, net of current portion		522,086
Total liabilities		1,530,386
Total liabilities and stockholders’ equity		1,979,477
Accounting Standards Update 2015-15 | As reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prepaid expenses and other current assets		22,651
Deferred incentive compensation and other charges		81,462
Total Assets		1,979,866
Debt, current		27,851
Debt, net of current portion		522,367
Total liabilities		1,530,775
Total liabilities and stockholders’ equity		1,979,866
Accounting Standards Update 2015-15 | Adjustments
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prepaid expenses and other current assets		(108)
Deferred incentive compensation and other charges		(281)
Total Assets		(389)
Debt, current		(108)
Debt, net of current portion		(281)
Total liabilities		(389)
Total liabilities and stockholders’ equity		$ (389)

Acquisitions - Additional Infor

Acquisitions - Additional Information (Detail) - USD ($)		Jan. 09, 2015	Jan. 09, 2015	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Business Acquisition [Line Items]
Purchase price				$ 1,900,000	$ 742,915,000
Share price (dollars per share)		$ 49.92	$ 49.92
Revenue				200,735,000	179,322,000
Depreciation and amortization				19,767,000	17,274,000
Interest expense				4,821,000	5,612,000
Gains (loss) on financing activities				0	(17,398,000)
Impairment of goodwill				0	0
Royall Acquisition Co.
Business Acquisition [Line Items]
Purchase price	[1]	$ 744,193,000
Cash acquired from acquisition		7,065,000
Working capital adjustment payment		1,278,000
Fair value of equity issued		$ 121,224,000
Equity interest issued (shares)		2,428,364
Share price (dollars per share)		$ 49.92	$ 49.92
Transaction costs		$ 9,900,000	$ 9,900,000
Acquisition related costs				$ 5,700,000
Pro forma revenue			2,800,000		187,998,000
Pro forma operating expenses			$ 1,700,000
Impairment of goodwill						$ 99,100,000
Revenue Expense | Royall Acquisition Co.
Business Acquisition [Line Items]
Revenue					5,900,000
Amortization Expense | Royall Acquisition Co.
Business Acquisition [Line Items]
Depreciation and amortization					400,000
Interest Expense Elimination | Royall Acquisition Co.
Business Acquisition [Line Items]
Interest expense					4,400,000
Non-recurring Loss | Royall Acquisition Co.
Business Acquisition [Line Items]
Gains (loss) on financing activities					(17,400,000)
Acquisition-related Costs | Royall Acquisition Co.
Business Acquisition [Line Items]
Acquisition related costs					$ (5,700,000)
[1]	Net of cash acquired of $7,065 and a working capital adjustment payment of $1,278.

Acquisitions - Consideration (D

Acquisitions - Consideration (Details) - USD ($) $ in Thousands		Jan. 09, 2015	Mar. 31, 2016	Mar. 31, 2015
Business Acquisition [Line Items]
Net cash paid			$ 1,900	$ 742,915
Royall Acquisition Co.
Business Acquisition [Line Items]
Net cash paid	[1]	$ 744,193
Fair value of equity issued		121,224
Total		$ 865,417
[1]	Net of cash acquired of $7,065 and a working capital adjustment payment of $1,278.

Acquisitions - Recognized Ident

Acquisitions - Recognized Identified Assets Acquired and Liabilities (Details) - USD ($) $ in Thousands	Jan. 09, 2015	Mar. 31, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Preliminary allocation to goodwill		$ 740,458	$ 738,200
Royall Acquisition Co.
Business Acquisition [Line Items]
Consideration paid for the acquisition	$ 865,417
Membership fees receivable, net	29,239
Prepaid expenses and other current assets	8,237
Property and equipment	44,209
Intangible assets, net	262,000
Deferred revenue, current	(18,300)
Accounts payable and accrued liabilities	(5,621)
Deferred income taxes, net of current portion	(102,599)
Preliminary fair value of net assets acquired	217,165
Preliminary allocation to goodwill	$ 648,252

Acquisitions - Pro Forma Inform

Acquisitions - Pro Forma Information (Details) - Royall Acquisition Co. - USD ($) $ in Thousands	Jan. 09, 2015	Mar. 31, 2015
Business Acquisition [Line Items]
Revenue	$ 2,800	$ 187,998
Net loss		$ (1,915)

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2014	Nov. 07, 2014	Dec. 31, 2009
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Significant transfers between Level 1, Level 2,or Level 3	$ 0	$ 0
Acquisition-related earn-out payments	3,600,000	1,500,000
Fair value adjustments	0	$ 0
Southwind
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of estimated additional contingent payments	0				$ 5,600,000
Final earn-out payment	21,400,000
Acquisition-related earn-out payments	1,000,000
Clinovations LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of estimated additional contingent payments	1,200,000			$ 4,500,000
Maximum payment to acquire business				9,500,000
Minimum payment to acquire business				$ 0
ThoughtWright LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of estimated additional contingent payments	0		$ 3,600,000
Acquisition-related earn-out payments	$ 4,000,000
Contingent Earn-Out Liabilities | Clinovations LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Expected volatility rate (percent)	30.00%
Contingent Earn-Out Liabilities | Minimum | Clinovations LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value estimate discount rate (percent)	6.90%
Contingent Earn-Out Liabilities | Maximum | Clinovations LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value estimate discount rate (percent)	7.50%
Reported Value Measurement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Variable rate debt instruments	$ 444,000,000
Evolent LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity method investments, fair vale	$ 122,400,000

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value Measurements of Financial Assets and Liabilities on Recurring Basis (Detail) - Recurring - USD ($) $ in Thousands		Mar. 31, 2016	Dec. 31, 2015
Financial assets
Cash and cash equivalents	[1]	$ 52,437	$ 71,825
Financial liabilities
Interest rate swaps	[2]	3,613
Contingent earn-out liabilities	[3]	1,505	7,250
Level 1
Financial assets
Cash and cash equivalents	[1]	52,437	71,825
Financial liabilities
Interest rate swaps	[2]	0
Contingent earn-out liabilities	[3]	0	0
Level 2
Financial assets
Cash and cash equivalents	[1]	0	0
Financial liabilities
Interest rate swaps	[2]	3,613
Contingent earn-out liabilities	[3]	0	0
Level 3
Financial assets
Cash and cash equivalents	[1]	0	0
Financial liabilities
Interest rate swaps	[2]	0
Contingent earn-out liabilities	[3]	$ 1,505	7,250
Interest Rate Swap
Financial assets
Financial assets	[2]		419
Interest Rate Swap | Level 1
Financial assets
Financial assets	[2]		0
Interest Rate Swap | Level 2
Financial assets
Financial assets	[2]		419
Interest Rate Swap | Level 3
Financial assets
Financial assets	[2]		$ 0
[1]	Fair value is based on quoted market prices.
[2]	Fair value is determined using market standard models with observable inputs.
[3]	This fair value measurement is based on unobservable inputs that are supported by little or no market activity and reflect the Company’s own assumptions in measuring fair value using the income approach. In developing these estimates, the Company considered certain performance projections, historical results, and general macroeconomic environment and industry trends.

Fair Value Measurements - Recon

Fair Value Measurements - Reconciliation of Change in Contingent Earn-out Liabilities (Detail) - Contingent Earn-Out Liabilities - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance		$ 7,250	$ 12,946
Addition due to acquisition		357	0
Ending balance		1,505	11,790
Southwind
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Adjustment made to the fair value of contingent liability	[1]	0	209
Earn-out payments		(1,032)	0
Clinovations LLC
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Adjustment made to the fair value of contingent liability	[1]	(1,070)	135
ThoughtWright LLC
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Earn-out payments		(4,000)	0
360 Fresh
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Earn-out payments		$ 0	$ (1,500)
[1]	Amounts were recognized in cost of services on the consolidated statements of operations.

Property and Equipment - Additi

Property and Equipment - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Depreciation and amortization	$ 19,767,000	$ 17,274,000
Capitalized leases included in property and equipment	0		$ 0
Property and equipment, net	$ 183,525,000		183,057,000
Asset impairment charges		0
Software Development
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment (years)	5 years
Asset impairment charges	$ 1,000,000
Acquired Developed Technology
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment (years)	8 years
Depreciation and amortization	$ 2,300,000	2,000,000
Furniture, Fixtures and Equipment | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment (years)	3 years
Furniture, Fixtures and Equipment | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment (years)	7 years
Plant, Property and Equipment
Property, Plant and Equipment [Line Items]
Depreciation and amortization	$ 5,400,000	4,900,000
Developed software
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment (years)	5 years
Depreciation and amortization	$ 6,400,000	$ 4,000,000
Property and equipment, net	$ 73,400,000		$ 73,200,000

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Abstract]
Leasehold improvements	$ 65,060	$ 63,608
Furniture, fixtures, and equipment	63,983	62,790
Software	207,204	202,384
Construction in progress, subject to a build-to-suit lease	7,606	2,700
Property and equipment, gross	343,853	331,482
Accumulated depreciation and amortization	(160,328)	(148,425)
Property and equipment, net	$ 183,525	$ 183,057

Goodwill and Intangibles - Addi

Goodwill and Intangibles - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Goodwill And Intangible Assets [Line Items]
Impairment of goodwill	$ 0	$ 0
Estimated useful lives of intangible assets	3 years 7 months
Estimated average useful lives (years)	13 years 9 months
Depreciation and amortization	$ 19,767,000	17,274,000
Future amortization expense remainder of fiscal year ending 2016	17,000,000
Future amortization expense to be recorded in 2017	22,100,000
Future amortization expense to be recorded in 2018	21,100,000
Future amortization expense to be recorded in 2019	19,500,000
Future amortization expense to be recorded in 2020	18,200,000
Future amortization expense to be recorded thereafter	172,000,000
Intangible Assets
Goodwill And Intangible Assets [Line Items]
Depreciation and amortization	$ 5,700,000	$ 6,200,000
Minimum
Goodwill And Intangible Assets [Line Items]
Estimated useful lives of intangible assets	2 years
Maximum
Goodwill And Intangible Assets [Line Items]
Estimated useful lives of intangible assets	17 years

Goodwill and Intangibles - Chan

Goodwill and Intangibles - Changes in Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)
Goodwill [Roll Forward]
Beginning of period	$ 738,200
Acquisitions	2,258
Ending balance	$ 740,458

Goodwill and Intangibles - Gros

Goodwill and Intangibles - Gross and Net Carrying Balances and Accumulated Amortization of Intangibles (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	3 years 7 months
Gross carrying amount	$ 327,647	$ 326,811
Accumulated amortization	(57,787)	(52,090)
Net carrying amount	$ 269,860	274,721
Internally developed software for sale
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	5 years
Gross carrying amount	$ 17,738	16,902
Accumulated amortization	(7,573)	(6,796)
Net carrying amount	$ 10,165	10,106
Developed software
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	5 years 2 months 12 days
Gross carrying amount	$ 9,450	9,450
Accumulated amortization	(8,200)	(8,075)
Net carrying amount	$ 1,250	1,375
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	16 years 2 months
Gross carrying amount	$ 277,710	277,710
Accumulated amortization	(30,079)	(25,769)
Net carrying amount	$ 247,631	251,941
Trademarks
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	8 years 7 months 6 days
Gross carrying amount	$ 14,900	14,900
Accumulated amortization	(4,858)	(4,490)
Net carrying amount	$ 10,042	10,410
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	3 years 9 months 18 days
Gross carrying amount	$ 1,400	1,400
Accumulated amortization	(1,387)	(1,379)
Net carrying amount	$ 13	21
Customer contracts
Finite-Lived Intangible Assets [Line Items]
Weighted average useful life (years)	4 years 8 months 12 days
Gross carrying amount	$ 6,449	6,449
Accumulated amortization	(5,690)	(5,581)
Net carrying amount	$ 759	$ 868

Investment in unconsolidated 43

Investment in unconsolidated entities - Additional Information (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)people	Mar. 31, 2015USD ($)	Dec. 31, 2015USD ($)
Schedule of Equity Method Investments [Line Items]
Gain (loss) from equity method investments	$ (34)	$ (2,379)
Investments in unconsolidated entities	511		$ 706
Tax expense (benefit)	$ 5,663	(278)
Tax receivable percentage	85.00%
Tax receivable agreement period (in years)	15 years
Evolent Inc
Schedule of Equity Method Investments [Line Items]
Equity interest (percent)	70.80%
Evolent Inc
Schedule of Equity Method Investments [Line Items]
Equity interest (percent)	8.70%
Number of people designated to board of directors by company | people	2
Gain (loss) from equity method investments	$ 300
Dilution gain from equity method investments	1,100
Loss from equity method investments	800
Investments in unconsolidated entities	300
Equity method investment, discrepancy between company basis and carrying value	$ 80,800
Evolent LLC
Schedule of Equity Method Investments [Line Items]
Equity interest (percent)	15.00%
Gain (loss) from equity method investments	$ 500
Dilution gain from equity method investments	900
Loss from equity method investments	1,400
Investments in unconsolidated entities	200	$ 2,400
Tax expense (benefit)	(200)
Equity method investment, discrepancy between company basis and carrying value	$ 68,900
LIBOR
Schedule of Equity Method Investments [Line Items]
Tax receivable agreement, interest on tax savings (percentage)	1.00%

Investment in unconsolidated 44

Investment in unconsolidated entities - Equity in income (loss) of unconsolidated entities (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Schedule of Equity Method Investments [Line Items]
Equity in loss of unconsolidated entities	$ (34)	$ (2,379)
Evolent Inc and Evolent LLC
Schedule of Equity Method Investments [Line Items]
Dilution gain	2,026	0
Allocated share of losses	(2,221)	(2,379)
Tax benefit	161	0
Equity in loss of unconsolidated entities	$ (34)	$ (2,379)

Debt - Additional Information (

Debt - Additional Information (Detail)	Mar. 31, 2016USD ($)	Oct. 30, 2015USD ($)	Feb. 06, 2015USD ($)	Jan. 21, 2015USD ($)	Jan. 09, 2015USD ($)	Mar. 31, 2016USD ($)covenant	Mar. 31, 2015USD ($)	Oct. 29, 2015USD ($)	Apr. 30, 2015USD ($)swap_agreement
Line of Credit Facility [Line Items]
Gains (loss) on financing activities						$ 0	$ (17,398,000)
Amounts outstanding on the revolving credit facility	$ 100,000,000					100,000,000
Amounts available for borrowing	88,600,000					$ 88,600,000
Debt instrument, number of financial covenants | covenant						2
Interest expense						$ 4,821,000	5,612,000
Amortization of debt issuance costs						340,000	$ 422,000
Credit Facility $150 Million | Line of Credit
Line of Credit Facility [Line Items]
Gains (loss) on financing activities						(200,000)
January 2015 Term Loan Facility | Term Loan Facility
Line of Credit Facility [Line Items]
Amount of revolving credit facility					$ 725,000,000
Gains (loss) on financing activities						(4,800,000)
Extinguishment of debt amount				$ 149,900,000
Gains (losses) on extinguishment of debt, before write off of deferred debt issuance cost				(4,500,000)
Write off of deferred debt issuance cost				$ 300,000
February 2015 Senior Secured Revolving Credit Facility | Secured Debt
Line of Credit Facility [Line Items]
Amount of revolving credit facility			$ 575,000,000
Deferred financing fees			1,100,000
Original issue discount			$ 3,900,000
Debt instrument term (years)			5 years
Stated interest rate percentage			3.01%
February 2015 Senior Secured Revolving Credit Facility | Revolving Credit Facility
Line of Credit Facility [Line Items]
Amount of revolving credit facility			$ 100,000,000
Debt instrument term (years)			5 years
October 2015 Senior Secured Revolving Credit Facility | Secured Debt
Line of Credit Facility [Line Items]
Original issue discount	$ 3,354,000					$ 3,354,000
Stated interest rate percentage	2.44%					2.44%
Amounts outstanding on the revolving credit facility		$ 460,600,000						$ 560,600,000
October 2015 Senior Secured Revolving Credit Facility | Standby Letters of Credit
Line of Credit Facility [Line Items]
Amount of revolving credit facility	$ 11,400,000					$ 11,400,000
Stated interest rate percentage	2.44%					2.44%
October 2015 Senior Secured Revolving Credit Facility | Revolving Credit Facility
Line of Credit Facility [Line Items]
Amount of revolving credit facility		200,000,000						$ 100,000,000
Amounts outstanding on the revolving credit facility		0
Proceeds from long-term line of credit		$ 100,000,000
Royall Acquisition Co. | January 2015 Term Loan and Revolving Credit Facility | Secured Debt
Line of Credit Facility [Line Items]
Amount of revolving credit facility					775,000,000
Royall Acquisition Co. | January 2015 Term Loan Facility | Term Loan Facility
Line of Credit Facility [Line Items]
Amount of revolving credit facility					725,000,000
Deferred financing fees					2,800,000
Original issue discount					21,800,000
Royall Acquisition Co. | January 2015 Revolving Credit Facility | Revolving Credit Facility
Line of Credit Facility [Line Items]
Amount of revolving credit facility					50,000,000
Gains (loss) on financing activities						$ (12,400,000)
Debt instrument, unamortized discount, adjustment amount due to refund from original creditors					$ 2,400,000
LIBOR | February 2015 Senior Secured Revolving Credit Facility | Secured Debt
Line of Credit Facility [Line Items]
Basis spread on variable rate			2.75%
LIBOR | October 2015 Senior Secured Revolving Credit Facility | Secured Debt
Line of Credit Facility [Line Items]
Basis spread on variable rate	2.00%	2.25%
Base Rate | February 2015 Senior Secured Revolving Credit Facility | Secured Debt
Line of Credit Facility [Line Items]
Basis spread on variable rate			1.75%
Interest Rate Swap
Line of Credit Facility [Line Items]
Interest expense, interest rate swaps						600,000
Number of interest rate swap agreements entered into to swap portion of variable rate interest payments for fixed rate interest payments | swap_agreement									3
Derivative notional amount	$ 273,100,000					273,100,000			$ 287,500,000
Effective portion of loss, net of tax						2,400,000
Hedge ineffectiveness						$ 0
Interest Rate Swap | Base Rate
Line of Credit Facility [Line Items]
Average base rate paid by the Company (percent)	1.282%					1.282%
Other Noncurrent Liabilities | Interest Rate Swap
Line of Credit Facility [Line Items]
Interest rate derivative assets at fair value	$ 3,600,000					$ 3,600,000

Debt - Schedule of Long-term De

Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Less: Amounts due in next twelve months ($28,750 face value less unamortized discount of $1,000)	$ (27,750)	$ (27,743)
Total long-term debt	515,146	$ 522,086
Secured Debt
Debt Instrument [Line Items]
Long-term debt	442,896
Less: Amounts due in next twelve months ($28,750 face value less unamortized discount of $1,000)	(27,750)
Total long-term debt	515,146
Long-term debt, maturities, repayments of principal in next 12 months	28,750
Original issue discount, expected to be amortized in next 12 months	$ 1,000
Secured Debt | October 2015 Senior Secured Revolving Credit Facility
Debt Instrument [Line Items]
Stated interest rate percentage	2.44%
Debt instrument, face amount	$ 446,250
Original issue discount	3,354
Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt	$ 100,000

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		35 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Mar. 31, 2016	Nov. 30, 2015
Equity [Abstract]
Total amount authorized under repurchase program				$ 550
Number of shares repurchased under stock repurchase program	937,030	0	18,764,572
Purchases of treasury stock	$ 27.4		$ 479.3
Number of shares subject to repurchase	0
Remaining authorized repurchase amount	$ 70.7		$ 70.7

Stock-based Compensation - Addi

Stock-based Compensation - Additional Information (Detail) - USD ($)	Jun. 09, 2015	Jan. 09, 2015	Mar. 31, 2016	Mar. 31, 2015	Mar. 02, 2016	Dec. 31, 2015	Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share price (dollars per share)		$ 49.92
Stock options, vested (shares)			0	0
Stock-based compensation costs capitalized as part of the cost of an asset			$ 0
Compensation cost related to stock-based compensation			$ 69,400,000
Weighted average period of stock-based compensation			2 years 9 months 3 days
Service-Based Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value (dollars per share)			$ 45.97	$ 48.94		$ 52.82	$ 48.94
Weighted average fair value of options granted (in dollars per share)			$ 9.82
Stock option awards, risk-free interest rate (percent)			1.20%
Stock option awards, expected term (years)			5 years 1 month
Stock option awards, expected volatility (percent)			37.45%
Stock option awards, dividend yield (percent)			0.00%
Performance-Based Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value (dollars per share)			$ 37.91	$ 39.58		$ 39.10	$ 31.82
Stock options, service period (years)			1 year 2 months 15 days
Weighted average fair value of options granted (in dollars per share)			$ 10.21
Stock option awards, risk-free interest rate (percent)			1.60%
Stock option awards, expected term (years)			6 years 4 months 24 days
Stock option awards, expected volatility (percent)			36.50%
Stock option awards, dividend yield (percent)			0.00%
Royall Inducement Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized		1,906,666
Options, grant date fair value		$ 26,800,000
Royall Inducement Plan | Service-Based Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized		1,751,000
Award expiration period (in years)		7 years
Award vesting rights (percentage)			50.00%
Royall Inducement Plan | Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized		145,867
Weighted average grant date fair value (dollars per share)		$ 49.92
Equity instrument other than options, grant date fair value		$ 7,300,000
Award vesting rights (percentage)			50.00%
Stock Incentive 2009 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized	10,535,000
Number of additional shares authorized	3,800,000
Stock Incentive 2009 Plan | Performance-Based Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized					319,900
Minimum | Royall Inducement Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance target (percent)			70.00%
Maximum | Royall Inducement Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance target (percent)			99.00%

Stock-based Compensation - Summ

Stock-based Compensation - Summary of Changes in Common Stock Options (Detail) - $ / shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Performance-Based Options
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Number of Options, Outstanding, beginning of period	2,013,325	994,605
Number of Options, Granted	319,900	1,751,000
Number of Options, Exercised	0	0
Number of Options, Forfeited	(80,370)	(24,300)
Number of Options, Outstanding, end of period	2,252,855	2,721,305
Number of Options, Exercisable, end of period	20,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (dollars per share) [Roll Forward]
Weighted Average Exercise Price, Outstanding, beginning of period (dollars per share)	$ 50.42	$ 50.96
Weighted Average Exercise Price, Granted (dollars per share)	28.20	49.92
Weighted Average Exercise Price, Exercised (dollars per share)	0	0
Weighted Average Exercise Price, Forfeited (dollars per share)	49.92	49.92
Weighted Average Exercise Price, Outstanding, end of period (dollars per share)	47.28	$ 50.30
Weighted Average Exercise Price, Exercisable, end of period (dollars per share)	$ 29.58
Service-Based Options
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Number of Options, Outstanding, beginning of period	1,843,110	1,746,692
Number of Options, Granted	978,668	0
Number of Options, Exercised	(233,030)	(64,905)
Number of Options, Forfeited	(22,195)	(13,569)
Number of Options, Outstanding, end of period	2,566,553	1,668,218
Number of Options, Exercisable, end of period	801,110
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (dollars per share) [Roll Forward]
Weighted Average Exercise Price, Outstanding, beginning of period (dollars per share)	$ 41.73	$ 37.19
Weighted Average Exercise Price, Granted (dollars per share)	28.20	0
Weighted Average Exercise Price, Exercised (dollars per share)	15.21	23.49
Weighted Average Exercise Price, Forfeited (dollars per share)	53.38	60.27
Weighted Average Exercise Price, Outstanding, end of period (dollars per share)	38.88	$ 37.53
Weighted Average Exercise Price, Exercisable, end of period (dollars per share)	$ 39.04

Stock-based Compensation - Su50

Stock-based Compensation - Summary of Changes in RSUs (Detail) - $ / shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Performance-Based Options
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of RSUs, Non-vested, beginning of period	301,032	189,497
Number of RSUs, Granted	17,292	145,867
Number of RSUs, Forfeited	(19,598)	(2,632)
Number of RSUs, vested	0	0
Number of RSUs, Non-vested, end of period	298,726	332,732
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (dollars per share) [Roll Forward]
Weighted Average Grant Date Fair Value Non-vested, beginning of Period (dollars per share)	$ 39.10	$ 31.82
Weighted Average Grant Date Fair Value, Granted (dollars per share)	32.25	49.92
Weighted Average Grant Date Fair Value, Forfeited (dollars per share)	51.11	53.33
Weighted Average Grant Date Fair Value, Vested (dollars per share)	0	0
Weighted Average Grant Date Fair Value Non-vested, end of Period (dollars per share)	$ 37.91	$ 39.58
Service-Based Options
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of RSUs, Non-vested, beginning of period	839,613	857,085
Number of RSUs, Granted	278,996	3,724
Number of RSUs, Forfeited	(20,172)	(13,886)
Number of RSUs, vested	(34,771)	(5,092)
Number of RSUs, Non-vested, end of period	1,063,666	841,831
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (dollars per share) [Roll Forward]
Weighted Average Grant Date Fair Value Non-vested, beginning of Period (dollars per share)	$ 52.82	$ 48.94
Weighted Average Grant Date Fair Value, Granted (dollars per share)	28.20	53.70
Weighted Average Grant Date Fair Value, Forfeited (dollars per share)	53.89	56.64
Weighted Average Grant Date Fair Value, Vested (dollars per share)	64.23	32.19
Weighted Average Grant Date Fair Value Non-vested, end of Period (dollars per share)	$ 45.97	$ 48.94

Stock-based Compensation - Su51

Stock-based Compensation - Summary of Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Stock Option and RSUs
Stock-based compensation expense included in Costs and expenses
Total costs and expenses	$ 6,982	$ 6,405
Cost of Services
Stock-based compensation expense included in Costs and expenses
Total costs and expenses	2,187	1,892
Member Relations and Marketing
Stock-based compensation expense included in Costs and expenses
Total costs and expenses	1,114	1,146
General and Administrative
Stock-based compensation expense included in Costs and expenses
Total costs and expenses	$ 3,681	$ 3,367

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Sep. 30, 2015
Income Tax Examination [Line Items]
Effective income tax rate (as a percent)	35.30%	1.40%
Interest or penalties on unrecognized tax benefits		$ 0
Washington DC
Income Tax Examination [Line Items]
Discrete tax item related to write off tax credits			$ 11,600,000

Earnings Per Share - Reconcilia

Earnings Per Share - Reconciliation of Basic to Diluted Weighted Average Common Shares Outstanding (Detail) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Earnings Per Share [Abstract]
Basic weighted average common shares outstanding	41,492	40,924
Effect of dilutive outstanding stock-based awards	381	0
Diluted weighted average common shares outstanding	41,873	40,924

Earnings Per Share - Additional

Earnings Per Share - Additional Information (Detail) - shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Effect of dilutive outstanding stock-based awards	381,000	0
Stock Compensation Plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Share-based compensation awards	2,400,000	2,500,000
Non-Qualified Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Share-based compensation awards	2,200,000	2,700,000
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Share-based compensation awards	300,000	300,000
Non-Qualified Stock Options and Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Effect of dilutive outstanding stock-based awards	19,971	0