Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 06, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | COMPUTER PROGRAMS & SYSTEMS INC | |
Entity Central Index Key | 1,169,445 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Trading Symbol | CPSI | |
Entity Common Stock, Shares Outstanding | 13,756,189 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 954 | $ 2,220 |
Accounts receivable, net of allowance for doubtful accounts of $2,206 and $2,370, respectively | 36,159 | 31,812 |
Financing receivables, current portion, net | 8,642 | 5,459 |
Inventories | 1,129 | 1,697 |
Prepaid income taxes | 677 | 567 |
Prepaid expenses and other | 3,155 | 2,794 |
Total current assets | 50,716 | 44,549 |
Property and equipment, net | 11,959 | 13,439 |
Financing receivables, net of current portion | 10,098 | 5,595 |
Intangible assets, net | 99,314 | 107,118 |
Goodwill | 168,449 | 168,449 |
Total assets | 340,536 | 339,150 |
Current liabilities: | ||
Accounts payable | 10,611 | 6,841 |
Current portion of long-term debt | 8,175 | 5,817 |
Deferred revenue | 8,587 | 5,840 |
Accrued vacation | 4,600 | 3,650 |
Other accrued liabilities | 8,919 | 8,797 |
Total current liabilities | 40,892 | 30,945 |
Long-term debt, net of current portion | 136,320 | 146,989 |
Deferred tax liabilities | 6,472 | 3,246 |
Total liabilities | 183,684 | 181,180 |
Stockholders’ equity: | ||
Common stock, $0.001 par value; 30,000 shares authorized; 13,756 and 13,533 shares issued and outstanding | 14 | 13 |
Additional paid-in capital | 152,932 | 147,911 |
Retained earnings | 3,906 | 10,046 |
Total stockholders’ equity | 156,852 | 157,970 |
Total liabilities and stockholders’ equity | $ 340,536 | $ 339,150 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,206 | $ 2,370 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, shares issued (in shares) | 13,756,000 | 13,533,000 |
Common stock, shares outstanding (in shares) | 13,756,000 | 13,533,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Sales revenues: | ||||
System sales and support | $ 44,366 | $ 44,101 | $ 133,263 | $ 141,529 |
TruBridge | 22,747 | 20,562 | 65,601 | 61,192 |
Total sales revenues | 67,113 | 64,663 | 198,864 | 202,721 |
Costs of sales: | ||||
System sales and support | 18,832 | 20,709 | 56,621 | 65,075 |
TruBridge | 12,806 | 11,187 | 36,326 | 33,878 |
Total costs of sales | 31,638 | 31,896 | 92,947 | 98,953 |
Gross profit | 35,475 | 32,767 | 105,917 | 103,768 |
Operating expenses: | ||||
Product development | 9,345 | 8,397 | 27,588 | 23,766 |
Sales and marketing | 8,528 | 6,894 | 23,262 | 20,341 |
General and administrative | 9,379 | 10,631 | 33,960 | 41,799 |
Amortization of acquisition-related intangibles | 2,601 | 2,601 | 7,804 | 7,580 |
Total operating expenses | 29,853 | 28,523 | 92,614 | 93,486 |
Operating income | 5,622 | 4,244 | 13,303 | 10,282 |
Other income (expense): | ||||
Other income | 102 | 53 | 242 | 121 |
Interest expense | (2,062) | (1,717) | (5,807) | (4,828) |
Total other income (expense) | (1,960) | (1,664) | (5,565) | (4,707) |
Income before taxes | 3,662 | 2,580 | 7,738 | 5,575 |
Provision for income taxes | 1,374 | 981 | 3,617 | 3,643 |
Net income | $ 2,288 | $ 1,599 | $ 4,121 | $ 1,932 |
Net income (loss) per common share-basic (in dollars per share) | $ 0.17 | $ 0.12 | $ 0.30 | $ 0.15 |
Net income (loss) per common share-diluted (in dollars per share) | $ 0.17 | $ 0.12 | $ 0.30 | $ 0.15 |
Weighted average shares outstanding used in per common share computations: | ||||
Basic (in shares) | 13,431 | 13,327 | 13,409 | 13,224 |
Diluted (in shares) | 13,431 | 13,327 | 13,409 | 13,224 |
Dividends declared per common share (in dollars per share) | $ 0.30 | $ 0.34 | $ 0.75 | $ 1.62 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 2,288 | $ 1,599 | $ 4,121 | $ 1,932 |
Other comprehensive income, net of tax | ||||
Change in unrealized income with realized income on the Statement of Income | 0 | 0 | 0 | 38 |
Total other comprehensive income, net of tax | 0 | 0 | 0 | 38 |
Comprehensive income | $ 2,288 | $ 1,599 | $ 4,121 | $ 1,970 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (Unaudited) - 9 months ended Sep. 30, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings |
Beginning Balance (in shares) at Dec. 31, 2016 | 13,533 | |||
Beginning Balance at Dec. 31, 2016 | $ 157,970 | $ 13 | $ 147,911 | $ 10,046 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income | 4,121 | 4,121 | ||
Common stock issued upon exercise of stock options | 1 | 1 | ||
Issuance of restricted stock (in shares) | 223 | |||
Issuance of restricted stock | 0 | $ 1 | (1) | |
Stock-based compensation | 5,021 | 5,021 | ||
Dividends | (10,261) | (10,261) | ||
Ending Balance (in shares) at Sep. 30, 2017 | 13,756 | |||
Ending Balance at Sep. 30, 2017 | $ 156,852 | $ 14 | $ 152,932 | $ 3,906 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Operating Activities: | ||
Net income (loss) | $ 4,121 | $ 1,932 |
Adjustments to net income: | ||
Provision for bad debt | 753 | 722 |
Deferred taxes | 3,226 | 3,735 |
Stock-based compensation | 5,021 | 4,023 |
Excess tax benefit from stock-based compensation | 0 | (50) |
Depreciation | 1,945 | 2,422 |
Amortization of acquisition-related intangibles | 7,804 | 7,580 |
Amortization of deferred finance costs | 547 | 501 |
Changes in operating assets and liabilities (net of acquired assets and liabilities): | ||
Accounts receivable | (4,358) | (1,489) |
Financing receivables | (8,428) | 1,301 |
Inventories | 568 | 31 |
Prepaid expenses and other | (361) | 808 |
Accounts payable | 3,770 | (5,095) |
Deferred revenue | 2,748 | (11,365) |
Other liabilities | 1,071 | (6,841) |
Prepaid income taxes/income taxes payable | (110) | (788) |
Net cash provided by (used in) operating activities | 18,317 | (2,573) |
Investing Activities: | ||
Purchases of property and equipment | (464) | (39) |
Purchase of business, net of cash received | 0 | (162,611) |
Sale of investments | 0 | 10,861 |
Net cash used in investing activities | (464) | (151,789) |
Financing Activities: | ||
Dividends paid | (10,261) | (21,845) |
Proceeds from long-term debt | 2,550 | 156,572 |
Payments of long-term debt principal | (11,409) | (2,344) |
Payments of Contingent Consideration | 0 | (500) |
Proceeds from exercise of stock options | 1 | 1,134 |
Excess tax benefit from stock-based compensation | 0 | 50 |
Net cash provided by (used in) financing activities | (19,119) | 133,067 |
Decrease in cash and cash equivalents | (1,266) | (21,295) |
Cash and cash equivalents at beginning of period | 2,220 | 24,951 |
Cash and cash equivalents at end of period | 954 | 3,656 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 5,151 | 4,326 |
Cash paid for income taxes, net of refund | 501 | 654 |
Supplemental disclosure of non-cash information: | ||
Fair value of common stock and options issued as consideration for acquisition of HHI | 0 | 97,017 |
Write-off of fully depreciated assets | 0 | 2,769 |
Capital Lease Obligations Incurred | $ 0 | $ 933 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and include all adjustments that, in the opinion of management, are necessary for a fair presentation of the results of the periods presented. All such adjustments are considered of a normal recurring nature. Quarterly results of operations are not necessarily indicative of annual results. Certain footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2016 was derived from the audited consolidated balance sheet at that date. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements of Computer Programs and Systems, Inc. ("CPSI" or the "Company") for the year ended December 31, 2016 and the notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . Principles of Consolidation The condensed consolidated financial statements of CPSI include the accounts of TruBridge, LLC ("TruBridge"), Evident, LLC ("Evident"), and Healthland Holding Inc. ("HHI"), all of which are wholly-owned subsidiaries of CPSI. The accounts of HHI include those of its wholly-owned subsidiaries, Healthland Inc. ("Healthland"), Rycan Technologies, Inc. ("Rycan"), and American HealthTech, Inc. ("AHT"). All significant intercompany balances and transactions have been eliminated. Presentation Effective January 1, 2017, we adopted a revised presentation of sales revenues and the associated costs of sales in our condensed consolidated statements of income, which we believe is better aligned with and representative of the amount and profitability of our revenue streams, as well as the way we manage our business, review our operating performance and market our products. Specifically: • The Company's sales revenues and costs of sales amounts formerly included within the caption "Business management, consulting, and managed IT services" are now included within the caption "TruBridge" within the condensed consolidated statements of income; • Rycan's sales revenues and costs of sales amounts formerly included within the caption "Systems sales and support" are now included within the caption "TruBridge" within the condensed consolidated statements of income; • Healthland's and AHT's sales revenues and costs of sales related to hosting services formerly included within the caption "Systems sales and support" are now included within the caption "TruBridge" within the condensed consolidated statements of income; and • Certain Rycan expenses formerly included within the caption "General and administrative" are now included within the caption "TruBridge" within the "Costs of sales" section of the condensed consolidated statements of income. These reclassifications had no effect on previously reported total sales revenues, operating income, income before taxes or net income. Amounts presented for the three and nine months ended September 30, 2016 have been reclassified to conform to the current presentation. The following table provides the amounts reclassified for the three months ended September 30, 2016 : (In thousands) As previously reported Reclassifications As reclassified Sales revenues: System sales $ 47,329 $ (3,228 ) $ 44,101 TruBridge 17,334 3,228 20,562 Costs of sales: System sales 21,739 (1,030 ) 20,709 TruBridge 9,973 1,214 11,187 Operating expenses: General and administrative 10,815 (184 ) 10,631 The following table provides the amounts reclassified for the nine months ended September 30, 2016 : (In thousands) As previously reported Reclassifications As reclassified Sales revenues: System sales $ 150,270 $ (8,741 ) $ 141,529 TruBridge 52,451 8,741 61,192 Costs of sales: System sales 68,968 (3,893 ) 65,075 TruBridge 29,414 4,464 33,878 Operating expenses: General and administrative 42,370 (571 ) 41,799 |
BUSINESS COMBINATION
BUSINESS COMBINATION | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATION | BUSINESS COMBINATION Acquisition of HHI On January 8, 2016, we acquired all of the assets and liabilities of HHI, including its wholly-owned subsidiaries, Healthland, AHT and Rycan. Healthland provided electronic health records ("EHR") and clinical information management solutions to over 350 hospital customers at the time of acquisition. AHT is a provider of clinical and financial solutions in the post-acute care market, serving over 3,300 skilled nursing facilities at the time of acquisition. Rycan offered SaaS-based revenue cycle management workflow and automation software to over 290 hospital customers at the time of acquisition. We believe the acquisition of HHI: • strengthened our position in providing healthcare information systems to community healthcare organizations with approximately 1,200 combined hospital customers at the time of acquisition; • introduced CPSI to the post-acute care market; and • expanded the products offered by and capabilities of TruBridge with the addition of Rycan and its suite of revenue cycle management software products. These factors, combined with the synergies and economies of scale expected from combining the operations of CPSI and HHI, were the basis for the acquisition. Consideration for the acquisition included cash (net of cash of the acquired entities) of $162.6 million (inclusive of seller's transaction expenses), 1,973,880 shares of common stock of CPSI ("CPSI Common Stock"), and the assumption by CPSI of stock options that became exercisable for 174,972 shares of CPSI Common Stock. During the three and nine months ended September 30, 2016, we incurred approximately $0.1 million and $8.1 million , respectively, of pre-tax acquisition costs in connection with the acquisition of HHI. We have incurred no such costs during the three and nine months ended September 30, 2017. Acquisition costs are included in general and administrative expenses in our condensed consolidated statements of income. (In thousands) Purchase Price Cash consideration, net of acquired cash received $ 162,611 Fair value of common stock and options issued as consideration 97,017 Total consideration $ 259,628 Our acquisition of HHI was treated as a purchase in accordance with Accounting Standards Codification (the "Codification") 805, Business Combinations , of the Financial Accounting Standards Board ("FASB"), which requires allocation of the purchase price to the estimated fair values of assets and liabilities acquired in the transaction. Our allocation of the purchase price was based on management's judgment after evaluating several factors, including a valuation assessment. The allocation of the purchase price paid for HHI was as follows: (In thousands) Purchase Price Allocation Acquired cash $ 5,371 Accounts receivable 5,789 Financing receivables 2,184 Inventories 216 Prepaid expenses 3,228 Property and equipment 1,263 Intangible assets 117,300 Goodwill 168,449 Accounts payable and accrued liabilities (17,490 ) Deferred taxes, net (4,010 ) Contingent consideration (1,620 ) Deferred revenue (15,681 ) Net assets acquired $ 264,999 The intangible assets in the table above are being amortized on a straight-line basis over their estimated useful lives. The amortization is included in amortization of acquisition-related intangibles in our condensed consolidated statements of income. Of the goodwill acquired, $23.3 million is expected to be tax deductible. The fair value measurements of tangible and intangible assets and liabilities were based on significant inputs not observable in the market and thus represent Level 3 measurements within the fair value measurement hierarchy (see Note 13). Level 3 inputs included, among others, discount rates that we estimated would be used by a market participant in valuing these assets and liabilities, projections of revenues and cash flows, client attrition rates and market comparables. The gross contractual amount of accounts receivable of HHI at the date of acquisition was $9.4 million . |
REVENUE RECOGNITION
REVENUE RECOGNITION | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION The Company recognizes revenue in accordance with U.S. GAAP, the requirements of the Software topic and Revenue Recognition subtopic of the FASB Codification, and the requirements of the SEC. The Company's revenue is generated from two sources: • System Sales and Support - the sale of information systems and the provision of system support services. The sale of information systems includes perpetual software licenses, conversion, installation and training services, hardware and peripherals, "Software as a Service" (or "SaaS") services, and forms and supplies. System support services includes software application support, hardware maintenance, and continuing education. • TruBridge - the provision of business management services, which includes electronic billing, statement processing, payroll processing, accounts receivable management, contract management, and insurance services, as well as Internet service provider ("ISP") services and consulting and managed IT services (collectively, "other professional IT services"). System Sales and Support The Company enters into contractual obligations to sell perpetual software licenses, conversion, installation and training services, hardware and software application support and hardware maintenance services. On average, the Company is able to complete a system installation in three to four weeks. The methods employed by the Company to recognize revenue, which are discussed by element below, achieve results materially consistent with the provisions of Accounting Standards Update ("ASU") 2009-13, Multiple-Deliverable Revenue Arrangements , due to the relatively short period during which there are multiple undelivered elements, the relatively small amount of non-software related elements in the system sale arrangements, and the limited number of contracts in-process at the end of each reporting period. The Company recognizes revenue on the elements noted above as follows: • Perpetual software licenses and conversion, installation and training services – The selling price of perpetual software licenses and conversion, installation and training services is based on management’s best estimate of selling price. In determining management’s best estimate of selling price, we consider the following: (1) competitor pricing, (2) supply and demand of installation staff, (3) overall economic conditions, and (4) our pricing practices as they relate to discounts. The method of recognizing revenue for the perpetual licenses of the associated modules included in the arrangement, and the related conversion, installation and training services over the term the services are performed, is on a module-by-module basis as the related perpetual licenses are delivered and the respective conversion, installation and training services for each specific module are completed, as this is representative of the pattern of provision of these services. • Hardware – We recognize revenue for hardware upon shipment. The selling price of hardware is based on management’s best estimate of selling price, which consists of cost plus a targeted margin. • Software application support and hardware maintenance – We have established vendor-specific objective evidence ("VSOE") of the fair value of our software application support and hardware maintenance services by reference to the price our customers are required to pay for the services when sold separately via renewals. Support and maintenance revenue is recognized on a straight-line basis over the term of the maintenance contract, which is generally three to five years. • SaaS services - The Company accounts for SaaS arrangements in accordance with the requirements of the Hosting Arrangement section under the Software topic and Revenue Recognition subtopic of the FASB Codification. The FASB Codification states that the software elements of SaaS services should not be accounted for as a hosting arrangement "if the customer has the contractual right to take possession of the software at any time during the hosting period without significant penalty and it is feasible for the customer to either run the software on its own hardware or contract with another party unrelated to the vendor to host the software." Each SaaS contract entered into by the Company includes a system purchase and buyout clause, and this clause specifies the total amount of the system buyout. In addition, a clause is included in the contract which states that should the system be bought out by the customer, the customer would be required to enter into a general support agreement (for post-contract support services) for the remainder of the original SaaS term. Accordingly, the Company has concluded that SaaS customers do not have the right to take possession of the system without significant penalty (i.e., the purchase price of the system), resulting in the determination that these contracts are service contracts for which revenue is recognized when the services are performed. TruBridge TruBridge consists of electronic billing, statement processing, payroll processing, accounts receivable management, contract management, and insurance services. While TruBridge arrangements are contracts separate from the system sale and support contracts, these contracts are often executed within a short time frame of each other. The amount of the total arrangement consideration allocated to these services is based on VSOE of fair value by reference to the rate at which our customers renew, as well as the rate at which the services are sold to customers when the TruBridge agreement is not executed within a short time frame of the system sale and support contracts. If VSOE of fair value does not exist for these services, we allocate the arrangement consideration based on third-party evidence ("TPE") of selling price or, if neither VSOE nor TPE is available, estimated selling price. Because the pricing is transaction-based (per unit pricing), customers are billed and revenue is recognized as services are performed. The Company will occasionally provide ISP and other professional IT services. Depending on the nature of the services provided, these services may be considered software elements or non-software elements. The selling price of services considered to be software elements is based on VSOE of the fair value of the services by reference to the price our customers are required to pay for the services when sold separately. The selling price of services considered to be non-software elements is based on TPE of the selling price of similar services. Revenue from these elements is recognized as the services are performed. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment was comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Land $ 2,848 $ 2,848 Buildings and improvements 9,432 9,432 Maintenance equipment 802 802 Computer equipment 5,639 5,174 Leasehold improvements 5,007 5,007 Office furniture and fixtures 3,591 3,591 Automobiles 335 335 27,654 27,189 Less: accumulated depreciation (15,695 ) (13,750 ) Property and equipment, net $ 11,959 $ 13,439 |
OTHER ACCRUED LIABILITIES
OTHER ACCRUED LIABILITIES | 9 Months Ended |
Sep. 30, 2017 | |
Payables and Accruals [Abstract] | |
OTHER ACCRUED LIABILITIES | OTHER ACCRUED LIABILITIES Other accrued liabilities was comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Salaries and benefits $ 3,673 $ 5,397 Severance 1,754 337 Commissions 666 518 Self-insurance reserves 934 887 Contingent consideration 1,192 1,120 Other 700 538 $ 8,919 $ 8,797 The accrued contingent consideration depicted above represents the potential earnout incentive for former Rycan shareholders. We have estimated the fair value of the contingent consideration based on the amount of revenue we expect to be earned by Rycan through the year ending December 31, 2018. |
NET INCOME PER SHARE
NET INCOME PER SHARE | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
NET INCOME PER SHARE | NET INCOME PER SHARE The Company presents basic and diluted earnings per share ("EPS") data for its common stock. Basic EPS is calculated by dividing the net income attributable to stockholders of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is determined by adjusting the net income attributable to stockholders of the Company and the weighted average number of shares of common stock outstanding during the period for the effects of all potential dilutive common shares, including awards under stock-based compensation arrangements. The Company's unvested restricted stock awards (see Note 8) are considered participating securities under FASB Codification topic, Earnings Per Share , because they entitle holders to non-forfeitable rights to dividends until the awards vest or are forfeited. When a company has a security that qualifies as a "participating security," the FASB Codification requires the use of the two-class method when computing basic EPS. The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. In determining the amount of net income to allocate to common stockholders, income is allocated to both common stock and participating securities based on their respective weighted average shares outstanding for the period, with net income attributable to common stockholders ultimately equaling net income less net income attributable to participating securities. Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method. The following is a calculation of the basic and diluted EPS for the Company's common stock, including a reconciliation between net income and net income attributable to common stockholders: Three Months Ended Nine Months Ended (In thousands, except per share data) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Net income $ 2,288 $ 1,599 $ 4,121 $ 1,932 Less: Net income attributable to participating securities (55 ) (24 ) (94 ) (8 ) Net income attributable to common stockholders $ 2,233 $ 1,575 $ 4,027 $ 1,924 Weighted average shares outstanding used in basic per common share computations 13,431 13,327 13,409 13,224 Add: Dilutive potential common shares — — — — Weighted average shares outstanding used in diluted per common share computations 13,431 13,327 13,409 13,224 Basic EPS $ 0.17 $ 0.12 $ 0.30 $ 0.15 Diluted EPS $ 0.17 $ 0.12 $ 0.30 $ 0.15 During 2017, performance share awards were granted to certain executive officers and key employees of the Company that will result in the issuance of time-vesting restricted stock if the predefined performance criteria are met. The awards provide for an aggregate target of 189,325 shares, none of which have been included in the calculation of diluted EPS for the three and nine months ended September 30, 2017 because the related threshold award performance level has not been achieved as of September 30, 2017. See Note 8. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company determines the tax provision for interim periods using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. Our effective tax rate for the three months ended September 30, 2017 remained relatively unchanged from the three months ended September 30, 2016 , decreasing slightly to 37.5% from 38.0% . Our effective tax rate for the nine months ended September 30, 2017 decreased to 46.7% compared to 65.3% for the nine months ended September 30, 2016 . During the nine months ended September 30, 2016 the identification of nondeductible facilitative transaction costs resulted in additional income tax expense of $1.4 million , increasing the period’s effective tax rate by 25.3% . During the nine months ended September 30, 2017 , we experienced a shortfall tax expense related to restricted stock of $1.1 million that increased the effective tax rate by 14.0% due to the adoption of ASU 2016-09 as detailed in Note 15. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized as an expense over the employee's or non-employee director's requisite service period. The following table details total stock-based compensation expense for the three and nine months ended September 30, 2017 and 2016 , included in the condensed consolidated statements of income: Three Months Ended Nine Months Ended (In thousands) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Costs of sales $ 492 $ 285 $ 1,235 $ 1,058 Operating expenses 1,562 861 3,786 2,965 Pre-tax stock-based compensation expense 2,054 1,146 5,021 4,023 Less: income tax effect (801 ) (447 ) (1,958 ) (1,569 ) Net stock-based compensation expense $ 1,253 $ 699 $ 3,063 $ 2,454 The Company's stock-based compensation awards are in the form of restricted stock and performance share awards made pursuant to the Company's 2005 Restricted Stock Plan, 2012 Restricted Stock Plan for Non-Employee Directors, and the Amended and Restated 2014 Incentive Plan (the "Plans"). As of September 30, 2017 , there was $12.1 million of unrecognized compensation expense related to non-vested stock-based compensation arrangements granted under the Plans, which is expected to be recognized over a weighted-average period of 2.2 years. Restricted Stock The Company grants restricted stock to executive officers, certain key employees and non-employee directors under the Plans with the fair value of the awards representing the fair value of the common stock on the date the restricted stock is granted. Shares of restricted stock generally vest in equal annual installments over the applicable vesting period, which ranges from one to five years. The Company records expenses for these grants on a straight-line basis over the applicable vesting periods. Shares of restricted stock may also be issued pursuant to the settlement of performance share awards, for which the Company records expenses in the manner described in the "Performance Share Awards" section below. A summary of restricted stock activity (including shares of restricted stock issued pursuant to the settlement of performance share awards) under the Plans during the nine months ended September 30, 2017 and 2016 is as follows: Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Shares Weighted-Average Shares Weighted-Average Nonvested restricted stock outstanding at beginning of period 184,885 $ 54.63 191,397 $ 57.12 Granted 222,390 32.87 86,984 52.21 Vested (99,184 ) 55.75 (91,038 ) 57.71 Nonvested restricted stock outstanding at end of period 308,091 $ 38.56 187,343 $ 54.55 Performance Share Awards In 2014, the Company began to grant performance share awards to executive officers and certain key employees under the Amended and Restated 2014 Incentive Plan (the "2014 Incentive Plan"). The number of shares of common stock earned and issuable under the award is determined at the end of each performance period, based on the Company's achievement of performance goals predetermined by the Compensation Committee of the Board of Directors at the time of grant. If certain levels of the performance objective are met, the award results in the issuance of shares of restricted stock corresponding to such level, which shares are then subject to time-based vesting pursuant to which the shares of restricted stock vest in equal annual installments over the applicable vesting period, which is generally three years for restricted stock issued pursuant to performance share awards. In the event that the Company's financial performance meets the predetermined target for the performance objective, the Company will issue each award recipient the number of restricted shares equal to the target award specified in the individual's underlying performance share award agreement. In the event the financial results of the Company exceed the predetermined target, additional shares up to the maximum award may be issued. In the event the financial results of the Company fall below the predetermined target, a reduced number of shares may be issued. If the financial results of the Company fall below the threshold performance level, no shares will be issued. The recipients of performance share awards do not receive dividends or possess voting rights during the performance period and, accordingly, the fair value of the performance share awards is the quoted market value of CPSI Common Stock on the grant date less the present value of the expected dividends not received during the relevant period. Expense is recognized using the accelerated attribution (graded vesting) method over the period beginning on the date the Company determines that it is probable that the performance criteria will be achieved and ending on the last day of the vesting period for the restricted stock issued in satisfaction of such awards. In the event the Company determines it is no longer probable that the minimum performance level will be achieved, all previously recognized compensation expense related to the applicable awards is reversed in the period such a determination is made. A summary of performance share award activity under the 2014 Incentive Plan during the nine months ended September 30, 2017 and 2016 is as follows, based on the target award amounts set forth in the performance share award agreements: Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Shares Weighted-Average Shares Weighted-Average Performance share awards outstanding at beginning of period 77,594 $ 49.64 49,471 $ 49.29 Granted 189,325 29.94 77,594 49.64 Forfeited or unearned (77,594 ) 49.64 (49,471 ) 49.29 Performance share awards outstanding at end of period 189,325 $ 29.94 77,594 $ 49.64 |
FINANCING RECEIVABLES
FINANCING RECEIVABLES | 9 Months Ended |
Sep. 30, 2017 | |
Receivables [Abstract] | |
FINANCING RECEIVABLES | FINANCING RECEIVABLES Short-Term Payment Plans The Company has sold information and patient care systems to certain healthcare providers under Second Generation Meaningful Use Installment Plans (see below) with maximum contractual terms of three years and expected terms of less than one year and other arrangements requiring fixed monthly payments over terms ranging from three to 12 months ("Fixed Periodic Payment Plans"). These receivables, collectively referred to as short-term payment plans and included in the current portion of financing receivables, were comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Second Generation Meaningful Use Installment Plans, gross $ 28 $ 3,080 Fixed Periodic Payment Plans, gross 3,232 1,988 Short-term payment plans, gross $ 3,260 $ 5,068 Less: allowance for losses (338 ) (1,796 ) Short-term payment plans, net $ 2,922 $ 3,272 Sales-Type Leases Additionally, the Company leases its information and patient care systems to certain healthcare providers under sales-type leases expiring in various years through 2024 . These receivables typically have terms from two to seven years, bear interest at various rates, and are usually collateralized by a security interest in the underlying assets. Since the Company has a history of successfully collecting amounts due under the original payment terms of these extended payment arrangements without making any concessions to its customers, the Company satisfies the requirement for revenue recognition. The Company’s history with these types of extended payment term arrangements supports management’s assertion that revenues are fixed and determinable and collection is probable. The components of these lease receivables were as follows at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Sales-type leases, gross $ 19,619 $ 8,981 Less: allowance for losses (1,876 ) (402 ) Less: unearned income (1,925 ) (797 ) Sales-type leases, net $ 15,818 $ 7,782 Future minimum lease payments to be received subsequent to September 30, 2017 are as follows: (In thousands) Years Ended December 31, 2017 $ 1,966 2018 5,080 2019 4,599 2020 3,607 2021 2,553 Thereafter 1,814 Total minimum lease payments to be received 19,619 Less: allowance for losses (1,876 ) Less: unearned income (1,925 ) Lease receivables, net $ 15,818 Credit Quality of Financing Receivables and Allowance for Credit Losses The following table is a roll-forward of the allowance for financing credit losses for the nine months ended September 30, 2017 and year ended December 31, 2016 : (In thousands) Balance at Beginning of Period Provision Charge-offs Recoveries Balance at End of Period September 30, 2017 $ 2,198 $ 742 $ (726 ) $ — $ 2,214 December 31, 2016 $ 654 $ 1,762 $ (218 ) $ — $ 2,198 The Company’s financing receivables are comprised of a single portfolio segment, as the balances are all derived from short-term payment plan arrangements and sales-type leasing arrangements within our target market of community hospitals. The Company evaluates the credit quality of its financing receivables based on a combination of factors, including, but not limited to, customer collection experience, economic conditions, the customer’s financial condition, and known risk characteristics impacting the respective customer base of community hospitals, the most notable of which relate to enacted and potential changes in Medicare and Medicaid reimbursement rates as community hospitals typically generate a significant portion of their revenues and related cash flows from beneficiaries of these programs. In addition to specific account identification, the Company utilizes historical collection experience to establish the allowance for credit losses. Financing receivables are written off only after the Company has exhausted all collection efforts. The Company has been successful in collecting its financing receivables and considers the credit quality of such arrangements to be good, especially as the underlying assets act as collateral for the receivables. Customer payments are considered past due if a scheduled payment is not received within contractually agreed upon terms. To facilitate customer collection and credit monitoring efforts, financing receivable amounts are invoiced and reclassified to trade accounts receivable when they become due, with all invoiced amounts placed on nonaccrual status. As a result, all past due amounts related to the Company’s financing receivables are included in trade accounts receivable in the accompanying condensed consolidated balance sheets. The following is an analysis of the age of financing receivables amounts (excluding short-term payment plans) that have been reclassified to trade accounts receivable and were past due as of September 30, 2017 and December 31, 2016 : (In thousands) 1 to 90 Days Past Due 91 to 180 Days Past Due 181 + Days Past Due Total Past Due September 30, 2017 $ 599 $ 80 $ 27 $ 706 December 31, 2016 $ 228 $ 31 $ 34 $ 293 From time to time, the Company may agree to alternative payment terms outside of the terms of the original financing receivable agreement due to customer difficulties in achieving the original terms. In general, such alternative payment arrangements do not result in a re-aging of the related receivables. Rather, payments pursuant to any alternative payment arrangements are applied to the already outstanding invoices beginning with the oldest outstanding invoices as the payments are received. Because amounts are reclassified to trade accounts receivable when they become due, there are no past due amounts included within financing receivables or the financing receivables, current portion, net amount in the accompanying condensed consolidated balance sheets. The Company utilizes an aging of trade accounts receivable as the primary credit quality indicator for its financing receivables, which is facilitated by the reclassification of customer payment amounts to trade accounts receivable when they become due. The table below categorizes customer financing receivable balances (excluding short-term payment plans), none of which are considered past due, based on the age of the oldest payment outstanding that has been reclassified to trade accounts receivable: (In thousands) September 30, December 31, Customer balances with amounts reclassified to trade accounts receivable that are: 1 to 90 Days Past Due $ 10,571 $ 6,167 91 to 180 Days Past Due 2,651 550 181 + Days Past Due 719 273 Total customer balances with past due amounts reclassified to trade accounts receivable $ 13,941 $ 6,990 Total customer balances with no past due amounts reclassified to trade accounts receivable 3,753 1,194 Total financing receivables with contractual maturities of one year or less 3,260 5,068 Less: allowance for losses (2,214 ) (2,198 ) Total financing receivables $ 18,740 $ 11,054 Second Generation Meaningful Use Installment Plans Beginning in the fourth quarter of 2012, we offered to our customers license agreements with payment terms that provided us with greater visibility into and control over the customers' meaningful use attestation process and significantly reduced the maximum timeframe over which customers must satisfy their full payment obligations in purchasing our system (“Second Generation Meaningful Use Installment Plans”). As the overall payment period durations of the Second Generation Meaningful Use Installment Plans are consistent with that of our historical system sale financing arrangements, revenues under the Second Generation Meaningful Use Installment Plans are recognized upon installation of our EHR solution. Although these arrangements provide for a maximum payment term of three years, management has determined the expected term for these arrangements to be less than one year due to (a) historical collection patterns of required EHR incentive payment amounts and (b) the estimated significance of those amounts, the receipt of which is expected to result in minimal or no remaining balance for the related arrangements. As a result, all related amounts are included as a component of financing receivables, current portion, net in the accompanying condensed consolidated balance sheets and as a component of Short-Term Payment Plans within this note. |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND GOODWILL | INTANGIBLE ASSETS AND GOODWILL Our purchased definite-lived intangible assets as of September 30, 2017 are summarized as follows: (In thousands) Customer Relationships Trademark Developed Technology Total Gross carrying amount $ 82,300 $ 10,900 $ 24,100 $ 117,300 Accumulated amortization (11,303 ) (1,469 ) (5,214 ) (17,986 ) Net intangible assets $ 70,997 $ 9,431 $ 18,886 $ 99,314 Weighted average remaining years of useful life 11 14 7 10 The following table represents the remaining amortization of definite-lived intangible assets as of September 30, 2017 : (In thousands) For the year ended December 31, 2017 $ 2,601 2018 10,406 2019 10,112 2020 10,106 2021 10,066 Due thereafter 56,023 Total $ 99,314 The following table sets forth the change in the carrying amount of goodwill by segment for the nine months ended September 30, 2017 : (In thousands) Acute Care EHR Post-acute Care EHR TruBridge Total Balance as of December 31, 2016 $ 97,095 $ 57,570 $ 13,784 $ 168,449 Goodwill acquired — — — — Balance as of September 30, 2017 $ 97,095 $ 57,570 $ 13,784 $ 168,449 Goodwill is evaluated for impairment annually on October 1, or more frequently if indicators of impairment are present or changes in circumstances suggest that impairment may exist. As of September 30, 2017 , there was no impairment to goodwill. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt was comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, 2017 December 31, 2016 Term loan facility $ 117,187 $ 121,875 Revolving credit facility 29,050 33,000 Capital lease obligation 641 861 Debt obligations 146,878 155,736 Less: unamortized debt issuance costs (2,383 ) (2,930 ) Debt obligation, net 144,495 152,806 Less: current portion (8,175 ) (5,817 ) Long-term debt $ 136,320 $ 146,989 As of September 30, 2017 , the carrying value of debt approximated the fair value due to the variable interest rate reflecting the market rate. Credit Agreement In conjunction with our acquisition of HHI on January 8, 2016, we entered into a syndicated credit agreement on the same date (the "Previous Credit Agreement"), with Regions Bank ("Regions") serving as administrative agent, which provided for a $125 million term loan facility (the "Previous Term Loan Facility") and a $50 million revolving credit facility (the "Previous Revolving Credit Facility"). The cash portion of the purchase price for HHI was partially funded by the $125 million borrowed under the Previous Term Loan Facility and $25 million borrowed under the Previous Revolving Credit Facility. As described in Note 16, on October 13, 2017, we entered into a Second Amendment to the Previous Credit Agreement to refinance and decrease the aggregate committed size of the credit facilities. The Previous Term Loan Facility bore interest at a rate per annum equal to an applicable margin plus (1) the Adjusted LIBOR rate for the relevant interest period, (2) an alternate base rate determined by reference to the greater of (a) the prime lending rate of Regions, (b) the federal funds rate for the relevant interest period plus one half of one percent per annum and (c) the one -month LIBOR rate plus one percent per annum, or (3) a combination of (1) and (2). Interest on the outstanding principal of the Previous Term Loan Facility was payable on the last day of each month, in the case of each base rate loan, and on the last day of each interest period (but no less frequently than every three months), in the case of LIBOR loans. Principal payments were due on the last day of each fiscal quarter beginning March 31, 2016, with the remainder due at maturity on January 8, 2021 (the "Previous Maturity Date"). Anticipated annual future maturities of the Previous Term Loan Facility, Previous Revolving Credit Facility, and capital lease obligation were as follows as of September 30, 2017 : (In thousands) 2017 $ 1,638 2018 9,690 2019 12,750 2020 15,625 2021 107,175 Thereafter — $ 146,878 Borrowings under the Previous Revolving Credit Facility bore interest at a rate similar to that of the Previous Term Loan Facility, with interest payment dates similar to that of the Previous Term Loan Facility. The Previous Revolving Credit Facility included a $5 million swingline sublimit, with swingline loans bearing interest at the alternate base rate plus the applicable margin. Any principal outstanding under the Previous Revolving Credit Facility was due and payable on the Previous Maturity Date. The Previous Term Loan Facility and amounts borrowed under the Previous Revolving Credit Facility were secured pursuant to a Pledge and Security Agreement, dated January 8, 2016, among the parties identified as Obligors therein and Regions, as collateral agent (the “Security Agreement”), on a first priority basis by a security interest in substantially all of the tangible and intangible assets (subject to certain exceptions) of the Company and certain subsidiaries of the Company, as guarantors (collectively, the “Subsidiary Guarantors”), including certain registered intellectual property and the capital stock of certain of the Company’s direct and indirect subsidiaries. Our obligations under the Previous Credit Agreement were also guaranteed by the Subsidiary Guarantors. The Previous Credit Agreement provided incremental facility capacity of $50 million , subject to certain conditions. The Previous Credit Agreement included a number of restrictive covenants that, among other things and in each case are subject to certain exceptions and baskets, imposed operating and financial restrictions on the Company and the Subsidiary Guarantors, including the ability to incur additional debt; incur liens and encumbrances; make certain restricted payments, including paying dividends on its equity securities or payments to redeem, repurchase or retire its equity securities; enter into certain restrictive agreements; make investments, loans and acquisitions; merge or consolidate with any other entity; dispose of assets; enter into sale and leaseback transactions; engage in transactions with its affiliates; and materially alter the business it conducts. In addition, the Company was required to comply with a minimum fixed charge coverage ratio and a maximum consolidated leverage ratio throughout the duration of the Previous Credit Agreement. The Previous Credit Agreement also contained customary representations and warranties, affirmative covenants and events of default. The Previous Credit Agreement required the Company to mandatorily prepay the Previous Term Loan Facility and amounts borrowed under the Previous Revolving Credit Facility with (i) 100% of net cash proceeds from certain sales and dispositions, subject to certain reinvestment rights, (ii) 100% of net cash proceeds from certain issuances or incurrences of additional debt, (iii) 50% of net cash proceeds from certain issuances or sales of equity securities, subject to a step down to 0% if the Company’s consolidated leverage ratio was no greater than 2.50 :1.0, and (iv) beginning with the fiscal year ending December 31, 2016, 50% of excess cash flow (minus certain specified other payments), subject to a step down to 0% of excess cash flow if the Company’s consolidated leverage ratio was no greater than 2.50 :1.0. The Company was permitted to voluntarily prepay the Previous Term Loan Facility and amounts borrowed under the Previous Revolving Credit Facility at any time without penalty, subject to customary “breakage” costs with respect to prepayments of LIBOR rate loans made on a day other than the last day of any applicable interest period. As of September 30, 2017 , we believe that we were in compliance with all debt covenants contained in the Previous Credit Agreement. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. Management does not believe it is reasonably possible that such matters will have a material adverse effect on the Company’s financial statements. |
FAIR VALUE
FAIR VALUE | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE The FASB Codification topic, Fair Value Measurements and Disclosures, establishes a framework for measuring fair value and expands financial statement disclosures about fair value measurements. Fair value is the price that would be received to sell 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 FASB Codification does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. The FASB Codification requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The accrued contingent consideration depicted below represents the potential earnout incentive for former Rycan shareholders, relating to the purchase of Rycan by HHI in 2015. We have estimated the fair value of the contingent consideration based on the amount of revenue we expect to be earned by Rycan through the year ending December 31, 2018. The following table summarizes the carrying amounts and fair values of certain liabilities at September 30, 2017 : Fair Value at September 30, 2017 Using Carrying Amount at Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands) 9/30/2017 (Level 1) (Level 2) (Level 3) Description Contingent consideration $ 1,192 $ — $ — $ 1,192 Total $ 1,192 $ — $ — $ 1,192 The following table summarizes the carrying amounts and fair values of certain liabilities at December 31, 2016 : Fair Value at December 31, 2016 Using Carrying Amount at Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands) 12/31/2016 (Level 1) (Level 2) (Level 3) Description Contingent consideration $ 1,120 $ — $ — $ 1,120 Total $ 1,120 $ — $ — $ 1,120 The carrying amounts of other financial instruments reported in the consolidated balance sheets for current assets and current liabilities approximate their fair values because of the short-term nature of these instruments. |
SEGMENT REPORTING
SEGMENT REPORTING | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING Our chief operating decision makers ("CODM") utilize three operating segments, "Acute Care EHR", "Post-acute Care EHR" and "TruBridge", based on our three distinct business units with unique market dynamics and opportunities. Revenues and costs of sales are primarily derived from the provision of services and sales of our proprietary software, and our CODM assess the performance of these three segments at the gross profit level. Operating expenses and items such as interest, income tax, capital expenditures and total assets are managed at a consolidated level and thus are not included in our operating segment disclosures. Our CODM group is comprised of the Chief Executive Officer, Chief Growth Officer, Chief Operating Officer, and Chief Financial Officer. Accounting policies for each of the reportable segments are the same as those used on a consolidated basis. As of January 1, 2017, the operating segment formerly identified as "TruBridge, Rycan, and Other Outsourcing" is now identified as "TruBridge". The following table presents a summary of the revenues and gross profits of our three operating segments for the three and nine months ended September 30, 2017 and 2016 : Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2017 2016 2017 2016 Revenues: Acute Care EHR $ 38,761 $ 37,596 $ 115,285 $ 121,090 Post-acute Care EHR 5,605 6,505 17,978 20,439 TruBridge 22,747 20,562 65,601 61,192 Total revenues $ 67,113 $ 64,663 $ 198,864 $ 202,721 Costs of sales: Acute Care EHR $ 17,068 $ 18,056 50,821 57,519 Post-acute Care EHR 1,764 2,653 5,800 7,556 TruBridge 12,806 11,187 36,326 33,878 Total costs of sales $ 31,638 $ 31,896 $ 92,947 $ 98,953 Gross profit: Acute Care EHR $ 21,693 $ 19,540 64,464 63,571 Post-acute Care EHR 3,841 3,852 12,178 12,883 TruBridge 9,941 9,375 29,275 27,314 Total gross profit $ 35,475 $ 32,767 $ 105,917 $ 103,768 Corporate operating expenses $ (29,853 ) (28,523 ) (92,614 ) (93,486 ) Other income 102 53 242 121 Interest expense (2,062 ) (1,717 ) (5,807 ) (4,828 ) Income before taxes $ 3,662 $ 2,580 $ 7,738 $ 5,575 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS New Accounting Standards Adopted in 2017 In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . The amended guidance requires entities to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The requirement replaces the current lower of cost or market evaluation. Accounting guidance is unchanged for inventory measured using last-in, first-out (“LIFO”) or the retail method. The amended guidance was effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amended guidance is to be applied prospectively and early adoption was permitted. The adoption of ASU 2015-11 did not have a material effect on our financial statements. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and the classification of awards on the statement of cash flows. This guidance was effective for fiscal years and interim periods within those years beginning after December 15, 2016, which was effective for the Company as of the first quarter of our fiscal year ending December 31, 2017. The adoption of ASU 2016-09 had a material effect on our financial statements in the period of adoption and is disclosed in Note 7 of the financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, that removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, a goodwill impairment is now the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. All other goodwill impairment guidance remains largely unchanged. Entities continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. The guidance is effective for annual and interim periods in fiscal years beginning after December 15, 2019 with early adoption permitted for any goodwill impairment tests performed after January 1, 2017. The guidance is to be applied prospectively. We have elected to early adopt ASU 2017-04 and the guidance will be applied for all goodwill impairment tests performed after January 1, 2017. The adoption of ASU 2017-04 may have a material impact on our financial statements if one or more of our reporting unit's carrying value exceeds its fair value at the time of impairment assessment. New Accounting Standards Yet to be Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes the most current revenue recognition guidance. This guidance will be effective for fiscal years and interim periods within those years beginning after December 15, 2017, which is effective for the Company as of the first quarter of our fiscal year ending December 31, 2018. Although we have not fully completed the assessment of our systems, data, and processes that will be affected by the implementation of this standard, we currently anticipate that this standard will not significantly alter revenue recognition practices for our system sales and support and TruBridge revenue streams but may have a material impact on our consolidated financial statements with respect to the capitalization of certain commissions and contract fulfillment costs which are currently expensed as incurred. We intend to adopt this standard using the modified retrospective method, in which the cumulative effect of initially applying the guidance will be recognized as an adjustment to retained earnings or impacted balance sheet line items as of January 1, 2018, the date of adoption. In February 2016, the FASB issued ASU 2016-02, Leases , to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The new guidance will require the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under U.S. GAAP. This guidance will be effective for fiscal years and interim periods within those years beginning after December 15, 2018, which is effective for the Company as of the first quarter of our fiscal year ending December 31, 2019. The Company is currently evaluating the impact that the implementation of this standard will have on its financial statements. In August 2016, the FASB issued ASU 2016-15, Classifications of Certain Cash Receipts and Cash Payments, which clarifies cash flow classification for eight specific issues, including debt prepayment or extinguishment costs, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, and proceeds from settlement of corporate-owned life insurance policies. This guidance will be effective for fiscal years and interim periods within those years beginning after December 15, 2017, which is effective for the Company as of the first quarter of our fiscal year ending December 31, 2018. The Company is currently evaluating the impact that the implementation of this standard will have on its financial statements. In January 2017, the FASB issued ASU 2017-01, Clarifying the Definition of a Business, to assist an entity in evaluating when a set of transferred assets and activities is a business. The guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017, and should be applied prospectively to any transactions occurring within the period of adoption. Early adoption is permitted, including for interim or annual periods in which the financial statements have not been issued or made available for issuance. The Company is currently evaluating the impact that the implementation of this standard will have on its financial statements. We do not believe that any other recently issued but not yet effective accounting standards, if adopted, would have a material impact on our consolidated financial statements. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Credit Agreement Amendment On October 13, 2017, the Company entered into a Second Amendment (the "Amendment") to the Previous Credit Agreement to refinance and decrease the aggregate committed size of the credit facilities from $175 million to $162 million , which includes a $117 million term loan facility and a $45 million revolving credit facility (collectively, the "Amended Facilities"). In addition to decreasing the aggregate size of the credit facilities, the Amendment: • extends the maturity date of the credit facilities; • increases the maximum consolidated leverage ratio with which the Company must comply; • decreases the interest rates for LIBOR rate loans and base rate loans and the letter of credit fee; • decreases the commitment fee; and • temporarily increases the percentage of excess cash flow (minus certain specified other payments) that must be used to prepay the credit facilities. Dividend On November 2, 2017 , the Company announced a dividend for the fourth quarter of 2017 in the amount of $0.10 per share, payable on December 1, 2017 , to stockholders of record as of the close of business on November 16, 2017 . |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and include all adjustments that, in the opinion of management, are necessary for a fair presentation of the results of the periods presented. All such adjustments are considered of a normal recurring nature. Quarterly results of operations are not necessarily indicative of annual results. Certain footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2016 was derived from the audited consolidated balance sheet at that date. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements of Computer Programs and Systems, Inc. ("CPSI" or the "Company") for the year ended December 31, 2016 and the notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements of CPSI include the accounts of TruBridge, LLC ("TruBridge"), Evident, LLC ("Evident"), and Healthland Holding Inc. ("HHI"), all of which are wholly-owned subsidiaries of CPSI. The accounts of HHI include those of its wholly-owned subsidiaries, Healthland Inc. ("Healthland"), Rycan Technologies, Inc. ("Rycan"), and American HealthTech, Inc. ("AHT"). All significant intercompany balances and transactions have been eliminated. |
Presentation | Presentation Effective January 1, 2017, we adopted a revised presentation of sales revenues and the associated costs of sales in our condensed consolidated statements of income, which we believe is better aligned with and representative of the amount and profitability of our revenue streams, as well as the way we manage our business, review our operating performance and market our products. Specifically: • The Company's sales revenues and costs of sales amounts formerly included within the caption "Business management, consulting, and managed IT services" are now included within the caption "TruBridge" within the condensed consolidated statements of income; • Rycan's sales revenues and costs of sales amounts formerly included within the caption "Systems sales and support" are now included within the caption "TruBridge" within the condensed consolidated statements of income; • Healthland's and AHT's sales revenues and costs of sales related to hosting services formerly included within the caption "Systems sales and support" are now included within the caption "TruBridge" within the condensed consolidated statements of income; and • Certain Rycan expenses formerly included within the caption "General and administrative" are now included within the caption "TruBridge" within the "Costs of sales" section of the condensed consolidated statements of income. These reclassifications had no effect on previously reported total sales revenues, operating income, income before taxes or net income. Amounts presented for the three and nine months ended September 30, 2016 have been reclassified to conform to the current presentation. |
Revenue Recognition | REVENUE RECOGNITION The Company recognizes revenue in accordance with U.S. GAAP, the requirements of the Software topic and Revenue Recognition subtopic of the FASB Codification, and the requirements of the SEC. The Company's revenue is generated from two sources: • System Sales and Support - the sale of information systems and the provision of system support services. The sale of information systems includes perpetual software licenses, conversion, installation and training services, hardware and peripherals, "Software as a Service" (or "SaaS") services, and forms and supplies. System support services includes software application support, hardware maintenance, and continuing education. • TruBridge - the provision of business management services, which includes electronic billing, statement processing, payroll processing, accounts receivable management, contract management, and insurance services, as well as Internet service provider ("ISP") services and consulting and managed IT services (collectively, "other professional IT services"). System Sales and Support The Company enters into contractual obligations to sell perpetual software licenses, conversion, installation and training services, hardware and software application support and hardware maintenance services. On average, the Company is able to complete a system installation in three to four weeks. The methods employed by the Company to recognize revenue, which are discussed by element below, achieve results materially consistent with the provisions of Accounting Standards Update ("ASU") 2009-13, Multiple-Deliverable Revenue Arrangements , due to the relatively short period during which there are multiple undelivered elements, the relatively small amount of non-software related elements in the system sale arrangements, and the limited number of contracts in-process at the end of each reporting period. The Company recognizes revenue on the elements noted above as follows: • Perpetual software licenses and conversion, installation and training services – The selling price of perpetual software licenses and conversion, installation and training services is based on management’s best estimate of selling price. In determining management’s best estimate of selling price, we consider the following: (1) competitor pricing, (2) supply and demand of installation staff, (3) overall economic conditions, and (4) our pricing practices as they relate to discounts. The method of recognizing revenue for the perpetual licenses of the associated modules included in the arrangement, and the related conversion, installation and training services over the term the services are performed, is on a module-by-module basis as the related perpetual licenses are delivered and the respective conversion, installation and training services for each specific module are completed, as this is representative of the pattern of provision of these services. • Hardware – We recognize revenue for hardware upon shipment. The selling price of hardware is based on management’s best estimate of selling price, which consists of cost plus a targeted margin. • Software application support and hardware maintenance – We have established vendor-specific objective evidence ("VSOE") of the fair value of our software application support and hardware maintenance services by reference to the price our customers are required to pay for the services when sold separately via renewals. Support and maintenance revenue is recognized on a straight-line basis over the term of the maintenance contract, which is generally three to five years. • SaaS services - The Company accounts for SaaS arrangements in accordance with the requirements of the Hosting Arrangement section under the Software topic and Revenue Recognition subtopic of the FASB Codification. The FASB Codification states that the software elements of SaaS services should not be accounted for as a hosting arrangement "if the customer has the contractual right to take possession of the software at any time during the hosting period without significant penalty and it is feasible for the customer to either run the software on its own hardware or contract with another party unrelated to the vendor to host the software." Each SaaS contract entered into by the Company includes a system purchase and buyout clause, and this clause specifies the total amount of the system buyout. In addition, a clause is included in the contract which states that should the system be bought out by the customer, the customer would be required to enter into a general support agreement (for post-contract support services) for the remainder of the original SaaS term. Accordingly, the Company has concluded that SaaS customers do not have the right to take possession of the system without significant penalty (i.e., the purchase price of the system), resulting in the determination that these contracts are service contracts for which revenue is recognized when the services are performed. TruBridge TruBridge consists of electronic billing, statement processing, payroll processing, accounts receivable management, contract management, and insurance services. While TruBridge arrangements are contracts separate from the system sale and support contracts, these contracts are often executed within a short time frame of each other. The amount of the total arrangement consideration allocated to these services is based on VSOE of fair value by reference to the rate at which our customers renew, as well as the rate at which the services are sold to customers when the TruBridge agreement is not executed within a short time frame of the system sale and support contracts. If VSOE of fair value does not exist for these services, we allocate the arrangement consideration based on third-party evidence ("TPE") of selling price or, if neither VSOE nor TPE is available, estimated selling price. Because the pricing is transaction-based (per unit pricing), customers are billed and revenue is recognized as services are performed. The Company will occasionally provide ISP and other professional IT services. Depending on the nature of the services provided, these services may be considered software elements or non-software elements. The selling price of services considered to be software elements is based on VSOE of the fair value of the services by reference to the price our customers are required to pay for the services when sold separately. The selling price of services considered to be non-software elements is based on TPE of the selling price of similar services. Revenue from these elements is recognized as the services are performed. |
Net Income Per Share | NET INCOME PER SHARE The Company presents basic and diluted earnings per share ("EPS") data for its common stock. Basic EPS is calculated by dividing the net income attributable to stockholders of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is determined by adjusting the net income attributable to stockholders of the Company and the weighted average number of shares of common stock outstanding during the period for the effects of all potential dilutive common shares, including awards under stock-based compensation arrangements. The Company's unvested restricted stock awards (see Note 8) are considered participating securities under FASB Codification topic, Earnings Per Share , because they entitle holders to non-forfeitable rights to dividends until the awards vest or are forfeited. When a company has a security that qualifies as a "participating security," the FASB Codification requires the use of the two-class method when computing basic EPS. The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. In determining the amount of net income to allocate to common stockholders, income is allocated to both common stock and participating securities based on their respective weighted average shares outstanding for the period, with net income attributable to common stockholders ultimately equaling net income less net income attributable to participating securities. Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method. |
Income Taxes | INCOME TAXES The Company determines the tax provision for interim periods using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. |
Stock-Based Compensation | STOCK-BASED COMPENSATION Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized as an expense over the employee's or non-employee director's requisite service period. |
Fair Value | FAIR VALUE The FASB Codification topic, Fair Value Measurements and Disclosures, establishes a framework for measuring fair value and expands financial statement disclosures about fair value measurements. Fair value is the price that would be received to sell 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 FASB Codification does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. The FASB Codification requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. |
Recent Account Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS New Accounting Standards Adopted in 2017 In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . The amended guidance requires entities to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The requirement replaces the current lower of cost or market evaluation. Accounting guidance is unchanged for inventory measured using last-in, first-out (“LIFO”) or the retail method. The amended guidance was effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amended guidance is to be applied prospectively and early adoption was permitted. The adoption of ASU 2015-11 did not have a material effect on our financial statements. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and the classification of awards on the statement of cash flows. This guidance was effective for fiscal years and interim periods within those years beginning after December 15, 2016, which was effective for the Company as of the first quarter of our fiscal year ending December 31, 2017. The adoption of ASU 2016-09 had a material effect on our financial statements in the period of adoption and is disclosed in Note 7 of the financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, that removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, a goodwill impairment is now the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. All other goodwill impairment guidance remains largely unchanged. Entities continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. The guidance is effective for annual and interim periods in fiscal years beginning after December 15, 2019 with early adoption permitted for any goodwill impairment tests performed after January 1, 2017. The guidance is to be applied prospectively. We have elected to early adopt ASU 2017-04 and the guidance will be applied for all goodwill impairment tests performed after January 1, 2017. The adoption of ASU 2017-04 may have a material impact on our financial statements if one or more of our reporting unit's carrying value exceeds its fair value at the time of impairment assessment. New Accounting Standards Yet to be Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes the most current revenue recognition guidance. This guidance will be effective for fiscal years and interim periods within those years beginning after December 15, 2017, which is effective for the Company as of the first quarter of our fiscal year ending December 31, 2018. Although we have not fully completed the assessment of our systems, data, and processes that will be affected by the implementation of this standard, we currently anticipate that this standard will not significantly alter revenue recognition practices for our system sales and support and TruBridge revenue streams but may have a material impact on our consolidated financial statements with respect to the capitalization of certain commissions and contract fulfillment costs which are currently expensed as incurred. We intend to adopt this standard using the modified retrospective method, in which the cumulative effect of initially applying the guidance will be recognized as an adjustment to retained earnings or impacted balance sheet line items as of January 1, 2018, the date of adoption. In February 2016, the FASB issued ASU 2016-02, Leases , to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The new guidance will require the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under U.S. GAAP. This guidance will be effective for fiscal years and interim periods within those years beginning after December 15, 2018, which is effective for the Company as of the first quarter of our fiscal year ending December 31, 2019. The Company is currently evaluating the impact that the implementation of this standard will have on its financial statements. In August 2016, the FASB issued ASU 2016-15, Classifications of Certain Cash Receipts and Cash Payments, which clarifies cash flow classification for eight specific issues, including debt prepayment or extinguishment costs, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, and proceeds from settlement of corporate-owned life insurance policies. This guidance will be effective for fiscal years and interim periods within those years beginning after December 15, 2017, which is effective for the Company as of the first quarter of our fiscal year ending December 31, 2018. The Company is currently evaluating the impact that the implementation of this standard will have on its financial statements. In January 2017, the FASB issued ASU 2017-01, Clarifying the Definition of a Business, to assist an entity in evaluating when a set of transferred assets and activities is a business. The guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017, and should be applied prospectively to any transactions occurring within the period of adoption. Early adoption is permitted, including for interim or annual periods in which the financial statements have not been issued or made available for issuance. The Company is currently evaluating the impact that the implementation of this standard will have on its financial statements. We do not believe that any other recently issued but not yet effective accounting standards, if adopted, would have a material impact on our consolidated financial statements. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Amounts Reclassified | The following table provides the amounts reclassified for the three months ended September 30, 2016 : (In thousands) As previously reported Reclassifications As reclassified Sales revenues: System sales $ 47,329 $ (3,228 ) $ 44,101 TruBridge 17,334 3,228 20,562 Costs of sales: System sales 21,739 (1,030 ) 20,709 TruBridge 9,973 1,214 11,187 Operating expenses: General and administrative 10,815 (184 ) 10,631 The following table provides the amounts reclassified for the nine months ended September 30, 2016 : (In thousands) As previously reported Reclassifications As reclassified Sales revenues: System sales $ 150,270 $ (8,741 ) $ 141,529 TruBridge 52,451 8,741 61,192 Costs of sales: System sales 68,968 (3,893 ) 65,075 TruBridge 29,414 4,464 33,878 Operating expenses: General and administrative 42,370 (571 ) 41,799 |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Allocation of Purchase Price | (In thousands) Purchase Price Cash consideration, net of acquired cash received $ 162,611 Fair value of common stock and options issued as consideration 97,017 Total consideration $ 259,628 The allocation of the purchase price paid for HHI was as follows: (In thousands) Purchase Price Allocation Acquired cash $ 5,371 Accounts receivable 5,789 Financing receivables 2,184 Inventories 216 Prepaid expenses 3,228 Property and equipment 1,263 Intangible assets 117,300 Goodwill 168,449 Accounts payable and accrued liabilities (17,490 ) Deferred taxes, net (4,010 ) Contingent consideration (1,620 ) Deferred revenue (15,681 ) Net assets acquired $ 264,999 |
PROPERTY AND EQUIPMENT PROPERTY
PROPERTY AND EQUIPMENT PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment was comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Land $ 2,848 $ 2,848 Buildings and improvements 9,432 9,432 Maintenance equipment 802 802 Computer equipment 5,639 5,174 Leasehold improvements 5,007 5,007 Office furniture and fixtures 3,591 3,591 Automobiles 335 335 27,654 27,189 Less: accumulated depreciation (15,695 ) (13,750 ) Property and equipment, net $ 11,959 $ 13,439 |
OTHER ACCRUED LIABILITIES (Tabl
OTHER ACCRUED LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Payables and Accruals [Abstract] | |
Other Accrued Liabilities | Other accrued liabilities was comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Salaries and benefits $ 3,673 $ 5,397 Severance 1,754 337 Commissions 666 518 Self-insurance reserves 934 887 Contingent consideration 1,192 1,120 Other 700 538 $ 8,919 $ 8,797 |
NET INCOME PER SHARE (Tables)
NET INCOME PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a calculation of the basic and diluted EPS for the Company's common stock, including a reconciliation between net income and net income attributable to common stockholders: Three Months Ended Nine Months Ended (In thousands, except per share data) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Net income $ 2,288 $ 1,599 $ 4,121 $ 1,932 Less: Net income attributable to participating securities (55 ) (24 ) (94 ) (8 ) Net income attributable to common stockholders $ 2,233 $ 1,575 $ 4,027 $ 1,924 Weighted average shares outstanding used in basic per common share computations 13,431 13,327 13,409 13,224 Add: Dilutive potential common shares — — — — Weighted average shares outstanding used in diluted per common share computations 13,431 13,327 13,409 13,224 Basic EPS $ 0.17 $ 0.12 $ 0.30 $ 0.15 Diluted EPS $ 0.17 $ 0.12 $ 0.30 $ 0.15 |
STOCK-BASED COMPENSATION STOCK-
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION(Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Total Stock-Based Compensation Expense | The following table details total stock-based compensation expense for the three and nine months ended September 30, 2017 and 2016 , included in the condensed consolidated statements of income: Three Months Ended Nine Months Ended (In thousands) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Costs of sales $ 492 $ 285 $ 1,235 $ 1,058 Operating expenses 1,562 861 3,786 2,965 Pre-tax stock-based compensation expense 2,054 1,146 5,021 4,023 Less: income tax effect (801 ) (447 ) (1,958 ) (1,569 ) Net stock-based compensation expense $ 1,253 $ 699 $ 3,063 $ 2,454 |
Summary of Restricted Stock Activity | A summary of restricted stock activity (including shares of restricted stock issued pursuant to the settlement of performance share awards) under the Plans during the nine months ended September 30, 2017 and 2016 is as follows: Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Shares Weighted-Average Shares Weighted-Average Nonvested restricted stock outstanding at beginning of period 184,885 $ 54.63 191,397 $ 57.12 Granted 222,390 32.87 86,984 52.21 Vested (99,184 ) 55.75 (91,038 ) 57.71 Nonvested restricted stock outstanding at end of period 308,091 $ 38.56 187,343 $ 54.55 |
Summary of Performance Share Award Activity | A summary of performance share award activity under the 2014 Incentive Plan during the nine months ended September 30, 2017 and 2016 is as follows, based on the target award amounts set forth in the performance share award agreements: Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Shares Weighted-Average Shares Weighted-Average Performance share awards outstanding at beginning of period 77,594 $ 49.64 49,471 $ 49.29 Granted 189,325 29.94 77,594 49.64 Forfeited or unearned (77,594 ) 49.64 (49,471 ) 49.29 Performance share awards outstanding at end of period 189,325 $ 29.94 77,594 $ 49.64 |
FINANCING RECEIVABLES FINANCING
FINANCING RECEIVABLES FINANCING RECEIVABLES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Receivables [Abstract] | |
Schedule of Components of Short Term Payment Plans | These receivables, collectively referred to as short-term payment plans and included in the current portion of financing receivables, were comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Second Generation Meaningful Use Installment Plans, gross $ 28 $ 3,080 Fixed Periodic Payment Plans, gross 3,232 1,988 Short-term payment plans, gross $ 3,260 $ 5,068 Less: allowance for losses (338 ) (1,796 ) Short-term payment plans, net $ 2,922 $ 3,272 |
Components of Lease Receivables | The components of these lease receivables were as follows at September 30, 2017 and December 31, 2016 : (In thousands) September 30, December 31, Sales-type leases, gross $ 19,619 $ 8,981 Less: allowance for losses (1,876 ) (402 ) Less: unearned income (1,925 ) (797 ) Sales-type leases, net $ 15,818 $ 7,782 |
Future Minimum Lease Payments to be Received | Future minimum lease payments to be received subsequent to September 30, 2017 are as follows: (In thousands) Years Ended December 31, 2017 $ 1,966 2018 5,080 2019 4,599 2020 3,607 2021 2,553 Thereafter 1,814 Total minimum lease payments to be received 19,619 Less: allowance for losses (1,876 ) Less: unearned income (1,925 ) Lease receivables, net $ 15,818 |
Allowance for Financing Credit Losses | The following table is a roll-forward of the allowance for financing credit losses for the nine months ended September 30, 2017 and year ended December 31, 2016 : (In thousands) Balance at Beginning of Period Provision Charge-offs Recoveries Balance at End of Period September 30, 2017 $ 2,198 $ 742 $ (726 ) $ — $ 2,214 December 31, 2016 $ 654 $ 1,762 $ (218 ) $ — $ 2,198 |
Analysis of Age of Financing Receivables Amounts | The following is an analysis of the age of financing receivables amounts (excluding short-term payment plans) that have been reclassified to trade accounts receivable and were past due as of September 30, 2017 and December 31, 2016 : (In thousands) 1 to 90 Days Past Due 91 to 180 Days Past Due 181 + Days Past Due Total Past Due September 30, 2017 $ 599 $ 80 $ 27 $ 706 December 31, 2016 $ 228 $ 31 $ 34 $ 293 |
Schedule of Financing Receivable Credit Quality Indicators | The table below categorizes customer financing receivable balances (excluding short-term payment plans), none of which are considered past due, based on the age of the oldest payment outstanding that has been reclassified to trade accounts receivable: (In thousands) September 30, December 31, Customer balances with amounts reclassified to trade accounts receivable that are: 1 to 90 Days Past Due $ 10,571 $ 6,167 91 to 180 Days Past Due 2,651 550 181 + Days Past Due 719 273 Total customer balances with past due amounts reclassified to trade accounts receivable $ 13,941 $ 6,990 Total customer balances with no past due amounts reclassified to trade accounts receivable 3,753 1,194 Total financing receivables with contractual maturities of one year or less 3,260 5,068 Less: allowance for losses (2,214 ) (2,198 ) Total financing receivables $ 18,740 $ 11,054 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL INTANGIBLE ASSETS AND GOODWILL (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Definite-lived Intangible Assets | Our purchased definite-lived intangible assets as of September 30, 2017 are summarized as follows: (In thousands) Customer Relationships Trademark Developed Technology Total Gross carrying amount $ 82,300 $ 10,900 $ 24,100 $ 117,300 Accumulated amortization (11,303 ) (1,469 ) (5,214 ) (17,986 ) Net intangible assets $ 70,997 $ 9,431 $ 18,886 $ 99,314 Weighted average remaining years of useful life 11 14 7 10 |
Schedule of Remaining Amortization of Definite-lived Intangible Assets | The following table represents the remaining amortization of definite-lived intangible assets as of September 30, 2017 : (In thousands) For the year ended December 31, 2017 $ 2,601 2018 10,406 2019 10,112 2020 10,106 2021 10,066 Due thereafter 56,023 Total $ 99,314 |
Schedule of Changes in the Carrying Amount of Goodwill | The following table sets forth the change in the carrying amount of goodwill by segment for the nine months ended September 30, 2017 : (In thousands) Acute Care EHR Post-acute Care EHR TruBridge Total Balance as of December 31, 2016 $ 97,095 $ 57,570 $ 13,784 $ 168,449 Goodwill acquired — — — — Balance as of September 30, 2017 $ 97,095 $ 57,570 $ 13,784 $ 168,449 |
LONG-TERM DEBT LONG-TERM DEBT (
LONG-TERM DEBT LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt was comprised of the following at September 30, 2017 and December 31, 2016 : (In thousands) September 30, 2017 December 31, 2016 Term loan facility $ 117,187 $ 121,875 Revolving credit facility 29,050 33,000 Capital lease obligation 641 861 Debt obligations 146,878 155,736 Less: unamortized debt issuance costs (2,383 ) (2,930 ) Debt obligation, net 144,495 152,806 Less: current portion (8,175 ) (5,817 ) Long-term debt $ 136,320 $ 146,989 |
Schedule of Annual Future Maturities of the Term Loan Facility and Revolving Credit Facility | Anticipated annual future maturities of the Previous Term Loan Facility, Previous Revolving Credit Facility, and capital lease obligation were as follows as of September 30, 2017 : (In thousands) 2017 $ 1,638 2018 9,690 2019 12,750 2020 15,625 2021 107,175 Thereafter — $ 146,878 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis | The following table summarizes the carrying amounts and fair values of certain liabilities at September 30, 2017 : Fair Value at September 30, 2017 Using Carrying Amount at Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands) 9/30/2017 (Level 1) (Level 2) (Level 3) Description Contingent consideration $ 1,192 $ — $ — $ 1,192 Total $ 1,192 $ — $ — $ 1,192 |
Carrying Amounts and Fair Values of Certain Assets and Liabilities | The following table summarizes the carrying amounts and fair values of certain liabilities at December 31, 2016 : Fair Value at December 31, 2016 Using Carrying Amount at Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands) 12/31/2016 (Level 1) (Level 2) (Level 3) Description Contingent consideration $ 1,120 $ — $ — $ 1,120 Total $ 1,120 $ — $ — $ 1,120 |
SEGMENT REPORTING SEGMENT REPOR
SEGMENT REPORTING SEGMENT REPORTING (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents a summary of the revenues and gross profits of our three operating segments for the three and nine months ended September 30, 2017 and 2016 : Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2017 2016 2017 2016 Revenues: Acute Care EHR $ 38,761 $ 37,596 $ 115,285 $ 121,090 Post-acute Care EHR 5,605 6,505 17,978 20,439 TruBridge 22,747 20,562 65,601 61,192 Total revenues $ 67,113 $ 64,663 $ 198,864 $ 202,721 Costs of sales: Acute Care EHR $ 17,068 $ 18,056 50,821 57,519 Post-acute Care EHR 1,764 2,653 5,800 7,556 TruBridge 12,806 11,187 36,326 33,878 Total costs of sales $ 31,638 $ 31,896 $ 92,947 $ 98,953 Gross profit: Acute Care EHR $ 21,693 $ 19,540 64,464 63,571 Post-acute Care EHR 3,841 3,852 12,178 12,883 TruBridge 9,941 9,375 29,275 27,314 Total gross profit $ 35,475 $ 32,767 $ 105,917 $ 103,768 Corporate operating expenses $ (29,853 ) (28,523 ) (92,614 ) (93,486 ) Other income 102 53 242 121 Interest expense (2,062 ) (1,717 ) (5,807 ) (4,828 ) Income before taxes $ 3,662 $ 2,580 $ 7,738 $ 5,575 |
BASIS OF PRESENTATION - Reclass
BASIS OF PRESENTATION - Reclassification (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Sales revenues: | ||||
System sales | $ 44,366 | $ 44,101 | $ 133,263 | $ 141,529 |
TruBridge | 22,747 | 20,562 | 65,601 | 61,192 |
Costs of sales: | ||||
System sales | 18,832 | 20,709 | 56,621 | 65,075 |
TruBridge | 12,806 | 11,187 | 36,326 | 33,878 |
Operating expenses: | ||||
General and administrative | $ 9,379 | 10,631 | $ 33,960 | 41,799 |
As previously reported | ||||
Sales revenues: | ||||
System sales | 47,329 | 150,270 | ||
TruBridge | 17,334 | 52,451 | ||
Costs of sales: | ||||
System sales | 21,739 | 68,968 | ||
TruBridge | 9,973 | 29,414 | ||
Operating expenses: | ||||
General and administrative | 10,815 | 42,370 | ||
Reclassifications | Revised Presentation | ||||
Sales revenues: | ||||
System sales | (3,228) | (8,741) | ||
TruBridge | 3,228 | 8,741 | ||
Costs of sales: | ||||
System sales | (1,030) | (3,893) | ||
TruBridge | 1,214 | 4,464 | ||
Operating expenses: | ||||
General and administrative | $ (184) | $ (571) |
BUSINESS COMBINATION (Details)
BUSINESS COMBINATION (Details) - Healthland Holding Inc. $ in Thousands | Jan. 08, 2016USD ($)facilitycustomershares | Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) |
Business Acquisition [Line Items] | |||
Number of customers | customer | 1,200 | ||
Cash consideration, net of acquired cash received | $ 162,611 | ||
Number of common shares transferred (in shares) | shares | 1,973,880 | ||
Number of stock options transferred (in shares) | shares | 174,972 | ||
Tax deductible amount of goodwill | $ 23,300 | ||
Gross contractual amount of accounts receivable | $ 9,400 | ||
General and administrative expenses | |||
Business Acquisition [Line Items] | |||
Acquisition related costs | $ 100 | $ 8,100 | |
Affiliated entity | Healthland, Inc. | |||
Business Acquisition [Line Items] | |||
Number of customers | customer | 350 | ||
Affiliated entity | American HealthTech, Inc. | |||
Business Acquisition [Line Items] | |||
Number of facilities | facility | 3,300 | ||
Affiliated entity | Rycan Technologies, Inc. | |||
Business Acquisition [Line Items] | |||
Number of customers | customer | 290 |
BUSINESS COMBINATION - Acquisit
BUSINESS COMBINATION - Acquisition Costs (Details) - Healthland Holding Inc. $ in Thousands | Jan. 08, 2016USD ($) |
Business Acquisition [Line Items] | |
Cash consideration, net of acquired cash received | $ 162,611 |
Fair value of common stock and options issued as consideration | 97,017 |
Total consideration | $ 259,628 |
BUSINESS COMBINATION - Allocati
BUSINESS COMBINATION - Allocation of Purchase Price (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Jan. 08, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 168,449 | $ 168,449 | |
Contingent consideration | $ (1,192) | $ (1,120) | |
Healthland Holding Inc. | |||
Business Acquisition [Line Items] | |||
Acquired cash | $ 5,371 | ||
Accounts receivable | 5,789 | ||
Financing receivables | 2,184 | ||
Inventories | 216 | ||
Prepaid expenses | 3,228 | ||
Property and equipment | 1,263 | ||
Intangible assets | 117,300 | ||
Goodwill | 168,449 | ||
Accounts payable and accrued liabilities | (17,490) | ||
Deferred taxes, net | (4,010) | ||
Contingent consideration | (1,620) | ||
Deferred revenue | (15,681) | ||
Net assets acquired | $ 264,999 |
REVENUE RECOGNITION (Detail)
REVENUE RECOGNITION (Detail) | 9 Months Ended |
Sep. 30, 2017 | |
Minimum | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |
System installation period | 21 days |
Maintenance contract term | 3 years |
Maximum | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |
System installation period | 28 days |
Maintenance contract term | 5 years |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 27,654 | $ 27,189 |
Less: accumulated depreciation | (15,695) | (13,750) |
Property and equipment, net | 11,959 | 13,439 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,848 | 2,848 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 9,432 | 9,432 |
Maintenance equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 802 | 802 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,639 | 5,174 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,007 | 5,007 |
Office furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,591 | 3,591 |
Automobiles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 335 | $ 335 |
OTHER ACCRUED LIABILITIES (Deta
OTHER ACCRUED LIABILITIES (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Salaries and benefits | $ 3,673 | $ 5,397 |
Severance | 1,754 | 337 |
Commissions | 666 | 518 |
Self-insurance reserves | 934 | 887 |
Contingent consideration | 1,192 | 1,120 |
Other | 700 | 538 |
Other accrued liabilities | $ 8,919 | $ 8,797 |
NET INCOME PER SHARE (Detail)
NET INCOME PER SHARE (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Aggregate target (in shares) | 189,325 | 189,325 | ||
Earnings Per Share, Basic and Diluted [Abstract] | ||||
Net income (loss) | $ 2,288 | $ 1,599 | $ 4,121 | $ 1,932 |
Less: Net income attributable to participating securities | (55) | (24) | (94) | (8) |
Net income attributable to common stockholders | $ 2,233 | $ 1,575 | $ 4,027 | $ 1,924 |
Weighted average shares outstanding used in basic per common share computations (in shares) | 13,431,000 | 13,327,000 | 13,409,000 | 13,224,000 |
Add: Dilutive potential common shares (in shares) | 0 | 0 | 0 | 0 |
Weighted average shares outstanding used in diluted per common share computations (in shares) | 13,431,000 | 13,327,000 | 13,409,000 | 13,224,000 |
Basic EPS (in dollars per share) | $ 0.17 | $ 0.12 | $ 0.30 | $ 0.15 |
Diluted EPS (in dollars per share) | $ 0.17 | $ 0.12 | $ 0.30 | $ 0.15 |
INCOME TAXES INCOME TAXES (Deta
INCOME TAXES INCOME TAXES (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate percentage | 37.50% | 38.00% | 46.70% | 65.30% |
Combined additional income tax expense from identification of nondeductible facilitative transaction costs and adjustments | $ 1.4 | |||
Percentage increase in income tax expense from identification of nondeductible facilitative transaction costs and adjustments | 25.30% | |||
Excess tax benefit | $ 1.1 | |||
Increase in effective tax rate percentage | 14.00% |
STOCK-BASED COMPENSATION - Tota
STOCK-BASED COMPENSATION - Total Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Pre-tax stock-based compensation expense | $ 2,054 | $ 1,146 | $ 5,021 | $ 4,023 |
Less: income tax effect | (801) | (447) | (1,958) | (1,569) |
Net stock-based compensation expense | 1,253 | 699 | 3,063 | 2,454 |
Unrecognized compensation cost related to non-vested stock-based compensation arrangements | 12,100 | $ 12,100 | ||
Period for recognition for which unrecognized compensation costs are expected to be recognized | 2 years 2 months | |||
Costs of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Pre-tax stock-based compensation expense | 492 | 285 | $ 1,235 | 1,058 |
Operating expenses | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Pre-tax stock-based compensation expense | $ 1,562 | $ 861 | $ 3,786 | $ 2,965 |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of Restricted Stock Activity (Detail) - Restricted Stock - $ / shares | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Shares | ||
Nonvested stock outstanding at beginning of period, shares | 184,885 | 191,397 |
Granted, shares | 222,390 | 86,984 |
Vested, shares | (99,184) | (91,038) |
Nonvested stock outstanding at end of period, shares | 308,091 | 187,343 |
Weighted-Average Grant Date Fair Value Per Share | ||
Nonvested stock outstanding at beginning of period, Weighted-Average Grant-Date Fair Value (in dollars per share) | $ 54.63 | $ 57.12 |
Granted, Weighted-Average Grant-Date Fair Value (in dollars per share) | 32.87 | 52.21 |
Vested, Weighted-Average Grant-Date Fair Value (in dollars per share) | 55.75 | 57.71 |
Nonvested stock outstanding at end of period, Weighted-Average Grant-Date Fair Value (in dollars per share) | $ 38.56 | $ 54.55 |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 1 year | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 5 years |
STOCK-BASED COMPENSATION - Su47
STOCK-BASED COMPENSATION - Summary of Performance Share Awards (Detail) - Performance Shares - $ / shares | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Shares | ||
Nonvested stock outstanding at beginning of period, shares | 77,594 | 49,471 |
Granted, shares | 189,325 | 77,594 |
Forfeited or unearned, shares | (77,594) | (49,471) |
Nonvested stock outstanding at end of period, shares | 189,325 | 77,594 |
Weighted-Average Grant Date Fair Value Per Share | ||
Nonvested stock outstanding at beginning of period, Weighted-Average Grant-Date Fair Value (in dollars per share) | $ 49.64 | $ 49.29 |
Granted, Weighted-Average Grant-Date Fair Value (in dollars per share) | 29.94 | 49.64 |
Forfeited or unearned, Weighted-Average Grant-Date Fair Value (in dollars per share) | 49.64 | 49.29 |
Nonvested stock outstanding at end of period, Weighted-Average Grant-Date Fair Value (in dollars per share) | $ 29.94 | $ 49.64 |
FINANCING RECEIVABLES - Additio
FINANCING RECEIVABLES - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2017 | |
Loans and Leases Receivable Disclosure [Line Items] | |
Maximum contractual term | 3 years |
Expected contractual term, less than | 1 year |
Expiration period of sales type lease | through 2,024 |
Minimum | |
Loans and Leases Receivable Disclosure [Line Items] | |
Financial receivable lease term | 2 years |
Maximum | |
Loans and Leases Receivable Disclosure [Line Items] | |
Financial receivable lease term | 7 years |
Second Generation Meaningful Use Installment Plans | |
Loans and Leases Receivable Disclosure [Line Items] | |
Maximum contractual term | 3 years |
Expected contractual term, less than | 1 year |
Fixed Periodic Payment Plans | Minimum | |
Loans and Leases Receivable Disclosure [Line Items] | |
Current financing receivable terms | 3 months |
Fixed Periodic Payment Plans | Maximum | |
Loans and Leases Receivable Disclosure [Line Items] | |
Current financing receivable terms | 12 months |
FINANCING RECEIVABLES - Short-T
FINANCING RECEIVABLES - Short-Term Payment Plans (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Loans and Leases Receivable Disclosure [Line Items] | ||
Short-term payment plans, net | $ 8,642 | $ 5,459 |
Second Generation Meaningful Use Installment Plans | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Short-term payment plans, gross | 28 | 3,080 |
Fixed Periodic Payment Plans | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Short-term payment plans, gross | 3,232 | 1,988 |
Short-Term Payment Plans | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Short-term payment plans, gross | 3,260 | 5,068 |
Less: allowance for losses | (338) | (1,796) |
Short-term payment plans, net | $ 2,922 | $ 3,272 |
FINANCING RECEIVABLES - Sales-T
FINANCING RECEIVABLES - Sales-Type Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Receivables [Abstract] | ||
Sales-type leases, gross | $ 19,619 | $ 8,981 |
Less: allowance for losses | (1,876) | (402) |
Less: unearned income | (1,925) | (797) |
Sales-type leases, net | $ 15,818 | $ 7,782 |
FINANCING RECEIVABLES - Future
FINANCING RECEIVABLES - Future Minimum Lease Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Receivables [Abstract] | ||
2,017 | $ 1,966 | |
2,018 | 5,080 | |
2,019 | 4,599 | |
2,020 | 3,607 | |
2,021 | 2,553 | |
Thereafter | 1,814 | |
Total minimum lease payments to be received | 19,619 | $ 8,981 |
Less: allowance for losses | (1,876) | (402) |
Less: unearned income | (1,925) | $ (797) |
Lease receivables, net | $ 15,818 |
FINANCING RECEIVABLES - Allowan
FINANCING RECEIVABLES - Allowance for Financing Credit Losses (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Allowance for Credit Losses on Financing Receivables [Roll Forward] | ||
Balance at Beginning of Period | $ 2,198 | $ 654 |
Provision | 742 | 1,762 |
Charge-offs | (726) | (218) |
Recoveries | 0 | 0 |
Balance at End of Period | $ 2,214 | $ 2,198 |
FINANCING RECEIVABLES - Analysi
FINANCING RECEIVABLES - Analysis of Age of Financing Receivables Amounts (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total Past Due | $ 706 | $ 293 |
1 to 90 Days Past Due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total Past Due | 599 | 228 |
91 to 180 Days Past Due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total Past Due | 80 | 31 |
181 Days Past Due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total Past Due | $ 27 | $ 34 |
FINANCING RECEIVABLES - Summary
FINANCING RECEIVABLES - Summary of Financing Receivables (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Financing Receivable, Recorded Investment, Past Due [Line Items] | |||
Total customer balances with past due amounts reclassified to trade accounts receivable | $ 13,941 | $ 6,990 | |
Total customer balances with no past due amounts reclassified to trade accounts receivable | 3,753 | 1,194 | |
Total financing receivables with contractual maturities of one year or less | 3,260 | 5,068 | |
Less: allowance for losses | (2,214) | (2,198) | $ (654) |
Total financing receivables | 18,740 | 11,054 | |
1 to 90 Days Past Due | |||
Financing Receivable, Recorded Investment, Past Due [Line Items] | |||
Total customer balances with past due amounts reclassified to trade accounts receivable | 10,571 | 6,167 | |
91 to 180 Days Past Due | |||
Financing Receivable, Recorded Investment, Past Due [Line Items] | |||
Total customer balances with past due amounts reclassified to trade accounts receivable | 2,651 | 550 | |
181 Days Past Due | |||
Financing Receivable, Recorded Investment, Past Due [Line Items] | |||
Total customer balances with past due amounts reclassified to trade accounts receivable | $ 719 | $ 273 |
INTANGIBLE ASSETS AND GOODWIL55
INTANGIBLE ASSETS AND GOODWILL - Definited-lived Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 117,300 | |
Accumulated amortization | (17,986) | |
Net intangible assets | $ 99,314 | $ 107,118 |
Weighted average remaining years of useful life | 10 years | |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 82,300 | |
Accumulated amortization | (11,303) | |
Net intangible assets | $ 70,997 | |
Weighted average remaining years of useful life | 11 years | |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 10,900 | |
Accumulated amortization | (1,469) | |
Net intangible assets | $ 9,431 | |
Weighted average remaining years of useful life | 14 years | |
Developed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 24,100 | |
Accumulated amortization | (5,214) | |
Net intangible assets | $ 18,886 | |
Weighted average remaining years of useful life | 7 years |
INTANGIBLE ASSETS AND GOODWIL56
INTANGIBLE ASSETS AND GOODWILL INTANGIBLE ASSETS AND GOODWILL (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,017 | $ 2,601 | |
2,018 | 10,406 | |
2,019 | 10,112 | |
2,020 | 10,106 | |
2,021 | 10,066 | |
Due thereafter | 56,023 | |
Net intangible assets | $ 99,314 | $ 107,118 |
INTANGIBLE ASSETS AND GOODWIL57
INTANGIBLE ASSETS AND GOODWILL - Schedule of Goodwill (Detail) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 168,449,000 |
Goodwill acquired | 0 |
Goodwill, ending balance | 168,449,000 |
Impairment to goodwill for the current period | 0 |
Operating Segments | Acute Care EHR | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 97,095,000 |
Goodwill acquired | 0 |
Goodwill, ending balance | 97,095,000 |
Operating Segments | Post-acute Care EHR | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 57,570,000 |
Goodwill acquired | 0 |
Goodwill, ending balance | 57,570,000 |
Operating Segments | TruBridge | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 13,784,000 |
Goodwill acquired | 0 |
Goodwill, ending balance | $ 13,784,000 |
LONG-TERM DEBT - Schedule of lo
LONG-TERM DEBT - Schedule of long-term debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Debt obligations | $ 146,878 | $ 155,736 |
Capital lease obligation | 641 | 861 |
Less: unamortized debt issuance costs | (2,383) | (2,930) |
Debt obligation, net | 144,495 | 152,806 |
Less: current portion | (8,175) | (5,817) |
Long-term debt | 136,320 | 146,989 |
Line of credit | ||
Debt Instrument [Line Items] | ||
Debt obligation, net | 146,878 | |
Line of credit | Term loan facility | ||
Debt Instrument [Line Items] | ||
Debt obligations | 117,187 | 121,875 |
Line of credit | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Debt obligations | $ 29,050 | $ 33,000 |
LONG-TERM DEBT LONG-TERM DEBT59
LONG-TERM DEBT LONG-TERM DEBT (Detail) | Jan. 08, 2016USD ($) | Sep. 30, 2017 |
Term loan facility | LIBOR rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.00% | |
Line of credit | ||
Debt Instrument [Line Items] | ||
Line of credit facility, incremental facility capacity | $ 50,000,000 | |
Prepayment amount from net cash proceeds of certain sales and dispositions (as a percent) | 100.00% | |
Prepayment amount from certain issuance of additional debt (as a percent) | 100.00% | |
Prepayment amount from net cash proceeds from certain issuances or sales of equity securities (as a percent) | 50.00% | |
Prepayment amount from net cash proceeds from certain issuances or sales of equity securities, step down (as a percent) | 0.00% | |
Leverage ratio, maximum allowed | 2.50 | |
Prepayment amount from excess cash flow (as a percent) | 50.00% | |
Prepayment amount from excess cash flow, step down (as a percent) | 0.00% | |
Line of credit | Term loan facility | ||
Debt Instrument [Line Items] | ||
Amount of credit facility | $ 125,000,000 | |
Amount outstanding under credit facility | $ 125,000,000 | |
Line of credit | Term loan facility | Federal funds rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Line of credit | Term loan facility | LIBOR rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.00% | |
Line of credit | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Amount of credit facility | $ 50,000,000 | |
Proceeds from line of credit | 25,000,000 | |
Line of credit | Swingline | ||
Debt Instrument [Line Items] | ||
Amount of credit facility | $ 5,000,000 |
LONG-TERM DEBT - Annual Future
LONG-TERM DEBT - Annual Future Maturities (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Debt obligation, net | $ 144,495 | $ 152,806 |
Line of credit | ||
Debt Instrument [Line Items] | ||
2,017 | 1,638 | |
2,018 | 9,690 | |
2,019 | 12,750 | |
2,020 | 15,625 | |
2,021 | 107,175 | |
Thereafter | 0 | |
Debt obligation, net | $ 146,878 |
FAIR VALUE (Detail)
FAIR VALUE (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ 1,192 | $ 1,120 |
Total financial liabilities | 1,192 | 1,120 |
(Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Total financial liabilities | 0 | 0 |
(Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Total financial liabilities | 0 | 0 |
(Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 1,192 | 1,120 |
Total financial liabilities | $ 1,192 | $ 1,120 |
SEGMENT REPORTING SEGMENT REP62
SEGMENT REPORTING SEGMENT REPORTING (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)segment | Sep. 30, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of operating segments | segment | 3 | |||
Total revenues | $ 67,113 | $ 64,663 | $ 198,864 | $ 202,721 |
Total costs of sales | 31,638 | 31,896 | 92,947 | 98,953 |
Total gross profit | 35,475 | 32,767 | 105,917 | 103,768 |
Corporate operating expenses | (29,853) | (28,523) | (92,614) | (93,486) |
Other income | 102 | 53 | 242 | 121 |
Interest expense | (2,062) | (1,717) | (5,807) | (4,828) |
Income before taxes | 3,662 | 2,580 | 7,738 | 5,575 |
Operating Segments | Acute Care EHR | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 38,761 | 37,596 | 115,285 | 121,090 |
Total costs of sales | 17,068 | 18,056 | 50,821 | 57,519 |
Total gross profit | 21,693 | 19,540 | 64,464 | 63,571 |
Operating Segments | Post-acute Care EHR | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 5,605 | 6,505 | 17,978 | 20,439 |
Total costs of sales | 1,764 | 2,653 | 5,800 | 7,556 |
Total gross profit | 3,841 | 3,852 | 12,178 | 12,883 |
Operating Segments | TruBridge | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 22,747 | 20,562 | 65,601 | 61,192 |
Total costs of sales | 12,806 | 11,187 | 36,326 | 33,878 |
Total gross profit | 9,941 | 9,375 | 29,275 | 27,314 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Corporate operating expenses | $ (29,853) | $ (28,523) | $ (92,614) | $ (93,486) |
SUBSEQUENT EVENTS (Detail)
SUBSEQUENT EVENTS (Detail) - USD ($) | Dec. 01, 2017 | Nov. 16, 2017 | Nov. 02, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Oct. 13, 2017 | Jan. 08, 2016 |
Subsequent Event [Line Items] | |||||||||
Dividends declared per common share (in dollars per share) | $ 0.30 | $ 0.34 | $ 0.75 | $ 1.62 | |||||
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Line of credit facility, current borrowing capacity | $ 175,000,000 | ||||||||
Amount of credit facility | 162,000,000 | ||||||||
Dividends payable, date declared | Nov. 2, 2017 | ||||||||
Dividends declared per common share (in dollars per share) | $ 0.10 | ||||||||
Dividends payable, date to be paid | Dec. 1, 2017 | ||||||||
Dividends payable, date of record | Nov. 16, 2017 | ||||||||
Line of credit | Term loan facility | |||||||||
Subsequent Event [Line Items] | |||||||||
Amount of credit facility | $ 125,000,000 | ||||||||
Line of credit | Term loan facility | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Amount of credit facility | 117,000,000 | ||||||||
Line of credit | Revolving credit facility | |||||||||
Subsequent Event [Line Items] | |||||||||
Amount of credit facility | $ 50,000,000 | ||||||||
Line of credit | Revolving credit facility | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Amount of credit facility | $ 45,000,000 |