HMS (HMSY) 10-Q10 Nov 142014 Q3 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
Document and Entity Information	Sep. 30, 2014	Nov. 03, 2014
Document and Entity Information	'	'
Entity Registrant Name	'HMS HOLDINGS CORP	'
Entity Central Index Key	'0001196501	'
Document Type	'10-Q	'
Document Period End Date	30-Sep-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Large Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	87,787,531
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q3	'

CONSOLIDATED_BALANCE_SHEETS

CONSOLIDATED BALANCE SHEETS (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Current assets:	'	'
Cash and cash equivalents	$120,193	$93,366
Accounts receivable, net of allowance for doubtful accounts of $979 and $916, and estimated allowance for appeals of $7,327 and $13,939 at September 30, 2014 and December 31, 2013, respectively	169,123	171,726
Prepaid expenses	10,276	12,942
Prepaid income taxes	'	6,792
Other current assets	2,678	489
Total current assets	302,270	285,315
Property and equipment, net	116,945	123,006
Goodwill	361,468	361,468
Intangible assets, net	79,740	95,312
Deferred financing costs, net	7,478	9,041
Other assets	4,335	4,460
Total assets	872,236	878,602
Current liabilities:	'	'
Accounts payable, accrued expenses and other liabilities	41,008	37,123
Acquisition related contingent consideration	534	945
Income taxes payable	9,841	'
Deferred tax liabilities	3,430	6,326
Estimated liability for appeals	34,915	41,852
Total current liabilities	89,728	86,246
Long-term liabilities:	'	'
Deferred rent	4,616	724
Revolving credit facility	197,796	232,796
Other liabilities	3,103	3,874
Deferred tax liabilities	46,492	52,523
Total long-term liabilities	252,007	289,917
Total liabilities	341,735	376,163
Commitments and contingencies (Note 7)	'	'
Shareholders' equity:	'	'
Preferred stock-$0.01 par value; 5,000,000 shares authorized; none issued	'	'
Common stock - $0.01 par value; 125,000,000 shares authorized; 94,288,648 shares issued and 87,762,343 shares outstanding at September 30, 2014; 93,826,453 shares issued and 87,300,148 shares outstanding at December 31, 2013	940	936
Capital in excess of par value	308,234	296,517
Retained earnings	266,341	250,000
Treasury stock, at cost: 6,526,305 shares at September 30, 2014 and at December 31, 2013	-45,014	-45,014
Total shareholders' equity	530,501	502,439
Total liabilities and shareholders' equity	$872,236	$878,602

CONSOLIDATED_BALANCE_SHEETS_Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
CONSOLIDATED BALANCE SHEETS	'	'
Accounts receivable, allowance for doubtful accounts (in dollars)	$979	$916
Accounts receivable, allowance for appeals (in dollars)	$7,327	$13,939
Preferred stock, par value (in dollars per share)	$0.01	$0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, shares authorized	125,000,000	125,000,000
Common stock, shares issued	94,288,648	93,826,453
Common stock, shares outstanding	87,762,343	87,300,148
Treasury stock, shares	6,526,305	6,526,305

CONSOLIDATED_STATEMENTS_OF_COM

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	'	'	'	'
Revenue	$113,796	$127,754	$331,064	$370,170
Cost of services:	'	'	'	'
Compensation	42,375	48,007	133,541	138,023
Data processing	9,825	9,688	29,223	27,974
Occupancy	4,467	4,363	13,115	13,766
Direct project costs	9,878	10,790	27,464	36,329
Other operating costs	6,810	6,035	18,208	20,325
Amortization of acquisition related software and intangibles	7,160	7,899	21,480	24,587
Total cost of services	80,515	86,782	243,031	261,004
Selling, general and administrative expenses	19,341	19,689	53,738	52,249
Total operating expenses	99,856	106,471	296,769	313,253
Operating income	13,940	21,283	34,295	56,917
Interest expense	-1,961	-2,318	-5,979	-10,097
Other income, net	'	'	'	799
Interest income	11	18	47	36
Income before income taxes	11,990	18,983	28,363	47,655
Income taxes	5,040	7,475	12,022	18,751
Net income and comprehensive income	$6,950	$11,508	$16,341	$28,904
Basic income per common share:	'	'	'	'
Net income per share-basic (in dollars per share)	$0.08	$0.13	$0.19	$0.33
Diluted income per common share	'	'	'	'
Net income per share-diluted (in dollars per share)	$0.08	$0.13	$0.19	$0.32
Weighted average common shares	'	'	'	'
Basic (in shares)	87,736	87,830	87,660	87,551
Diluted (in shares)	88,233	89,167	88,145	88,998

CONSOLIDATED_STATEMENTS_OF_SHA

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (USD $)	Common Stock [Member]	Additional Paid In Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Total
Balance at Dec. 31, 2013	$936,000	$296,517,000	$250,000,000	($45,014,000)	$502,439,000
Balance (in shares) at Dec. 31, 2013	93,826,453	'	'	6,526,305	'
Increase (Decrease) in Shareholders' Equity	'	'	'	'	'
Net income and comprehensive income	'	'	16,341,000	'	16,341,000
Stock-based compensation cost	'	9,095,000	'	'	9,095,000
Exercise of stock options	3,000	3,276,000	'	'	3,279,000
Exercise of stock options (in shares)	352,057	'	'	'	'
Vesting of restricted stock awards and units, net of shares withheld for employee tax	1,000	-1,129,000	'	'	-1,128,000
Vesting of restricted stock awards and units, net of shares withheld for employee tax (in shares)	110,138	'	'	'	'
Deferred tax reversal for unexercised stock options	'	-395,000	'	'	-395,000
Excess tax benefit from exercise of stock options	'	870,000	'	'	870,000
Balance at Sep. 30, 2014	$940,000	$308,234,000	$266,341,000	($45,014,000)	$530,501,000
Balance (in shares) at Sep. 30, 2014	94,288,648	'	'	6,526,305	'

CONSOLIDATED_STATEMENTS_OF_CAS

CONSOLIDATED STATEMENTS OF CASH FLOW (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013
Operating activities:	'	'
Net income and comprehensive income	$16,341	$28,904
Adjustments to reconcile net income to net cash provided by operating activities:	'	'
Depreciation and amortization of property and equipment	24,459	23,274
Amortization of intangibles	15,572	18,485
Amortization of deferred financing costs	1,563	2,556
Stock-based compensation expense	9,095	8,749
Excess tax benefit from exercised stock options	-870	-5,154
Deferred income taxes	-9,322	-6,178
Allowance for doubtful accounts	-6,549	8,454
Change in fair value of contingent consideration	17	23
Loss on disposal of fixed assets	191	186
Changes in operating assets and liabilities	'	'
Accounts receivable	9,152	-23,184
Prepaid expenses	2,666	1,175
Prepaid income taxes	7,662	4,160
Other current assets	-2,189	-89
Other assets	125	16
Income taxes payable	9,841	'
Accounts payable, accrued expenses and other liabilities	8,978	1,966
Estimated liability for appeals	-6,937	11,861
Net cash provided by operating activities	79,795	75,204
Investing activities:	'	'
Purchase of short-term investments	'	-21,460
Purchases of land, property and equipment	-16,594	-18,272
Investment in common stock	'	-500
Investment in capitalized software	-2,726	-2,951
Net cash used in investing activities	-19,320	-43,183
Financing activities:	'	'
Repayment of term loan	'	-8,750
Proceeds from revolving credit facility	'	4,046
Payment of financing fees related to revolving debt	'	-2,915
Repayment of revolving credit facility	-35,000	-60,000
Payments on contingent consideration	-428	'
Payments on capital lease obligations	-1,241	-1,291
Proceeds from exercise of stock options	3,279	7,381
Payments of tax withholdings on behalf of employees for net-share settlement for stock-based compensation	-1,128	-1,498
Excess tax benefit from exercised stock options	870	5,154
Net cash used in financing activities	-33,648	-57,873
Net increase (decrease) in cash and cash equivalents	26,827	-25,852
Cash and cash equivalents at beginning of year	93,366	135,227
Cash and cash equivalents at end of year	120,193	109,375
Supplemental disclosure of cash flow information:	'	'
Cash paid for income taxes	3,541	24,090
Cash paid for interest	4,438	7,666
Supplemental disclosure of noncash activities:	'	'
Accrued property and equipment purchases	974	1,040
Equipment purchased through capital leases	$20	$2,401

Basis_of_Presentation_and_Summ

Basis of Presentation and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2014
Basis of Presentation and Summary of Significant Accounting Policies	'
Basis of Presentation and Summary of Significant Accounting Policies	'
	1.Basis of Presentation and Summary of Significant Accounting Policies

	Basis of Presentation

	The accompanying unaudited consolidated financial statements of HMS Holdings Corp., its subsidiaries and its affiliates (“we,” “our,” “us”) have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”), for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments necessary for a fair presentation of our financial position at September 30, 2014, the results of our operations for the three and nine months ended September 30, 2014 and 2013 and cash flows for the nine months ended September 30, 2014 and 2013. Interim unaudited financial statements are prepared on a basis consistent with our annual financial statements. The financial statements included herein should be read in conjunction with the financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2013, which we refer to as our Annual Report. There have been no significant changes in critical accounting policies since December 31, 2013.

	The preparation of our unaudited consolidated financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, primarily accounts receivable, intangible assets, accrued expenses, estimated allowance for appeals and estimated liability for appeals, the disclosure of contingent liabilities at the date of the unaudited consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Our actual results could differ from those estimates.

	These unaudited consolidated financial statements include our accounts and transactions and those of our wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

	Certain reclassifications were made to prior period amounts to conform to the current period presentation.

	Summary of Significant Accounting Policies

	As of September 30, 2014, we have accrued an estimated liability for appeals and estimated allowance for appeals based on our historical experience with this activity under our clients’ contracts. At this time, we do not believe that we face a risk of significant loss in excess of the amounts accrued. Accordingly, we believe that an estimate of any possible loss in excess of the amounts accrued is immaterial. Any future changes to any of our client contracts, including further modifications to the transition plan for incumbent Medicare recovery audit contractors, may require us to apply different assumptions that could affect our estimated liability for future periods. We similarly accrue an allowance against accounts receivable related to fees yet to be collected, based on the same estimates used to establish the estimated liability for appeals of fees received. Our inability or failure to correctly estimate or accrue the estimated liabilities and allowance for appeals or accounts receivable could adversely affect our revenue in current or future periods.

	Estimated liability for appeals and estimated allowance for appeals, and allowance for doubtful accounts, as of September 30, 2014 are as follows:

	Estimated liability for appeals and estimated allowance for appeals (*in thousands*):

	Balance, December 31, 2012		$	34,426
	Provision		41,076
	Appeals found in providers’ favor		(19,711		)
	Balance, December 31, 2013		55,791		*
	Provision		14,124
	Appeals found in providers’ favor		(27,673		)
	Balance, September 30, 2014		$	42,242	*


	*Includes $7,327 and $13,939 related to estimated allowance for appeals that apply to uncollected accounts receivable as of September 30, 2014 and December 31, 2013, respectively.

	Allowance for doubtful accounts (*in thousands*):

	Balance, December 31, 2012		$	830
	Provision		718
	Recoveries		(42		)
	Charge-offs		(590		)
	Balance, December 31, 2013		916
	Provision		500
	Recoveries		(17		)
	Charge-offs		(420		)
	Balance, September 30, 2014		$	979

	Our financial instruments are categorized into a three-level fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority level input that is significant to the fair value measurement of the instrument. In the event the fair value is not readily available or determinable, the financial instrument is carried at cost and referred to as a cost method investment. The evaluation of whether an investment’s fair value is less than cost is determined by using a disclosed fair value estimate, if one is available, otherwise, it is determined by evaluating whether an event or change in circumstances has occurred that may have a significant adverse effect on the fair value of the investment (an impairment indicator). We are not aware of any identified events or change in circumstances that would have a significant adverse effect on the carrying value of our cost method investments. Financial instruments recorded at fair value on our unaudited consolidated balance sheets are categorized as follows:

		·		Level 1: Observable inputs such as quoted prices in active markets;
		·		Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
		·		Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

	The following table summarizes the changes in Level 3 instruments during the nine months ended September 30, 2014:

	Acquisition related contingent consideration		(in thousands)
	Fair value at December 31, 2013		$	945
	Payments on contingent consideration		(428		)
	Change in fair value of contingent consideration		17
	Fair value at September 30, 2014		$	534

	Goodwill, representing the excess of acquisition costs over the fair value of assets and liabilities of acquired businesses, is subject to a periodic assessment for impairment in accordance with Accounting Standards Codification (“ASC”) 350—Intangibles, Goodwill and Other. We assess goodwill for impairment on an annual basis as of June 30 of each year or more frequently if an event occurs or changes in circumstances would more likely than not reduce the fair value of a reporting unit below its carrying amount. Our assessment of goodwill impairment is at the HMS Holdings Corp. entity level as we operate as a single reporting unit.

	We have the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred.

	If we can support the conclusion that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, then we would not need to perform the two-step impairment test for that reporting unit.

If we cannot support such a conclusion, or we do not elect to perform the qualitative assessment, then the first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill.

In the prior year, we performed our impairment testing for goodwill using the two step approach.

In the current period, we performed a qualitative assessment to determine if an impairment is more likely than not to have occurred and there was no impairment of goodwill identified. There are no impairment charges related to goodwill for any of the fiscal periods presented.

The carrying amounts for our cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value due to their short-term nature.

Recently Issued Accounting Pronouncements

On March 31, 2014, the New York Bank and Corporate Franchise Tax Reform was enacted. Under this new law, banks and general corporations will be subject to a substantially revised Article 9-A franchise tax. Substantive changes to the 9-A franchise tax include, but are not limited to, new economic nexus standards, reduced corporate franchise tax rates for general corporations and qualified manufacturers, revised apportionment provisions, and new rules for when unitary combined reporting is required. As required by ASC 740-10-25-48, the effects of a change in the tax law shall be recognized as of the date of enactment. The adoption of this guidance did not have a material effect on our unaudited consolidated financial statements.

In May 2014, the Financial Accounting Standards Board (“FASB”) issued an ASU that amends the FASB ASC by creating a new Topic 606, Revenue from Contracts with Customers. The new guidance will supersede the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance on revenue recognition throughout the Industry Topics of the Codification.

The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps:

Step 1: Identify the contract(s) with a customer.
Step 2: Identify the performance obligations in the contract.
Step 3: Determine the transaction price.
Step 4: Allocate the transaction price to the performance obligations in the contract.
Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.

In addition, an entity should disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue, and cash flows arising from contracts with customers.

The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. This amendment is to be either retrospectively adopted to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this ASU recognized at the date of initial application. We are currently evaluating the impact of the adoption of this guidance to our unaudited consolidated financial statements.

In June 2014, FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period is treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 is effective for annual reporting periods beginning after December 15, 2015, with early adoption permitted. The adoption of this guidance will not have a material effect on our unaudited consolidated financial statements.

Intangible_Assets

Intangible Assets	9 Months Ended
Intangible Assets	Sep. 30, 2014
Intangible Assets	'
Intangible Assets	'
	2.Intangible Assets

	Intangible assets consisted of the following at September 30, 2014 and December 31, 2013 (in thousands):

		September 30,			December 31,			Useful Life
		2014			2013			Useful Life
	Client relationships	$	102,755		$	102,755		5-10 years
	Restrictive covenants	18,300			18,300			3-7 years
	Trade name	17,312			19,532			3-5 years
		138,367			140,587

	Less: Accumulated amortization	(58,627		)	(45,275		)
	Intangible assets, net	$	79,740		$	95,312

	Estimated amortization expense for intangible assets is expected to approximate the following (in thousands):

	Year Ending December 31,
	Remainder of 2014	$ 5,161
	2015	20,270
	2016	19,934
	2017	16,613
	2018	15,992
	Thereafter	1,770

	For the three and nine months ended September 30, 2014, amortization expense related to intangible assets was $5.2 million and $15.6 million, respectively. For the three and nine months ended September 30, 2013, amortization expense related to intangible assets was $5.9 million and $18.6 million, respectively.

Income_Taxes

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2014
Income Taxes	'
Income Taxes	'
	3.Income Taxes

	Our effective tax rate increased to 42.4% for the nine months ended September 30, 2014 from 39.4% for the nine months ended September 30, 2013, primarily due to changes in state apportionments and permanent differences, including the aforementioned change in the New York State Franchise Tax. See Note 1, Basis of Presentation and Summary of Significant Accounting Policies. The principal differences between the statutory rate and our effective rate are state taxes and permanent differences.

	During the nine months ended September 30, 2014 and 2013, we recorded excess income tax benefits of $0.9 million and $5.2 million, respectively, from the exercise of stock options by reducing income tax payable and increasing capital.

	As of September 30, 2014 and 2013, the total amount of unrecognized tax benefits was approximately $1.6 million and $1.4 million, respectively, of which approximately $1.1 million and $0.9 million, respectively (net of the federal benefit for state issues) of unrecognized tax benefits that, if recognized, would favorably affect our future effective tax rate. As of September 30, 2014 and 2013, the accrued liability for interest expense and penalties related to unrecognized tax benefits was $0.3 million and $0.2 million, respectively. We include interest expense and penalties in the provision for income taxes in the unaudited consolidated statements of comprehensive income. The amount of interest expense (net of federal and state income tax benefits) and penalties in the unaudited consolidated statements of comprehensive income for the nine months ended September 30, 2014 and 2013 were immaterial. We do not expect any significant change in unrecognized tax benefits during the next twelve months.

	We file income tax returns with the U.S. Federal Government and various state jurisdictions. We are no longer subject to U.S. Federal income tax examinations for years before 2010. We operate in a number of state and local jurisdictions, most of which have never audited our records. Accordingly, we are subject to state and local income tax examinations based upon the various statutes of limitations in each jurisdiction.

Credit_Agreement

Credit Agreement	9 Months Ended
	Sep. 30, 2014
Credit Agreement	'
Credit Agreement	'
	4.Credit Agreement

	In connection with our acquisition of HealthDataInsights (“HDI”) in 2011, we entered into a five-year, revolving and term-secured credit agreement, which we refer to as the 2011 Credit Agreement, with certain financial institutions and Citibank, N.A. as Administrative Agent. In May 2013, we amended and restated the 2011 Credit Agreement and entered into a $500.0 million, five-year, amended and restated revolving credit agreement, which we refer to as the 2013 Credit Agreement. During the nine months ended September 30, 2014 and 2013, we made principal repayments of $35.0 million and $60.0 million, respectively, against our revolving credit facility. During the nine months ended September 30, 2013, we received proceeds from our revolving credit facility of $4.0 million and made principal repayments of $8.8 million against our term loan. The $197.8 million principal balance of our revolving credit facility is due in May 2018.

	The 2013 Credit Agreement provides for an initial $500.0 million revolving credit facility, and, under specified circumstances, the revolving credit facility can be increased or one or more incremental term loan facilities can be added, provided that the incremental credit facilities do not exceed in the aggregate the sum of (a) $75.0 million plus (b) an additional amount not less than $25.0 million, so long as our total secured leverage ratio, calculated giving pro forma effect to the requested incremental borrowing and other customary and appropriate pro forma adjustment events, including any permitted acquisitions, is no greater than 2.5:1.0.

	The 2013 Credit Agreement contains certain customary representations and warranties, affirmative and negative covenants, and events of default. The 2013 Credit Agreement requires us to comply, on a quarterly basis, with certain principal financial covenants, including a maximum consolidated leverage ratio reducing from 3.50:1.00 to 3.25:1.00 over the next four years and a minimum interest coverage ratio of 3.00:1.00. As of September 30, 2014, we were in compliance with all of the terms of the 2013 Credit Agreement.

	The interest rate applicable to the revolving credit facility are, at our option, either (a) the LIBOR multiplied by the statutory reserve rate plus an interest margin ranging from 1.50% to 2.25% based on our consolidated leverage ratio, or (b) a base rate (which is equal to the greatest of (a) Citibank’s prime rate, (b) the federal funds effective rate plus 0.50% and (c) the one-month LIBOR plus 1.00% plus an interest margin ranging from 0.50% to 1.25% based on our consolidated leverage ratio). The interest rate related to the revolving credit facility as of September 30, 2014 was 2.0%. We pay an unused commitment fee on the revolving credit facility during the term of the 2013 Credit Agreement ranging from 0.375% to 0.50% per annum based on our consolidated leverage ratio.

	Our obligations under the 2013 Credit Agreement may be accelerated upon the occurrence of an event of default, which includes customary events of default including, without limitation, payment defaults, failures to perform affirmative covenants, failure to refrain from actions or omissions prohibited by negative covenants, the inaccuracy of representations or warranties, cross-defaults, bankruptcy and insolvency related defaults, defaults relating to judgments, defaults due to certain ERISA related events and a change of control default.

	Borrowings under the 2013 Credit Agreement were used to refinance the outstanding principal and unpaid interest of $323.8 million and $1.1 million, respectively, under the term loan facility of the 2011 Credit Agreement. We paid lender fees of $2.9 million in connection with amending and restating the 2011 Credit Agreement.

	The interest expense on our revolving credit facility and commitment fees on the unused portion is as follows (in thousands):

		Three months ended				Nine months ended
		September 30,				September 30,
		2014		2013		2014		2013
	Interest expense	$	1,011	$	1,757	$	3,175	$	6,712
	Commitment fees	$	380	$	255	$	1,085	$	548

	At September 30, 2014 and December 31, 2013, the unamortized balance of deferred lender fees and debt issue costs were $7.5 million and $9.0 million, respectively. For the three months ended September 30, 2014 and 2013, we amortized $0.5 million and $0.2 million, respectively, of interest expense related to our deferred lender fees and debt issue costs. For the nine months ended September 30, 2014 and 2013, we amortized $1.6 million and $2.6 million, respectively, of interest expense related to our deferred lender fees and debt issue costs.

Earnings_per_Share

Earnings per Share	9 Months Ended
	Sep. 30, 2014
Earnings per Share	'
Earnings per Share	'
	5.Earnings Per Share

	Basic income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted income per share is calculated by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding during the period. Our dilutive common share equivalents consist of stock options and restricted stock awards and units.

	The following table reconciles the basic to diluted weighted average common shares outstanding using the treasury stock method (in thousands, except per share data):

		Three months ended				Nine months ended
		September 30,				September 30,
	Basic and diluted	2014		2013		2014		2013
	Net income	$	6,950	$	11,508	$	16,341	$	28,904

	Weighted average common shares outstanding, basic	87,736		87,830		87,660		87,551
	Plus: net effect of dilutive stock options	272		1,146		293		1,268
	Plus: net effect of dilutive restricted stock awards and units	225		191		192		179
	Weighted average common shares outstanding, diluted	88,233		89,167		88,145		88,998
	Income per common share - Basic	$	0.08	$	0.13	$	0.19	$	0.33
	Income per common share - Diluted	$	0.08	$	0.13	$	0.19	$	0.32

	For the three months ended September 30, 2014 and 2013, 2,251,303 and 1,249,399 stock options, respectively, and 2,367 and 178,421 restricted stock units, respectively, were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive. For the nine months ended September 30, 2014 and 2013, 2,395,158 and 1,375,604 stock options, respectively, and 79,947 and 106,194 restricted stock units, respectively, were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive.

StockBased_Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2014
Stock-Based Compensation	'
Stock-Based Compensation	'
	6.Stock-Based Compensation

	Total stock-based compensation expense charged as a selling, general and administrative expense in our unaudited consolidated statements of comprehensive income related to our stock compensation plans was $2.9 million and $2.6 million for the three months ended September 30, 2014 and September 30, 2013, respectively, and $9.1 million and $8.7 million for the nine months ended September 30, 2014 and September 30, 2013, respectively.

	Stock Options

	Presented below is a summary of our stock option activity for the nine months ended September 30, 2014 (in thousands, except for weighted average exercise price and weighted average remaining contractual terms):


			Shares		Weighted			Weighted	Aggregate
					Average			Average	Intrinsic
					Exercise			Remaining	Value
					Price			Contractual
								Terms
	Outstanding at December 31, 2013		4,273		$	17.53		4.86	$	27,099
	Granted		193		20.17
	Exercised		(297	)	9.31
	Forfeited		(254	)	23.4
	Expired		(167	)	22.27
	Outstanding at September 30, 2014		3,748		17.78			4.31	15,613
	Expected to vest at September 30, 2014		1,796		22.72			5.86	402
	Exercisable at September 30, 2014		1,910		$	13.02		2.82	$	15,198

	For awards subject to service-based vesting conditions, we recognize stock-based compensation expense, net of estimated forfeitures, equal to the grant date fair value of stock options on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to both performance and service-based vesting conditions, we recognize stock-based compensation expense using the straight-line recognition method when it is probable that the performance condition will be achieved. Forfeitures are required to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

	The fair value of each option grant with service-based vesting conditions was estimated using the Black-Scholes pricing models. The performance share awards granted in 2013 are market condition awards as attainment is based on the performance of our common stock for the relevant performance period. These awards were valued on the date of grant using a Monte Carlo simulation model (a binomial lattice-based valuation model).

	Expected volatilities are calculated based on the historical volatility of our common stock. Management monitors stock option exercises and employee termination patterns to estimate forfeiture rates within the valuation model. Separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The expected holding period of options represents the period of time that options granted are expected to be outstanding. The expected terms of options granted are based on our historical experience for similar types of stock option awards. The risk-free interest rate is based on U.S. Treasury Notes.

	The weighted average grant date fair value per share of the stock options granted during the nine months ended September 30, 2014 and 2013 was $7.24 and $7.27, respectively. We estimated the fair value of each stock option grant on the date of grant using a Black-Scholes option-pricing model and the weighted average assumptions set forth in the following table:

			Nine months ended
			September 30,
			2014		2013
	Expected dividend yield		—		—
	Risk-free interest rate		1.56%		0.67%
	Expected volatility		38.11%		40.05%
	Expected life		4.81 years		4.47 years

	During the three months ended September 30, 2014 and 2013, we issued 36,016 shares and 0.2 million shares, respectively, of our common stock upon the exercise of outstanding stock options and received proceeds of $0.1 million and $1.1 million, respectively.

	For the three months ended September 30, 2014 and 2013, stock-based compensation expense for stock options was $1.7 million and approximately $1.3 million, respectively.

	We recognized excess income tax benefit of approximately $17,000 and $0.9 million from the exercise of stock options in our unaudited consolidated statements of comprehensive income for the three months ended September 30, 2014 and 2013, respectively.

	The total intrinsic value of options exercised (the difference in the market price of our common stock on the exercise date and the price paid by the optionee to exercise the option) during the three months ended September 30, 2014 and 2013 was approximately $0.6 million and $3.1 million, respectively.

	During the nine months ended September 30, 2014 and 2013, we issued 0.3 million shares and 0.9 million shares, respectively, of our common stock upon the exercise of outstanding stock options and received proceeds of $3.3 million and $7.4 million, respectively.

	For the nine months ended September 30, 2014 and 2013, stock-basedtti compensation expense for stock options was $5.3 million and $4.9 million, respectively.

	We recognized excess income tax benefit of $0.9 million and $5.2 million from the exercise of stock options in our unaudited consolidated statements of comprehensive income for the nine months ended September 30, 2014 and 2013, respectively.

	The total intrinsic value of options exercised during the nine months ended September 30, 2014 and 2013 was $3.9 million and $17.0 million, respectively.

	As of September 30, 2014, there was $9.9 million of total unrecognized compensation cost, adjusted for estimated forfeitures, related to stock options outstanding, which is expected to be recognized over a weighted average period of 1.2 years.

	Restricted Stock Units

	Our non-employee members of the Board and certain employees have received restricted stock units under our 2006 Stock Plan, as amended (the “2006 Stock Plan”). The fair value of restricted stock units is estimated based on the closing sale price of our common stock on the NASDAQ Global Select Market on the date of issuance. The total number of restricted stock units expected to vest is adjusted by estimated forfeiture rates. Shares withheld to pay taxes upon the vesting of restricted stock units are retired.

	For the three months ended September 30, 2014, we granted 14,518 restricted stock units with an aggregate fair market value of $0.3 million.

For each of the three months ended September 30, 2014 and 2013, stock-based compensation expense for restricted stock units was $1.2 million.

For the nine months ended September 30, 2014, we granted 261,282 restricted stock units with an aggregate fair market value of $5.3 million.

For the nine months ended September 30, 2014 and 2013, stock-based compensation expense for restricted stock units was $3.7 million and $3.3 million, respectively.

At September 30, 2014, 601,068 restricted stock units remained unvested and there was $10.0 million of unamortized compensation cost related to these restricted stock units, which is expected to be recognized over the remaining weighted average vesting period of 1.5 years.

A summary of the status of our restricted stock units and of changes in restricted stock units outstanding under the 2006 Stock Plan for the nine months ended September 30, 2014 is as follows (in thousands, except for weighted average grant date fair value per unit):

		Number		Weighted Average			Aggregate
		of		Grant Date Fair			Intrinsic
		Units		Value per Unit			Value
Outstanding balance at December 31, 2013		636		$	25.5		$	14,429
Granted		261		20.21
Vesting of restricted stock units, net of shares withheld for taxes		(45	)	25.6
Shares withheld for taxes		(25	)	25.6
Forfeitures		(131	)	25.04
Outstanding balance at September 30, 2014		696		$	23.56		$	13,112

Restricted Stock Awards

In February 2009, certain executive officers received a grant of restricted stock awards under the 2006 Stock Plan, which vested in full in February 2014. The vesting of these restricted stock awards was subject to the executive officers’ continued employment with us and the recipients of these awards were not required to provide us with any consideration other than rendering service. The stock-based compensation expense for restricted stock awards is determined based on the closing market price of our common stock on the grant date of the awards applied to the total number of awards that are anticipated to fully vest. Shares withheld to pay taxes are retired upon the vesting of the restricted stock awards.

For the three months ended September 30, 2014, we did not issue restricted stock awards. For the three months ended September 30, 2013, stock-based compensation expense for restricted stock awards was $0.1 million.

For the nine months ended September 30, 2014 and 2013, stock-based compensation expense for restricted stock awards was $0.1 million and $0.5 million, respectively.

A summary of the status of our restricted stock awards at September 30, 2014 and of changes in restricted stock awards outstanding under the 2006 Stock Plan for the nine months ended September 30, 2014 is as follows (in thousands, except for weighted average grant date fair value per share):

		Shares		Weighted Average			Aggregate
				Grant Date Fair			Intrinsic
				Value per Share			Value
Outstanding balance at December 31, 2013		82		$	10.42		$	1,851
Granted		—		—
Vesting of restricted stock awards		(54	)	10.42
Shares withheld for payment of taxes upon vesting of restricted stock awards		(28	)	10.42
Forfeitures		—		—
Outstanding balance at September 30, 2014		—		$	—		$	—

The total fair value of restricted stock awards vested during the nine months ended September 30, 2014 was $0.9 million.

Commitments_and_Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2014
Commitments and Contingencies	'
Commitments and Contingencies	'
	7.Commitments and Contingencies

	Litigation

	From time to time, we may be subject to investigations, legal proceedings and other disputes arising in the ordinary course of our business, including but not limited to regulatory audits, billing and contractual disputes and employment-related matters. We record accruals for outstanding legal matters when we believe it is probable that a loss will be incurred and the amount can be reasonably estimated. We evaluate, on a quarterly basis, developments in legal matters that could affect the amount of any accrual and developments that would make a loss contingency both probable and reasonably estimable. If a loss contingency is not both probable and estimable, we do not establish an accrued liability. None of our accruals for outstanding legal matters are material in the aggregate to our financial position.

	Our contractual relationships, including those with Federal and State Government entities, subject our operations, billing and business practices to scrutiny and audit, including by multiple agencies and levels of government, as well as to frequent transitions and changes in the personnel responsible for oversight of our contractual performance. From time to time, we may have contractual disputes with our clients arising from differing interpretations of contractual provisions that define our rights, obligations, scope of work or terms of payment, and with associated claims of liability for inaccurate or improper billing for reimbursement of contract fees, or for sanctions or damages for alleged performance deficiencies. Resolution of such disputes may involve litigation or may require that we accept some amount of loss or liability in order to avoid client abrasion, negative marketplace perceptions and other disadvantageous results that could impact our business, results of operations and financial condition.

	Kern Health Systems: In the Superior Court of the State of California, County of Los Angeles, Kern Health Systems (“KHS” or “Plaintiff”) had sought to recover in excess of $7.0 million exclusive of interest, attorney fees and costs, against Allied Management Group Special Investigation Unit, Inc. (“AMG”), Dennis Demetre, and Lori Lewis (collectively, “Defendants”), jointly and severally, on causes of action for breach of contract, professional negligence, intentional misrepresentation, negligent misrepresentation and unfair business practices under California Business and Professions Code. On June 9, 2014, the jury issued its verdict in favor of all Defendants, and against KHS, on all causes of action except negligent misrepresentation. On that cause of action, the jury issued a verdict against all Defendants, jointly and severally, in the sum of $1.38 million. The negligent misrepresentation verdict was based on representations to KHS allegedly made by AMG and former owner Dennis Demetre in the spring of 2008, prior to our acquisition of AMG. We believe that the jury erroneously awarded damages based on an error inasmuch as the jury unanimously found that Defendants (through Demetre) made the negligent misrepresentation to KHS while having reasonable grounds for believing the representation to be true. Based on the jury’s verdict, we believe we are properly characterized as the prevailing party on the breach of contract claim. AMG has filed an appeal of the verdict and is seeking to recover its attorney fees and costs in the sum of approximately $2.3 million. We have not recorded an obligation on this matter at this time, as we are in the process of appealing this decision and believe it is probable that we will prevail on the appeal of this matter, although there are risks and uncertainties related to any litigation, including appeals, and neither we nor counsel are guarantors of litigation results. Pending the appeal process, we were required to obtain a surety bond in the amount of 150% of the final judgment amount, or approximately $2.2 million, which was collateralized by a cash deposit and is reflected in Other current assets on our unaudited consolidated balance sheet at September 30, 2014.

	Dennis Demetre and Lori Lewis: In July 2012, two of AMG’s former owners, Dennis Demetre and Lori Lewis filed an action in the Supreme Court of the State of New York, claiming an yet undetermined amount of damages alleging that various actions unlawfully deprived Demetre and Lewis of the acquisition earn-out portion of the purchase price of AMG under the applicable Stock Purchase Agreement (the “SPA”) and that we had breached certain contractual provisions under the SPA. Demetre and Lewis filed a second amended complaint with two causes of action for breach of contract. We filed a counter claim for breach of contract arising out of Demetre’s and Lewis’s failure to indemnify us for costs, including attorney fees arising out of our defense of the KHS action described above and for fraud arising out of Demetre’s and Lewis’s misrepresentations concerning capabilities of their software platform. We believe we have a meritorious defense and will continue to defend this matter vigorously, although there are risks and uncertainties related to any litigation.

	Lease Commitments

	On February 27, 2014, we entered into a lease agreement with an initial term of 121 months with New Russell One, LLC for 63,922 square feet of office space at The Gramercy in Las Vegas, Nevada. The lease term commenced on April 1, 2014.

	We may elect to extend the lease term for up to two separate and successive five-year periods at a base rent equal to 95% of the fair market value of the rent at the time of our election. We may terminate the lease on (i) the last day of the 75th month of the initial lease term, or (ii) the last day of the 99th month of the initial lease term, in each case, upon nine months prior notice.

	Our total obligation for this lease is $16.1 million over its term and includes a tenant improvement allowance of $4.0 million. The base rent and our share of direct expenses will be abated for the first 13 months of the lease term.

	On April 2, 2014, we obtained a surety bond with a notional amount of $6.1 million for purposes of guaranteeing payment to subcontractors for improvements to the office space. A one-time fee of approximately $67,000 was paid for the surety bond.

	Letter of Credit

	As part of our contractual agreement with one client, we have an outstanding irrevocable Letter of Credit for $4.6 million, which we established against our existing revolving credit facility.

Subsequent_Events

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2014
Subsequent Events	'
Subsequent Events	'
	8.Subsequent Events

	On November 3, 2014, the Compensation Committee of the Board of Directors approved November 12, 2014 grants of stock option awards and restricted stock units to employees and directors. The stock options and restricted stock units vest over a range of 1 to 4 years. We estimate the fair value of these grants to be $11.2 million, utilizing the method and assumptions set forth in Note 6, Stock-Based Compensation.

Basis_of_Presentation_and_Summ1

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2014
Basis of Presentation and Summary of Significant Accounting Policies	'
Recently Issued Accounting Pronouncements	'
	Recently Issued Accounting Pronouncements

	On March 31, 2014, the New York Bank and Corporate Franchise Tax Reform was enacted. Under this new law, banks and general corporations will be subject to a substantially revised Article 9-A franchise tax. Substantive changes to the 9-A franchise tax include, but are not limited to, new economic nexus standards, reduced corporate franchise tax rates for general corporations and qualified manufacturers, revised apportionment provisions, and new rules for when unitary combined reporting is required. As required by ASC 740-10-25-48, the effects of a change in the tax law shall be recognized as of the date of enactment. The adoption of this guidance did not have a material effect on our unaudited consolidated financial statements.

	In May 2014, the Financial Accounting Standards Board (“FASB”) issued an ASU that amends the FASB ASC by creating a new Topic 606, Revenue from Contracts with Customers. The new guidance will supersede the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance on revenue recognition throughout the Industry Topics of the Codification.

	The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps:

	Step 1: Identify the contract(s) with a customer.
	Step 2: Identify the performance obligations in the contract.
	Step 3: Determine the transaction price.
	Step 4: Allocate the transaction price to the performance obligations in the contract.
	Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.

	In addition, an entity should disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue, and cash flows arising from contracts with customers.

	The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. This amendment is to be either retrospectively adopted to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this ASU recognized at the date of initial application. We are currently evaluating the impact of the adoption of this guidance to our unaudited consolidated financial statements.

	In June 2014, FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period is treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 is effective for annual reporting periods beginning after December 15, 2015, with early adoption permitted. The adoption of this guidance will not have a material effect on our unaudited consolidated financial statements.

Basis_of_Presentation_and_Summ2

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2014
Basis of Presentation and Summary of Significant Accounting Policies	'
Schedule of allowances for doubtful accounts	'


	Estimated liability for appeals and estimated allowance for appeals (*in thousands*):

	Balance, December 31, 2012	$	34,426
	Provision	41,076
	Appeals found in providers’ favor	(19,711		)
	Balance, December 31, 2013	55,791		*
	Provision	14,124
	Appeals found in providers’ favor	(27,673		)
	Balance, September 30, 2014	$	42,242	*


	*Includes $7,327 and $13,939 related to estimated allowance for appeals that apply to uncollected accounts receivable as of September 30, 2014 and December 31, 2013, respectively.

	Allowance for doubtful accounts (*in thousands*):

	Balance, December 31, 2012	$	830
	Provision	718
	Recoveries	(42		)
	Charge-offs	(590		)
	Balance, December 31, 2013	916
	Provision	500
	Recoveries	(17		)
	Charge-offs	(420		)
	Balance, September 30, 2014	$	979


Schedule of changes in Level 3	'


	Acquisition related contingent consideration	(in thousands)
	Fair value at December 31, 2013	$	945
	Payments on contingent consideration	(428		)
	Change in fair value of contingent consideration	17
	Fair value at September 30, 2014	$	534

Intangible_Assets_Tables

Intangible Assets (Tables)	9 Months Ended
Intangible Assets (Tables)	Sep. 30, 2014
Intangible Assets	'
Summary of intangible assets	'
	Intangible assets consisted of the following at September 30, 2014 and December 31, 2013 (in thousands):

		September 30,			December 31,			Useful Life
		2014			2013			Useful Life
	Client relationships	$	102,755		$	102,755		5-10 years
	Restrictive covenants	18,300			18,300			3-7 years
	Trade name	17,312			19,532			3-5 years
		138,367			140,587

	Less: Accumulated amortization	(58,627		)	(45,275		)
	Intangible assets, net	$	79,740		$	95,312


Schedule of estimated amortization expense of intangible assets	'
	Estimated amortization expense for intangible assets is expected to approximate the following (in thousands):

	Year Ending December 31,
	Remainder of 2014	$ 5,161
	2015	20,270
	2016	19,934
	2017	16,613
	2018	15,992
	Thereafter	1,770

Credit_Agreement_Tables

Credit Agreement (Tables)	9 Months Ended
Credit Agreement (Tables)	Sep. 30, 2014
Credit Agreement	'
Schedule of interest expense on revolving credit facility and commitment fees and unused revolving credit facility	'
	The interest expense on our revolving credit facility and commitment fees on the unused portion is as follows (in thousands):

		Three months ended				Nine months ended
		September 30,				September 30,
		2014		2013		2014		2013
	Interest expense	$	1,011	$	1,757	$	3,175	$	6,712
	Commitment fees	$	380	$	255	$	1,085	$	548

Earnings_per_Share_Tables

Earnings per Share (Tables)	9 Months Ended
	Sep. 30, 2014
Earnings per Share	'
Schedule of reconciliation between the weighted average outstanding shares used in calculation of basic and diluted earnings per share	'
	The following table reconciles the basic to diluted weighted average common shares outstanding using the treasury stock method (in thousands, except per share data):

		Three months ended				Nine months ended
		September 30,				September 30,
	Basic and diluted	2014		2013		2014		2013
	Net income	$	6,950	$	11,508	$	16,341	$	28,904

	Weighted average common shares outstanding, basic	87,736		87,830		87,660		87,551
	Plus: net effect of dilutive stock options	272		1,146		293		1,268
	Plus: net effect of dilutive restricted stock awards and units	225		191		192		179
	Weighted average common shares outstanding, diluted	88,233		89,167		88,145		88,998
	Income per common share - Basic	$	0.08	$	0.13	$	0.19	$	0.33
	Income per common share - Diluted	$	0.08	$	0.13	$	0.19	$	0.32

StockBased_Compensation_Tables

Stock-Based Compensation (Tables)	9 Months Ended
Stock-Based Compensation (Tables)	Sep. 30, 2014
Stock-Based Compensation	'
Summary of stock option activity	'
	Presented below is a summary of our stock option activity for the nine months ended September 30, 2014 (in thousands, except for weighted average exercise price and weighted average remaining contractual terms):

		Shares		Weighted		Weighted		Aggregate
				Average		Average		Intrinsic
				Exercise		Remaining		Value
				Price		Contractual
						Terms
	Outstanding at December 31, 2013	4,273		$	17.53	4.86		$	27,099
	Granted	193		20.17
	Exercised	(297	)	9.31
	Forfeited	(254	)	23.4
	Expired	(167	)	22.27
	Outstanding at September 30, 2014	3,748		17.78		4.31		15,613
	Expected to vest at September 30, 2014	1,796		22.72		5.86		402
	Exercisable at September 30, 2014	1,910		$	13.02	2.82		$	15,198


Schedule of weighted -average assumptions used for estimating fair value of each stock option grant on the date of grant	'


		Nine months ended
		September 30,
		2014		2013
	Expected dividend yield	—		—
	Risk-free interest rate	1.56%		0.67%
	Expected volatility	38.11%		40.05%
	Expected life	4.81 years		4.47 years


Summary of status of restricted stock units	'
	A summary of the status of our restricted stock units and of changes in restricted stock units outstanding under the 2006 Stock Plan for the nine months ended September 30, 2014 is as follows (in thousands, except for weighted average grant date fair value per unit):

		Number		Weighted Average		Aggregate
		of		Grant Date Fair		Intrinsic
		Units		Value per Unit		Value
	Outstanding balance at December 31, 2013	636		$	25.5	$	14,429
	Granted	261		20.21
	Vesting of restricted stock units, net of shares withheld for taxes	(45	)	25.6
	Shares withheld for taxes	(25	)	25.6
	Forfeitures	(131	)	25.04
	Outstanding balance at September 30, 2014	696		$	23.56	$	13,112


Summary of status of restricted stock awards	'
	A summary of the status of our restricted stock awards at September 30, 2014 and of changes in restricted stock awards outstanding under the 2006 Stock Plan for the nine months ended September 30, 2014 is as follows (in thousands, except for weighted average grant date fair value per share):

		Shares		Weighted Average		Aggregate
				Grant Date Fair		Intrinsic
				Value per Share		Value
	Outstanding balance at December 31, 2013	82		$	10.42	$	1,851
	Granted	—		—
	Vesting of restricted stock awards	(54	)	10.42
	Shares withheld for payment of taxes upon vesting of restricted stock awards	(28	)	10.42
	Forfeitures	—		—
	Outstanding balance at September 30, 2014	—		$	—	$	—

Basis_of_Presentation_and_Summ3

Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $)	9 Months Ended	12 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Estimated allowance for appeals and estimated liability for appeals	'	'
Balance at the beginning of the period	$55,791	$34,426
Provision	14,124	41,076
Appeals found in Providers favor	-27,673	-19,711
Balance at the end of the period	42,242	55,791
Allowance for doubtful accounts	'	'
Balance, beginning of period	916	830
Provision	500	718
Recoveries	-17	-42
Charge-offs	-420	-590
Balance, end of period	979	916
Accounts receivable, allowance for appeals (in dollars)	$7,327	$13,939

Basis_of_Presentation_and_Summ4

Basis of Presentation and Summary of Significant Accounting Policies (Details 2) (Contingent Consideration [Member], USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2014
Contingent Consideration [Member]	'
Changes in level 3 instruments	'
Balance at the beginning of the period	$945
Payments on contingent consideration	-428
Change in fair value of contingent consideration	17
Balance at the end of the period	$534

Intangible_Assets_Details

Intangible Assets (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Intangible assets	'	'	'	'	'
Intangible assets, gross	$138,367	'	$138,367	'	$140,587
Less: Accumulated amortization	-58,627	'	-58,627	'	-45,275
Intangible assets, net	79,740	'	79,740	'	95,312
Amortization of intangibles	'	'	'	'	'
Remainder of 2014	'	'	'	'	5,161
2015	'	'	'	'	20,270
2016	'	'	'	'	19,934
2017	'	'	'	'	16,613
2018	'	'	'	'	15,992
Thereafter	'	'	'	'	1,770
Amortization expense	5,200	5,900	15,572	18,485	'
Customer Relationships [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Intangible assets, gross	102,755	'	102,755	'	102,755
Restrictive Covenant [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Intangible assets, gross	18,300	'	18,300	'	18,300
Trade Names [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Intangible assets, gross	$17,312	'	$17,312	'	$19,532
Minimum [Member] \| Customer Relationships [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Useful Life	'	'	'5 years	'	'
Minimum [Member] \| Restrictive Covenant [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Useful Life	'	'	'3 years	'	'
Minimum [Member] \| Trade Names [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Useful Life	'	'	'3 years	'	'
Maximum [Member] \| Customer Relationships [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Useful Life	'	'	'10 years	'	'
Maximum [Member] \| Restrictive Covenant [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Useful Life	'	'	'7 years	'	'
Maximum [Member] \| Trade Names [Member]	'	'	'	'	'
Intangible assets	'	'	'	'	'
Useful Life	'	'	'5 years	'	'

Income_Taxes_Details

Income Taxes (Details) (USD $)	9 Months Ended
Income Taxes (Details) (USD $)	Sep. 30, 2014	Sep. 30, 2013
Income Taxes	'	'
Effective income tax rate (as a percent)	42.40%	39.40%
Excess tax benefit from exercise of stock options	$870,000	$5,200,000
Net unrecognized tax benefits	1,600,000	1,400,000
Unrecognized tax benefits with impact to the effective tax rate	1,100,000	900,000
Accrued liabilities for interest expense and penalties related to unrecognized tax benefits	$300,000	$200,000

Credit_Agreement_Details

Credit Agreement (Details) (USD $)

3 Months Ended

9 Months Ended

1 Months Ended

9 Months Ended

1 Months Ended

9 Months Ended

1 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

1 Months Ended

9 Months Ended

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

31-May-13

Sep. 30, 2014

31-May-13

Sep. 30, 2014

31-May-13

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

31-May-13

Sep. 30, 2013

Credit Agreement2013 [Member]

Credit Agreement2011 [Member]

Minimum [Member]

Maximum [Member]

London Interbank Offered Rate L I B O R [Member]

Health Data Insights Inc [Member]

Revolving Credit Facility [Member]

Term loan

Credit Agreement2013 [Member]

Minimum [Member]

Credit Agreement2011 [Member]

Credit Agreement2013 [Member]

Minimum [Member]

Maximum [Member]

London Interbank Offered Rate L I B O R [Member]

Base rate

Prime rate

Federal Fund Rate [Member]

One Month London Interbank Offered Rate L I B O R [Member]

item

Credit Agreement2013 [Member]

Maximum [Member]

Credit Agreement2013 [Member]

Minimum [Member]

Maximum [Member]

Credit Agreement2013 [Member]

Credit agreement

Period of revolving credit facility

'5 years

Principal borrowing capacity

$500,000,000

Number of incremental term loan facilities that may be added

Amount of incremental credit facilities under specified circumstances

75,000,000

Additional amount of incremental credit facilities under specified circumstances

25,000,000

Secured leverage ratio

2.5

Consolidated leverage ratio before reduction

3.5

Maximum consolidated leverage ratio

3.25

Reduction period of maximum consolidated leverage ratio

'4 years

Minimum interest coverage ratio

Interest rate of debts

'LIBOR multiplied by the statutory reserve rate

'base rate

'prime rate

'federal funds effective rate

'one-month LIBOR

Interest rate margin (as a percent)

1.50%

2.25%

0.50%

1.25%

Rate added to reference rate and interest margin

1.00%

Unused commitment fee on the revolving credit facility of the credit agreement (as a percent)

0.38%

0.50%

Outstanding principal repaid

8,750,000

323,800,000

35,000,000

60,000,000

8,800,000

Proceeds from revolving credit facility

4,000,000

Revolving credit facility

197,796,000

232,796,000

197,800,000

Unpaid interest paid

4,438,000

7,666,000

1,100,000

Loan origination fees

2,900,000

Interest expense

1,011,000

1,757,000

3,175,000

6,712,000

Commitment fees

380,000

255,000

1,085,000

548,000

Unamortized balance of deferred origination fees and debt issue costs

7,500,000

9,000,000

Amortization of deferred financing costs

$500,000

$200,000

$1,563,000

$2,556,000

Effective annualized interest rate of debt (as a percent)

2.00%

Earnings_Per_Share_Details

Earnings Per Share (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Reconciliation of basic to diluted weighted average shares outstanding	'	'	'	'
Net income	$6,950	$11,508	$16,341	$28,904
Net weighted average common shares outstanding, basic (in shares)	87,736,000	87,830,000	87,660,000	87,551,000
Dilutive effect of stock options (in shares)	272,000	1,146,000	293,000	1,268,000
Dilutive effect of restricted stock awards and units (in shares)	225,000	191,000	192,000	179,000
Weighted average common shares outstanding - diluted	88,233,000	89,167,000	88,145,000	88,998,000
Basic income per common share:	'	'	'	'
Income per common share - Basic	$0.08	$0.13	$0.19	$0.33
Diluted income per common share	'	'	'	'
Income per common share - Diluted	$0.08	$0.13	$0.19	$0.32
Employee And Directors Stock Options [Member]	'	'	'	'
Diluted income per common share	'	'	'	'
Anti-dilutive securities excluded from diluted earnings per share calculations (in shares)	2,251,303	1,249,399	2,395,158	1,375,604
Restricted Stock Units R S U [Member]	'	'	'	'
Diluted income per common share	'	'	'	'
Anti-dilutive securities excluded from diluted earnings per share calculations (in shares)	2,367	178,421	79,947	106,194

Earnings_per_Share_Details_2

Earnings per Share (Details 2) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Computation of basic and diluted earnings per share	'	'	'	'
Net income	$6,950	$11,508	$16,341	$28,904
Net weighted average common shares outstanding, basic (in shares)	87,736,000	87,830,000	87,660,000	87,551,000
Weighted average common shares outstanding, diluted (in shares)	88,233,000	89,167,000	88,145,000	88,998,000
Income per common share - Basic (in dollars per share)	$0.08	$0.13	$0.19	$0.33
Income per common share - Diluted (in dollars per share)	$0.08	$0.13	$0.19	$0.32
Employee And Directors Stock Options [Member]	'	'	'	'
Computation of basic and diluted earnings per share	'	'	'	'
Anti-dilutive securities excluded from diluted earnings per share calculations (in shares)	2,251,303	1,249,399	2,395,158	1,375,604
Restricted Stock Units R S U [Member]	'	'	'	'
Computation of basic and diluted earnings per share	'	'	'	'
Anti-dilutive securities excluded from diluted earnings per share calculations (in shares)	2,367	178,421	79,947	106,194

StockBased_Compensation_Detail

Stock-Based Compensation (Details) (USD $)	3 Months Ended		9 Months Ended		12 Months Ended
Stock-Based Compensation (Details) (USD $)	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Stock-based compensation	'	'	'	'	'
Stock-based compensation expense recognized related to stock compensation plans	$2,900,000	$2,600,000	$9,100,000	$8,700,000	'
Excess tax benefit from stock-based compensation	'	'	870,000	5,154,000	'
Assumptions used to determine fair value of options granted	'	'	'	'	'
Weighted-average grant-date fair value per share of the stock options granted	'	'	$7.24	$7.27	'
Expected life	'	'	'4 years 9 months 22 days	'4 years 5 months 19 days	'
Additional disclosures	'	'	'	'	'
Proceeds from exercise of stock options	'	'	3,279,000	7,381,000	'
Tax benefit from exercise of stock options	'	'	870,000	5,200,000	'
Employee Stock Option [Member]	'	'	'	'	'
Stock-based compensation	'	'	'	'	'
Stock-based compensation expense recognized related to stock compensation plans	1,700,000	1,300,000	5,300,000	4,900,000	'
Stock option activity	'	'	'	'	'
Options outstanding at the beginning of the period (in shares)	'	'	4,273,000	'	'
Granted (in shares)	'	'	193,000	'	'
Exercised (in shares)	-36,016	-200,000	-297,000	-900,000	'
Forfeitures (in shares)	'	'	-254,000	'	'
Expired (in shares)	'	'	-167,000	'	'
Options outstanding at the end of the period (in shares)	3,748,000	'	3,748,000	'	4,273,000
Options expected to vest at the end of the period (in shares)	1,796,000	'	1,796,000	'	'
Options exercisable at the end of the period (in shares)	1,910,000	'	1,910,000	'	'
Stock options, Weighted Average Exercise Price	'	'	'	'	'
Options outstanding at the beginning of the period (in dollars per share)	'	'	$17.53	'	'
Granted (in dollars per share)	'	'	$20.17	'	'
Exercised (in dollars per share)	'	'	$9.31	'	'
Forfeitures (in dollars per share)	'	'	$23.40	'	'
Expired (in dollars per shares)	'	'	$22.27	'	'
Options outstanding at the end of the period (in dollars per share)	$17.78	'	$17.78	'	$17.53
Options expected to vest at the end of the period (in dollars per share)	$22.72	'	$22.72	'	'
Options exercisable at the end of the period (in dollars per share)	$13.02	'	$13.02	'	'
Stock options, Weighted Average Remaining Contractual Terms	'	'	'	'	'
Options outstanding at the end of the period	'4 years 3 months 22 days	'	'	'	'4 years 10 months 10 days
Options expected to vest at the end of the period	'5 years 10 months 10 days	'	'	'	'
Options exercisable at the end of the period	'2 years 9 months 26 days	'	'	'	'
Stock options, Aggregate Intrinsic Value	'	'	'	'	'
Options outstanding at the end of the period	15,613,000	'	15,613,000	'	27,099,000
Options expected to vest at the end of the period	402,000	'	402,000	'	'
Options exercisable at the end of the period	15,198,000	'	15,198,000	'	'
Assumptions used to determine fair value of options granted	'	'	'	'	'
Risk-free interest rate (as a percent)	'	'	1.56%	0.67%	'
Expected volatility (as a percent)	'	'	38.11%	40.05%	'
Expected life	'	'	'4 years 9 months 22 days	'4 years 5 months 19 days	'
Additional disclosures	'	'	'	'	'
Proceeds from exercise of stock options	100,000	1,100,000	3,300,000	7,400,000	'
Tax benefit from exercise of stock options	17,000	900,000	900,000	5,200,000	'
Unrecognized stock-based compensation	9,900,000	'	9,900,000	'	'
Weighted-average period over which compensation will be recognized	'	'	'1 year 2 months 12 days	'	'
Total intrinsic value of options exercised	600,000	3,100,000	3,900,000	17,000,000	'
Restricted Stock Units R S U [Member]	'	'	'	'	'
Stock-based compensation	'	'	'	'	'
Stock-based compensation expense recognized related to stock compensation plans	1,200,000	1,200,000	3,700,000	3,300,000	'
Stock options, Aggregate Intrinsic Value	'	'	'	'	'
Options outstanding at the end of the period	'	'	'	'	14,429,000
Additional disclosures	'	'	'	'	'
Unrecognized stock-based compensation	10,000,000	'	10,000,000	'	'
Weighted-average period over which compensation will be recognized	'	'	'1 year 6 months	'	'
Restricted Stock [Member]	'	'	'	'	'
Stock-based compensation	'	'	'	'	'
Stock-based compensation expense recognized related to stock compensation plans	$100,000	'	$100,000	$500,000	'

StockBased_Compensation_Detail1

Stock-Based Compensation (Details 2) (USD $)

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

Restricted Stock Units R S U [Member]

Restricted Stock [Member]

Stock-based compensation

Granted, aggregate fair market value

$300,000

$5,300,000

Outstanding equity instruments other than option

601,068

Recognized stock-based compensation expense

2,900,000

2,600,000

9,100,000

8,700,000

1,200,000

3,700,000

3,300,000

100,000

500,000

Unrecognized stock-based compensation

10,000,000

Weighted-average period over which compensation will be recognized

'1 year 6 months

Restricted stock units and restricted stock awards

Outstanding, beginning balance (in units or shares)

636,000

82,000

Granted (in shares)

14,518

261,282

Vesting of restricted stock units, net of shares withheld for taxes (in shares)

-45,000

-54,000

Shares withheld for payment of taxes upon vesting of restricted stock awards

-25,000

-28,000

Forfeitures (in shares)

-131,000

Outstanding, ending balance (in units or shares)

696,000

Restricted stock units and restricted stock awards, Weighted Average Grant Date Fair Value

Outstanding, beginning balance (in dollars per unit or share)

$25.50

$10.42

Granted (in dollars per share)

$20.21

Vesting of restricted stock units, net of shares withheld for taxes (in dollars per unit or share)

$25.60

$10.42

Shares withheld for taxes (in dollars per share)

$25.60

$10.42

Forfeitures (in dollars per unit or share)

$25.04

Outstanding, ending balance (in dollars per unit or share)

$23.56

Aggregate Intrinsic Value

Outstanding balance, aggregate intrinsic value

13,112,000

1,851,000

Fair value of shares vested

$900,000

Commitment_and_Contingencies_D

Commitment and Contingencies (Details) (USD $)	0 Months Ended		1 Months Ended	3 Months Ended		0 Months Ended	3 Months Ended		9 Months Ended
	Apr. 02, 2014	Feb. 27, 2014	Feb. 28, 2014	Sep. 30, 2014	Feb. 27, 2014	Jun. 09, 2014	Sep. 30, 2014	Sep. 30, 2014	Sep. 30, 2014
					area	Subsidiaries [Member]	Subsidiaries [Member]	Subsidiaries [Member]	Minimum [Member]
					period			Surety Bond [Member]	Subsidiaries [Member]
Loss Contingencies [Line Items]	'	'	'	'	'	'	'	'	'
Loss Contingency damages Sought, Value	'	'	'	'	'	'	'	'	$7,000,000
Loss contingency damages awarded, value	'	'	'	'	'	1,380,000	'	'	'
Motion filed to recover attorney fees and costs	'	'	'	'	'	'	2,300,000	'	'
Lease term	'	'	'121 months	'	'	'	'	'	'
Lease square footage	'	'	'	'	63,922	'	'	'	'
Lease term, number of extension periods	'	'	'	'	2	'	'	'	'
Lease term, extension period length	'	'	'5 years	'	'	'	'	'	'
Lease term extension base rent percent	'	'	'	'	95.00%	'	'	'	'
Lease termination notice, period	'	'9 months	'	'	'	'	'	'	'
Total fair value initial lease term	'	'	'	'	16,100,000	'	'	'	'
Fair value of tenant improvement allowance	'	'	'	'	4,000,000	'	'	'	'
Base rent and direct expense abatement period	'	'13 months	'	'	'	'	'	'	'
Surety bond to guarantee payment on tenant improvements	6,100,000	'	'	'	'	'	'	'	'
Surety bond amount required, percent of judgment	'	'	'	'	'	'	150.00%	'	'
Cash collateral	'	'	'	'	'	'	'	2,200,000	'
Surety bond underwriting fees	'	'	'	67,000	'	'	'	'	'
Irrevocable letter of credit or Letter of Credit outstanding	'	'	'	$4,600,000	'	'	'	'	'

Subsequent_Events_Details

Subsequent Events (Details) (Subsequent Event [Member], Employees and directors, USD $)	0 Months Ended
In Millions, unless otherwise specified	Nov. 03, 2014
Stock-based compensation	'
Grant date fair value	$11.20
Minimum [Member]	'
Stock-based compensation	'
Vesting period	'1 year
Maximum [Member]	'
Stock-based compensation	'
Vesting period	'4 years