Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 04, 2020 | |
Cover [Abstract] | ||
Entity Address, Address Line One | 1275 Peachtree Street | |
Entity Address, Address Line Two | Sixth Floor | |
Entity Address, City or Town | Atlanta | |
Entity Address, State or Province | GA | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-34221 | |
Entity Registrant Name | Providence Service Corp | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 86-0845127 | |
Entity Address, Postal Zip Code | 30309 | |
City Area Code | 404 | |
Local Phone Number | 888-5800 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | PRSC | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding (in shares) | 12,913,960 | |
Entity Central Index Key | 0001220754 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 254,371 | $ 61,365 |
Accounts receivable, net of allowance of $6,760 in 2020 and $5,933 in 2019 | 172,050 | 180,416 |
Other receivables | 3,672 | 3,396 |
Prepaid expenses and other | 32,555 | 10,942 |
Restricted cash | 73 | 153 |
Current assets of discontinued operations | 33 | 155 |
Total current assets | 462,754 | 256,427 |
Operating lease right-of-use assets | 18,693 | 20,095 |
Property and equipment, net | 22,586 | 23,243 |
Goodwill | 135,216 | 135,216 |
Intangible assets, net | 18,353 | 19,911 |
Equity investment | 128,098 | 130,869 |
Other assets | 11,415 | 11,620 |
Restricted cash, less current portion | 0 | |
Total assets | 797,115 | 597,381 |
Current liabilities: | ||
Current portion of finance lease liabilities | 162,000 | 0 |
Current portion of finance lease liabilities | 276 | 308 |
Accounts payable | 38,469 | 9,805 |
Current portion of operating lease liabilities | 6,737 | 6,730 |
Accrued expenses | 46,361 | 38,733 |
Accrued transportation costs | 67,778 | 87,063 |
Deferred revenue | 565 | 227 |
Self-funded insurance programs | 5,502 | 5,890 |
Current liabilities of discontinued operations | 1,455 | 1,430 |
Total current liabilities | 329,143 | 150,186 |
Finance lease liabilities, less current portion | 0 | 45 |
Operating lease liabilities, less current portion | 12,987 | 14,502 |
Other long-term liabilities | 15,010 | 15,029 |
Deferred tax liabilities | 34,497 | 22,907 |
Total liabilities | 391,637 | 202,669 |
Commitments and contingencies | ||
Redeemable convertible preferred stock | ||
Convertible preferred stock, net: Authorized 10,000,000 shares; $0.001 par value; 798,772 and 798,788, respectively, issued and outstanding; 5.5%/8.5% dividend rate | 77,120 | 77,120 |
Stockholders’ equity | ||
Common stock: Authorized 40,000,000 shares; $0.001 par value; 18,192,644 and 18,073,763, respectively, issued and outstanding (including treasury shares) | 18 | 18 |
Additional paid-in capital | 354,628 | 351,529 |
Retained earnings | 198,736 | 183,733 |
Treasury shares, at cost, 5,232,229 and 5,088,782 shares, respectively | (225,024) | (217,688) |
Total stockholders’ equity | 328,358 | 317,592 |
Total liabilities, redeemable convertible preferred stock and stockholders’ equity | $ 797,115 | $ 597,381 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Allowance for doubtful accounts | $ 6,760 | $ 5,933 | |
Temporary equity, shares authorized (in shares) | 10,000,000 | 10,000,000 | |
Temporary equity, par (in USD per share) | $ 0.001 | $ 0.001 | |
Temporary equity, shares issued (in shares) | 798,772 | 798,788 | |
Temporary equity, shares outstanding (in shares) | 798,772 | 798,788 | |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 | |
Common stock, par (in USD per share) | $ 0.001 | $ 0.001 | |
Common stock, shares, issued (in shares) | 18,192,644 | 18,073,763 | |
Common stock, shares, outstanding (in shares) | 18,192,644 | 18,073,763 | |
Treasury stock, shares (in shares) | 5,232,229 | 5,088,782 | |
Cash Dividends | |||
Convertible preferred stock, dividend rate | 5.50% | 5.50% | |
Paid-in-kind Dividends | |||
Convertible preferred stock, dividend rate | 8.50% | 8.50% |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Service revenue, net | $ 367,291 | $ 367,815 |
Operating expenses: | ||
Service expense | 332,661 | 340,498 |
General and administrative expense | 20,795 | 19,401 |
Depreciation and amortization | 3,790 | 4,475 |
Total operating expenses | 357,246 | 364,374 |
Operating income | 10,045 | 3,441 |
Other expenses (income): | ||
Interest expense, net | 241 | 303 |
Other income | 0 | (66) |
Equity in net loss of investee | 2,550 | 1,656 |
Income from continuing operations before income taxes | 7,254 | 1,548 |
(Benefit) provision for income taxes | (9,046) | 234 |
Income from continuing operations, net of tax | 16,300 | 1,314 |
Loss from discontinued operations, net of tax | (202) | (732) |
Net income | 16,098 | 582 |
Net income (loss) available to common stockholders (Note 11) | $ 12,998 | $ (535) |
Basic earnings (loss) per common share: | ||
Continuing operations (in dollars per share) | $ 1.02 | $ 0.02 |
Discontinued operations (in dollars per share) | (0.02) | (0.06) |
Basic loss per common share (in dollars per share) | 1 | (0.04) |
Diluted earnings (loss) per common share: | ||
Continuing operations (in dollars per share) | 1.02 | 0.02 |
Discontinued operations (in dollars per share) | (0.02) | (0.06) |
Diluted earnings per common share (in dollars per share) | $ 1 | $ (0.04) |
Weighted-average number of common shares outstanding: | ||
Basic (in shares) | 12,987,740 | 12,899,714 |
Diluted (in shares) | 13,012,991 | 12,953,328 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | |
Beginning Balance (in shares) at Dec. 31, 2018 | 17,784,769 | 4,970,093 | ||||
Beginning Balance at Dec. 31, 2018 | $ 310,998 | $ 18 | $ 334,744 | $ 187,127 | $ (210,891) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 2,103 | 2,103 | ||||
Exercise of employee stock options (in shares) | 57,022 | 0 | ||||
Exercise of employee stock options | 2,557 | $ 0 | 2,557 | $ 0 | ||
Restricted stock issued (in shares) | 25,357 | 3,459 | ||||
Restricted stock issued | (217) | $ (217) | ||||
Shares issued for bonus settlement and director stipends (in shares) | 599 | |||||
Shares issued for bonus settlement and director stipends | 0 | 0 | ||||
Convertible preferred stock dividends | [1] | (1,087) | (1,087) | |||
Net income | 582 | 582 | ||||
Ending Balance (in shares) at Mar. 31, 2019 | 17,867,747 | 4,973,552 | ||||
Ending Balance at Mar. 31, 2019 | 314,936 | $ 18 | 339,404 | 186,622 | $ (211,108) | |
Beginning Balance (in shares) at Dec. 31, 2019 | 18,073,763 | 5,088,782 | ||||
Beginning Balance at Dec. 31, 2019 | 317,592 | $ 18 | 351,529 | 183,733 | $ (217,688) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 1,005 | 1,005 | ||||
Exercise of employee stock options (in shares) | 39,111 | |||||
Exercise of employee stock options | 2,054 | 2,054 | ||||
Restricted stock issued (in shares) | 79,029 | 626 | ||||
Restricted stock issued | (37) | $ (37) | ||||
Shares issued for bonus settlement and director stipends (in shares) | 701 | |||||
Shares issued for bonus settlement and director stipends | 38 | 38 | ||||
Stock repurchase (in shares) | 142,821 | |||||
Stock repurchase plan | (7,299) | $ (7,299) | ||||
Convertible preferred stock dividends | [2] | $ (1,095) | (1,095) | |||
Conversion of convertible preferred stock to common stock (in shares) | 40 | |||||
Conversion of convertible preferred stock to common stock | $ 2 | 2 | ||||
Net income | 16,098 | 16,098 | ||||
Ending Balance (in shares) at Mar. 31, 2020 | 18,192,644 | 5,232,229 | ||||
Ending Balance at Mar. 31, 2020 | $ 328,358 | $ 18 | $ 354,628 | $ 198,736 | $ (225,024) | |
[1] | Cash dividends on redeemable convertible preferred stock of $1.36 per share were distributed to convertible preferred stockholders for the three months ended March 31, 2019. | |||||
[2] | Cash dividends on redeemable convertible preferred stock of $1.37 per share were distributed to convertible preferred stockholders for the three months ended March 31, 2020. |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Preferred stock, dividends per share (in USD per share) | $ 1.37 | $ 1.36 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating activities | ||
Net income | $ 16,098 | $ 582 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 2,231 | 2,916 |
Amortization | 1,559 | 1,559 |
Provision for doubtful accounts | 827 | 87 |
Stock-based compensation | 1,045 | 2,103 |
Deferred income taxes | 11,590 | (768) |
Amortization of deferred financing costs and debt discount | 33 | 101 |
Equity in net loss of investee | 2,550 | 1,656 |
Reduction of right of use assets | 2,248 | 2,332 |
Changes in operating assets and liabilities: | ||
Accounts receivable and other receivables | 7,484 | 1,631 |
Prepaid expenses and other | (21,463) | 3,526 |
Income taxes on gain from sale of business | 22 | 5,103 |
Self-funded insurance programs | (388) | (1,311) |
Accounts payable and accrued expenses | 36,317 | (6,003) |
Accrued transportation costs | (19,285) | 26,640 |
Deferred revenue | 338 | (361) |
Other long-term liabilities | (2,374) | (962) |
Net cash provided by operating activities | 38,832 | 38,831 |
Investing activities | ||
Purchase of property and equipment | (1,574) | (1,682) |
Net cash used in investing activities | (1,574) | (1,682) |
Financing activities | ||
Proceeds from debt | 162,000 | 0 |
Preferred stock dividends | (1,095) | (1,087) |
Repurchase of common stock, for treasury | (7,299) | (217) |
Proceeds from common stock issued pursuant to stock option exercise | 2,054 | 2,557 |
Restricted stock surrendered for employee tax payment | 37 | 0 |
Other financing activities | (77) | (145) |
Net cash provided by financing activities | 155,546 | 1,108 |
Net change in cash, cash equivalents and restricted cash | 192,804 | 38,257 |
Cash, cash equivalents and restricted cash at beginning of period | 61,673 | 12,367 |
Cash, cash equivalents and restricted cash at end of period | $ 254,477 | $ 50,624 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Cash Flows [Abstract] | ||
Cash paid for interest | $ 197 | $ 654 |
Cash paid for income taxes, net of refunds | $ 1,437 | $ 104 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Description of Business The Providence Service Corporation (“we”, the “Company” or “Providence”) is the largest manager of non-emergency medical transportation (“NET”) programs for state governments and managed care organizations (“MCOs”) in the United States (“U.S.”). The Company operates under the brands LogistiCare and Circulation. Additionally, the Company owns a minority investment in CCHN Group Holdings, Inc. and its subsidiaries (“Matrix”). Matrix provides a broad array of assessment and care management services that improve health outcomes for individuals and financial performance for health plans. Matrix’s national network of community-based clinicians delivers in-home services while its fleet of mobile health clinics provide community-based care with advance diagnostic capabilities. These solutions combined with Matrix’s advanced engagement approach, help health plans manage risks, close care gaps and connect members to care. During 2018, the Company announced an organizational consolidation plan ("Organizational Consolidation") to integrate substantially all activities and functions performed at the corporate holding company level into its NET Services segment. As part of the Organizational Consolidation, which was substantially completed by January 1, 2019, the Company incurred restructuring and related organization costs. See Note 8, Restructuring and Related Reorganization Costs, for further information. Basis of Presentation The Company follows accounting standards set by the Financial Accounting Standards Board (“FASB”). The FASB establishes accounting principles generally accepted in the United States (“GAAP”). Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification (“ASC”), which serves as the single source of authoritative accounting and applicable reporting standards to be applied for non-governmental entities. All amounts are presented in U.S. dollars, unless otherwise noted. The Company’s condensed consolidated financial statements have been prepared in accordance with 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 the information and disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for the fair presentation of the results of the interim periods have been included. The Company has made estimates relating to the reporting of assets and liabilities, revenues and expenses and certain disclosures in the preparation of these condensed consolidated financial statements in conformity with GAAP. Actual results could differ from those estimates. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2020. Management has evaluated events and transactions that occurred after the balance sheet date and through the date these condensed consolidated financial statements were filed with the SEC and considered the effect of such events in the preparation of these condensed consolidated financial statements. The condensed consolidated balance sheet at December 31, 2019 has been derived from audited financial statements at that date but does not include all the information and footnotes required by GAAP for complete financial statements. The condensed consolidated financial statements contained herein should be read in conjunction with the audited financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The Company accounts for its investment in Matrix using the equity method, as the Company does not control the decision-making process or business management practices of Matrix. While the Company has access to certain information and performs certain procedures to review the reasonableness of information, the Company relies on the management of Matrix to provide accurate financial information prepared in accordance with GAAP. The Company receives audit reports relating to such financial information from Matrix’s independent auditors on an annual basis. The Company is not aware of any errors in or possible misstatements of the financial information provided by Matrix that would have a material effect on the Company’s condensed consolidated financial statements. See Note 5, Equity Investment , for further information. Uncertainties due to COVID-19 In December 2019, an outbreak of a new strain of a coronavirus; causing a coronavirus disease ("COVID-19"), began in Wuhan, Hubei Province, China. In March 2020, the World Health Organization declared COVID-19 a pandemic. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. COVID-19, as well as measures taken by governmental authorities and private actors to limit the spread of this virus, has and is likely to continue to interfere with the ability of the Company's employees, suppliers, transportation providers and other business providers to carry out their assigned tasks at ordinary levels of performance relative to the conduct of our business which may cause the Company to materially curtail certain business operations. While the Company is monitoring the impact of COVID-19 on the business and financial results at this time, the Company is unable to accurately predict the extent to which the coronavirus pandemic impacts the business, operations and financial results. The Company’s condensed consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and reported amounts of revenue and expenses. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s first quarter 2020 results of operations or financial position. It is possible that these assumptions and estimates may materially change prior to December 31, 2020. In response to the circumstances described above, the Company borrowed $162,000 under the revolving credit facility to enhance its financial flexibility given uncertainty during the COVID-19 pandemic and its impact on global economies and financial markets. See Note 9, Debt , for further information. On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) which includes modifications to the limitation on business interest expense and net operating loss provisions, and provides a delay in the payment of employer federal payroll taxes during 2020 after the date of enactment. Due to the favorable impact of the CARES Act on the Company’s 2018 U.S. net operating losses ("NOLs"), the effective tax rate was lower than the U.S. federal statutory rate of 21.0% for the three months ended March 31, 2020. See Note 12, Income Taxes , for further information. Reclassifications During the three months ended March 31, 2020, the Company has separately classified the reduction of Right of Use assets in its consolidated statement of cash flows and conformed the prior period. |
Significant Accounting Policies
Significant Accounting Policies and Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies and Recent Accounting Pronouncements | Significant Accounting Policies and Recent Accounting Pronouncements The Company adopted the following accounting pronouncements during the three months ended March 31, 2020: In June 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”). The amendments in ASU 2016-13 superseded much of the existing guidance for reporting credit losses for assets held at amortized cost basis and available for sale debt securities. The amendments in ASU 2016-13 affected loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The Company adopted ASU 2016-13 on January 1, 2020. As of the quarter ended March 31, 2020, this guidance did not have a material impact on the condensed consolidated financial statements or disclosures and we do not expect the adoption of this guidance will have a material impact in the future. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). ASU 2018-13 removed certain disclosures, modified certain disclosures and added additional disclosures. The Company adopted ASU 2018-13 on January 1, 2020. As of the quarter ended March 31, 2020, this guidance did not have an impact on the condensed consolidated financial statements or disclosures and we do not expect the adoption of this guidance will have a material impact in the future. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligned the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company elected to apply the prospective transition approach and therefore applied the transition requirements to any eligible costs incurred after adoption. The Company adopted ASU 2018-15 on January 1, 2020. As of the quarter ended March 31, 2020, the Company has not incurred any material implementation costs associated with new service contracts since the date of adoption. In March 2020, the FASB issued ASU 2020-03, Codification Improvements to Financial Instruments. The amendments related to Issue 1, Issue 2, Issue 4, and Issue 5 are conforming amendments. For public business entities, the amendments are effective upon issuance of the final ASU. The amendment related to Issue 3 is a conforming amendment that affects the guidance in the amendments in Accounting Standards Update No. 2019-04, Codification Improvements to Topic 326 , Financial Instruments—Credit Losse s, Topic 815, Derivatives and Hedging , and Topic 825, Financial Instruments . That guidance relates to the amendments in Accounting Standards Update No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The effective date of Update 2019-04 for the amendments to Update 2016-01 is for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The amendments related to Issue 6 and Issue 7 affect the guidance in the amendments in Accounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Public business entities that meet the definition of an SEC filer, excluding eligible smaller reporting companies as defined by the SEC, should adopt the amendments in ASU 2016-13 during 2020. The Company adopted the amendments on April 1, 2020. These amendments did not have an impact on the condensed consolidated financial statements or disclosures and we do not expect the adoption of the amendments to have a material impact in the future. Recent accounting pronouncements that the Company has yet to adopt are as follows: In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which modifies ASC 740, Income Taxes , to reduce complexity in certain areas of accounting for income taxes. The amendments in ASU 2019-12 are effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. The Company is currently evaluating the impact ASU 2019-12 will have on its condensed consolidated financial statements. In January 2020, the FASB issued ASU 2020-01, Clarifying the Interactions Between Topic 321, Topic 323, and Topic 81 5 ("ASU 2020-01"), to clarify the interaction among the accounting standards for equity securities, equity method investments and certain derivatives. ASU 2020-01 is effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. The Company is currently evaluating the impact of ASU 2020-01 on its condensed consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04") which provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications, hedging relationships, and other transactions that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued due to reference rate reform. The relief granted in ASC 848, Reference Rate Reform , is applicable only to legacy contracts if the amendments made to the agreements are solely for reference rate reform activities. The provisions of ASC 848 must be applied to a Topic, Subtopic, or Industry Subtopic for all transactions other than derivatives, which may be applied at a hedging relationship level. Entities may apply the provisions as of the beginning of the reporting period when the election is made (i.e. as early as the first quarter 2020). Unlike other topics, the provisions of this update are only available until December 31, 2022, when the reference rate replacement activity is expected to have completed. The Company is currently evaluating the impact ASU 2020-01 will have on its condensed consolidated financial statements or disclosures, but it does not expect the adoption to have a material impact. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Disaggregation of Revenue The following table summarizes disaggregated revenue from contracts with customers by contract type: Three months ended March 31, 2020 Three months ended March 31, 2019 State Medicaid agency contracts $ 180,731 $ 176,968 Managed care organization contracts 186,560 190,847 Total Service revenue, net $ 367,291 $ 367,815 Capitated contracts $ 300,724 $ 304,596 Non-capitated contracts 66,567 63,219 Total Service revenue, net $ 367,291 $ 367,815 During the three months ended March 31, 2020 and 2019, the Company recogniz e d $632 and $2,572, respectively, from contractual adjustments relating to performance obligations satisfied in previous periods to which the customer agreed. Related Balance Sheet Accounts The following table provides information about accounts receivable, net: March 31, 2020 December 31, 2019 Accounts receivable $ 117,536 $ 124,868 Reconciliation contracts receivable 61,274 61,481 Allowance for doubtful accounts (6,760) (5,933) Accounts receivable, net $ 172,050 $ 180,416 The following table provides information about other accounts included on the accompanying condensed consolidated balance sheets: March 31, 2020 December 31, 2019 Accrued contract payments, included in “ accrued expenses ” $ 20,058 $ 15,706 Deferred revenue, current 565 227 Deferred revenue, long-term, included in “ other long-term liabilities ” 723 758 |
Cash, Cash Equivalents and Rest
Cash, Cash Equivalents and Restricted Cash | 3 Months Ended |
Mar. 31, 2020 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows: March 31, 2020 March 31, 2019 Cash and cash equivalents $ 254,371 $ 42,418 Restricted cash, current 73 1,868 Current assets of discontinued operations 33 4,297 Restricted cash, less current portion — 2,041 Cash, cash equivalents and restricted cash $ 254,477 $ 50,624 Restricted cash primarily relates to amounts held in trusts for reinsurance claims losses under the Company’s now dissolved captive insurance operation for historical workers’ compensation, general and professional liability and auto liability reinsurance programs, as well as amounts restricted for withdrawal under our self-insured medical and benefits plans. The wholly owned captive insurance subsidiary, Social Services Providers Captive Insurance Company ("SPCIC"), was dissolved during the three months ended March 31, 2020. Current assets of discontinued operations principally reflects the cash position of WD Services operations in Saudi Arabia, which was not sold as part of the WD Services Sale. The operation in Saudi Arabia is winding down. See Note 15, Discontinued Operations |
Equity Investment
Equity Investment | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investment, Summarized Financial Information [Abstract] | |
Equity Investment | Equity Investment As of March 31, 2020 and December 31, 2019, the Company owned a 43.6% non-controlling interest in Matrix. Pursuant to a stock subscription agreement by and among The Providence Service Corporation, CCHN Group Holdings, Inc., and Mercury Fortuna Buyer, LLC ("Shareholder’s Agreement"). Affiliates of Frazier Healthcare Partners hold rights necessary to control the fundamental operations of Matrix. The Company accounts for this investment in Matrix under the equity method of accounting and the Company’s share of Matrix’s income or losses are recorded as “Equity in net loss (gain) of investee” in the accompanying condensed consolidated statements of operations. During the year ended December 31, 2019, Matrix recorded asset impairment charges of $55,056. No impairment was recorded for the three months ended, March 31, 2020. The carrying amount of the assets included in the Company’s condensed consolidated balance sheets and the maximum loss exposure related to the Company’s interest in Matrix as of March 31, 2020 and December 31, 2019 totaled $128,098 and $130,869, respectively. Summary financial information for Matrix on a standalone basis is as follows: March 31, 2020 December 31, 2019 Current assets $ 69,766 $ 64,221 Long-term assets 641,065 631,007 Current liabilities 38,891 31,256 Long-term liabilities 365,026 351,380 Three months ended March 31, 2020 Three months ended March 31, 2019 Revenue $ 61,304 $ 66,983 Operating (loss) income (1,673) 555 Net loss (6,357) (4,486) |
Prepaid Expenses and Other
Prepaid Expenses and Other | 3 Months Ended |
Mar. 31, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other | Prepaid Expenses and Other Prepaid expenses and other were comprised of the following: March 31, 2020 December 31, 2019 Prepaid income taxes $ 25,128 $ 2,942 Prepaid insurance 630 1,317 Prepaid rent 892 868 Other prepaid expenses 5,905 5,815 Total prepaid expenses and other $ 32,555 $ 10,942 |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2020 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consisted of the following: March 31, 2020 December 31, 2019 Accrued compensation and related liabilities $ 14,442 $ 8,941 Accrued contract payments 20,058 15,706 Accrued cash settled stock-based compensation 2,567 3,282 Other accrued expenses 9,294 10,804 Total accrued expenses $ 46,361 $ 38,733 |
Restructuring and Related Reorg
Restructuring and Related Reorganization Costs | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Organization Costs | Restructuring and Related Reorganization Costs On April 11, 2018, the Company announced the Organizational Consolidation to transfer all job responsibilities previously performed by employees of the holding company to LogistiCare and to close the corporate offices in Stamford, Connecticut and Tucson, Arizona. The Company adopted an employee retention plan designed to retain the holding company level employees during the transition. The Organizational Consolidation was completed during the second quarter of 2019. A total of $2,011 in restructuring and related costs was incurred during the three months ended March 31, 2019 related to the Organizational Consolidation. These costs include $1,393 of retention and personnel costs, $191 of stock-based compensation expense, $144 of depreciation and $283 of other costs, primarily related to recruiting and legal costs. These costs are recorded as “General and administrative expense” and “Depreciation and amortization” in the accompanying condensed consolidated statements of operations. A t otal of $13,060 in restructuring and related costs was incurred on a cumulative basis through December 31, 2019 related to the Organizational Consolidation. These costs include $7,516 of retention and personnel costs, $2,035 of stock-based compensation expense, $673 of depreciation and $2,836 of other costs, primarily related to recruiting and legal costs. The summary of the liability for restructuring and related reorganization costs is as follows: January 1, 2019 Costs Cash Payments December 31, 2019 Retention and personnel liability $ 1,956 $ 2,418 $ (4,374) $ — Other liability 398 1,308 (1,706) — Total $ 2,354 $ 3,726 $ (6,080) $ — No restructuring and related costs were incurred, related to the Organizational Consolidation, during the three months ended March 31, 2020. There was no restructuring liability as of March 31, 2020. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company is a party to the amended and restated credit and guaranty agreement, dated as of August 2, 2013 (as amended, the “Credit Agreement”), with Bank of America, N.A., as administrative agent, swing line lender and letter of credit issuer, and the other lenders party thereto. On May 6, 2020, the Company entered into the Seventh Amendment to the Amended and Restated Credit and Guaranty Agreement (the “Seventh Amendment”) which, among other things, extends the maturity date to August 1, 2021, expands the amount available under the revolving credit facility (the “Credit Facility”) from $200,000 to $225,000, and increases the sub-facility for letters of credits from $25,000 to $40,000. Interest on the loans is payable quarterly in arrears. In addition, the Company is obligated to pay a quarterly commitment fee based on a percentage of the unused portion of each lender’s commitment under the Credit Facility and quarterly letter of credit fees based on a percentage of the maximum amount available to be drawn under each outstanding letter of credit. As of March 31, 2020, the Company had $162,000 of borrowings outstanding on the Credit Facility, in addition to letters of credit outstanding in the amount of $13,551. The Company’s available credit under the Credit Facility was $24,449. Under the Credit Agreement, the Company has an option to request an increase in the amount of the revolving credit facility from time to time (on substantially the same terms as apply to the existing facilities) in an aggregate amount of up to $75,000 with either additional commitments from lenders under the Credit Agreement at such time or new commitments from financial institutions acceptable to the administrative agent in its reasonable discretion, so long as no default or event of default exists at the time of any such increase. The Company may not be able to access additional funds under this increase option as no lender is obligated to participate in any such increase under the Credit Facility. As of March 31, 2020, interest on the outstanding principal amount of loans accrued, at the Company’s election, at a per annum rate equal to LIBOR, plus an applicable margin, or the base rate as defined in the agreement plus an applicable margin. The applicable margin ranged from 2.25% to 3.25% in the case of LIBOR loans and 1.25% to 2.25% in the case of the base rate loans, in each case, based on the Company’s consolidated leverage ratio as defined in the Credit Agreement. The commitment fee and letter of credit fee ranged from 0.25% to 0.50% and 2.25% to 3.25%, respectively, in each case based on the Company’s consolidated leverage ratio as defined by the Credit Agreement. As of March 31, 2020, the all-in interest rate was 4.17%. Subsequent to the Seventh Amendment, interest on the outstanding principal amount of loans accrues, at the Company’s election, at a per annum rate equal to the greater of either LIBOR or 1.00%, plus an applicable margin, or the base rate as defined in the agreement plus an applicable margin. The applicable margin ranges from 2.25% to 3.00% in the case of LIBOR loans and 1.25% to 2.00% in the case of the base rate loans, in each case, based on the Company’s consolidated leverage ratio as defined in the Credit Agreement. The commitment fee and letter of credit fee ranges from 0.35% to 0.50% and 2.25% to 3.00%, respectively, in each case based on the Company’s consolidated leverage ratio as defined in the Credit Agreement. The Company’s obligations under the Credit Facility are guaranteed by all of the Company’s present and future domestic subsidiaries. The Company’s obligations are secured by a first priority lien on substantially all of the Company’s assets excluding the Company’s interest in Matrix. |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events through the filing of this Form 10-Q, and determined that there have been no events that have occurred that would require disclosures except for the following: Amendment to Credit Facility On May 6, 2020, the Company entered into the Seventh Amendment to the Credit Facility which, among other things, expanded the Credit Facility from $200,000 to $225,000, extended the maturity date to August 1, 2021, and increased the sublimit for letters of credit from $25,000 to $40,000. See Note 9, Debt , for further information. Acquisition On May 6, 2020, Logisticare Solutions, LLC, a Delaware limited liability company (“Logisticare”) and wholly-owned subsidiary of Providence, entered into an Equity Purchase Agreement (the “Purchase Agreement”) with Specialty Benefits, LLC., a Delaware corporation (the “Seller”), National MedTrans, LLC, a New York limited liability company (“NMT”) and for limited purposes therein, United Healthcare Services, Inc., a Minnesota corporation. Pursuant to the terms of the Purchase Agreement, Logisticare acquired from Seller all of the outstanding capital stock of NMT. The purchase price paid by Logisticare to Seller was approximately $80,000 in cash. |
Stock-Based Compensation and Si
Stock-Based Compensation and Similar Arrangements | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation and Similar Arrangements | Stock-Based Compensation and Similar ArrangementsThe Company provides stock-based compensation to employees and non-employee directors under the Company’s 2006 Long-Term Incentive Plan (“2006 Plan”). The 2006 Plan allows the flexibility to grant or award stock options, stock appreciation rights, restricted stock, unrestricted stock, stock units including restricted stock units and performance awards to eligible persons. The following table reflects the amount of stock-based compensation for continuing operations, for share settled awards, recorded in each financial statement line item for the three months ended March 31, 2020 and 2019: Three months ended March 31, 2020 2019 Service expense $ 65 $ 165 General and administrative expense 980 1,938 Total stock-based compensation $ 1,045 $ 2,103 At March 31, 2020, the Company had 664,360 stock options outstanding with a weighted-average exercise price of $65.92 . T he Company also had 65,618 unvested restricted stock awards ("RSAs") and 37,050 unvested restricted stock units ("RSUs") outstanding at March 31, 2020 with a weighted-average grant date fair value of $44.42 and $63.57, re spectively. Cash-Settled Awards The Company also grants stock equivalent unit awards (“SEUs”) and stock option equivalent units that are cash-settled awards and are not included as part of the 2006 Plan. During the three months ended March 31, 2020 and March 31, 2019, the Company r ecorded a benefit of $563 a nd expense of $1,189 o f stock-based compensation for cash-settled awards, respectively. The benefit and expense for cash-settled awards is included as “General and administrative expense” in the accompanying condensed consolidated statements of operations. As the instruments are accounted for as liability awards, the income or expense recorded for the three months ended March 31, 2020 and 2019 is attributable to the Company’s change in stock price from the previous reporting peri od. The liability for unexercised cash-settled share-based payment awards of $2,567 a nd $3,282 at March 31, 2020 and December 31, 2019, respectively, is reflected in “Accrued expenses” in the condensed consolidated balance sheets. At March 31, 2020, the Company had 3,862 SEUs and 200,000 s tock option equivalent units outstanding. Long-Term Incentive Plans In connection with the acquisition of Circulation during 2018, the Company established a management incentive plan (“MIP”) intended to motivate key employees of Circulation. During the three months ended March 31, 2019, the MIP was amended to remove the previously included performance requirements and to provide for a total fixed payment of $12,000 to the group of MIP participants. During the year ended December 31, 2019, the MIP was further amended to a total fixed payment of $2,720. The payout date is within 30 days following the finalization of the Company’s audited financial statements for the fiscal year ending December 31, 2021 and the payout is subject to the participant remaining employed by the Company through December 31, 2021, except for certain termination scenarios. As of March 31, 2020 and December 31, 2019, the Company has accru ed $1,363 a n |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The following table details the computation of basic and diluted earnings (loss) per share: Three months ended March 31, 2020 2019 Numerator: Net income $ 16,098 $ 582 Less dividends on convertible preferred stock (1,095) (1,087) Less income allocated to participating securities (2,005) (30) Net income (loss) available to common stockholders $ 12,998 $ (535) Continuing operations $ 13,200 $ 197 Discontinued operations (202) (732) Net income (loss) available to common stockholders $ 12,998 $ (535) Denominator: Denominator for basic earnings per share -- weighted-average shares 12,987,740 12,899,714 Effect of dilutive securities: Common stock options 11,231 53,614 Restricted Stock 14,020 — Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion 13,012,991 12,953,328 Basic earnings (loss) per share: Continuing operations $ 1.02 $ 0.02 Discontinued operations (0.02) (0.06) Basic earnings (loss) per share $ 1.00 $ (0.04) Diluted earnings (loss) per share: Continuing operations $ 1.02 $ 0.02 Discontinued operations (0.02) (0.06) Diluted earnings (loss) per share $ 1.00 $ (0.04) Income allocated to participating securities is calculated by allocating a portion of net income attributable to Providence, less dividends on convertible stock, to the convertible preferred stockholders on a pro-rata, as converted basis; however, the convertible preferred stockholders are not allocated losses. The following weighted-average shares were not included in the computation of diluted earnings per share as the effect of their inclusion would have been anti-dilutive: Three months ended March 31, 2020 2019 Stock options to purchase common stock 648,300 559,829 Convertible preferred stock 798,775 801,606 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rate from continuing operations for the three months ended March 31, 2020 was (124.7)% . The effective tax rate from continuing operations for the three months ended March 31, 2019 was 15.1%. For the three months ended March 31, 2020, the effective tax rate was lower than the U.S. federal statutory rate of 21.0% primarily due to the favorable impact of the CARES Act on the Company’s 2018 U.S. NOLs. For the three months ended March 31, 2019, t he effective tax rate was lower th an the U.S. federal statutory rate of 21.0% primarily due to the favorable impact of stock option deductions. During 2019, the Company received refunds from the Internal Revenue Service (“IRS”) totaling $30,756 resulting from the loss on the 2018 workforce development segment sale. As a result of the size of the refunds received, in October 2019, the IRS commenced a mandatory review by a joint committee of Congress. The 2017 Tax Reform Act reduced the U.S. corporate income tax rate from 35% to 21% and provided that U.S. NOLs incurred after 2017 could only be carried forward to offset future taxable income. Pursuant to the CARES Act, which was enacted on March 27, 2020, the Company will carry its 2018 NOLs back five years. As a result, during the three months ended March 31, 2020, the Company recorded a $27,769 receivable for the 2018 U.S. NOL carryback, and an $11,060 tax benefit from the favorable carryback tax rate of 35% compared to a carryforward tax rate of 21%. The Company also recorded an additional income tax payable of $3,753 for 2019 as a result of the 2018 NOL being carried back instead of carried forward. As discussed in Note 15, Discontinued Operations , the Company transferred its operations in Saudi Arabia to its contractual counterparties on January 1, 2019. In connection with the dissolution of its Saudi Arabia legal entity, the Company is protesting withholding tax and income tax assessments for the years 2012 through 2017. The Company does not believe this will have a material adverse effect on its financial condition or results of discontinued operations. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal proceedings In the ordinary course of business, the Company is a party to various lawsuits. Management does not expect these lawsuits to have a material impact on the liquidity, results of operations, or financial condition of the Company. On January 21, 2019, the United States District Court for the Southern District of Ohio unsealed a qui tam complaint, filed in December 2015, against Mobile Care Group, Inc., Mobile Care Group of Ohio, LLC, Mobile Care EMS & Transport, Inc. and LogistiCare Solutions, LLC (“LogistiCare”) by Brandee White, Laura Cunningham, and Jeffery Wisier (the “Relators”) alleging violations of the federal False Claims Act by presenting claims for payment to government healthcare programs knowing that the prerequisites for such claims to be paid had not been met. The Relators seek to recover damages, fees and costs under the federal False Claims Act including treble damages, civil penalties and attorneys’ fees. In addition, the Relators seek reinstatement to their jobs with the Mobile Care entities. None of the Relators were employed by LogistiCare. Prior to January 21, 2019, LogistiCare had no knowledge of the complaint. The federal government has declined to intervene against LogistiCare. The Company filed a motion to dismiss the Complaint on April 22, 2019, and believes that the case will not have a material adverse effect on its business, financial condition or results of operations. On March 1, 2019, Meher Patel filed suit against the Company in the Superior Court of the State of California, Tuolumne County, on behalf of herself and as a class action on behalf of others similarly situated, asserting violations under the California Labor Code relating to the alleged failure by LogistiCare to comply with certain applicable state wage and related employment requirements, as well as claims of breach of contract and breach of the implied covenant of good faith and fair dealing. The plaintiff seeks to recover an unspecified amount of damages and penalties, as well as certification as a class action. On September 6, 2019, Ms. Patel amended her complaint to add Provado Mobile Health, a Company subsidiary, as a party to the suit. The Company and Provado Mobile Health have removed the case to the U.S. District Court, Eastern District of California. The Company and its subsidiary intend to defend the litigation vigorously. Although the outcome of such matter is inherently uncertain and may be materially adverse, based on current information, the Company does not expect the case to have a material adverse effect on the Company’s business, financial condition or results of operations. In Lynch v. Ride Plus et al., a putative class action lawsuit pending in the Superior Court for the County of San Diego, California, a former Ride Plus driver (trade name for Provado Mobile Health, a Company subsidiary) has sought to represent all Ride Plus drivers in California on claims identical to the Patel action. This suit has only recently been served on Provado Mobile Health. Provado Mobile Health plans to remove the case to federal court and combine it with the Patel action or move to stay it while the Patel action is pending, since the two actions cover the same subject matter. At this early stage in the litigation, it is impossible to predict with any certainty whether plaintiff will succeed in getting the court to certify a class, whether the plaintiff and the class, if certified, will prevail on their claims, or what they may recover. On April 1, 2019, a purported class action was filed against LogistiCare in Texas alleging that the Company’s policy with respect to timekeeping for hourly employees constituted violations of the federal Fair Labor Standards Act (“FLSA”), as well as wage and hour laws in South Carolina and Texas. Plaintiffs filed a motion for conditional certification on a nationwide basis, which LogistiCare contested. The court granted the conditional certification motion on January 22, 2020. The Company filed an appeal of the conditional certification order. The Company also plans to vigorously contest the allegations on the merits as the plaintiffs have mischaracterized the method by which employees clock in to work. At this early stage in the litigation, it is impossible to predict with any certainty whether plaintiffs will prevail on their claims, or what they might recover. Indemnifications The Company provided certain standard indemnifications in connection with the sale of the Human Services segment to Molina Healthcare Inc. (“Molina”) effective November 1, 2015. Certain representations made by the Company in the related Membership Interest Purchase Agreement (the “Purchase Agreement”) including tax representations, survive until the expiration of applicable statutes of limitation. Molina and the Company entered into a settlement agreement regarding indemnification claims by Molina with respect to Rodriguez v. Providence Community Corrections (the “Rodriguez Litigation”), a complaint filed in the District Court for the Middle District of Tennessee, Nashville Division, against Providence Community Corrections, Inc. (“PCC”), an entity sold under the Purchase Agreement. In 2019, the Company recovered a portion of the settlement through insurance coverage. The Company has provided certain standard indemnifications in connection with its Matrix stock subscription transaction whereby Mercury Fortuna Buyer, LLC (“Subscriber”), Providence and Matrix entered into a stock subscription agreement (the “Subscription Agreement”), dated August 28, 2016. The representations and warranties made by the Company in the Subscription Agreement ended January 19, 2018; however, certain fundamental representations survived through October 19, 2019. The covenants and agreements of the parties to be performed prior to the closing ended January 19, 2018, and all other covenants and agreements survived until the expiration of the applicable statute of limitations in the event of a breach, or for such lesser periods specified therein. The Company is not aware of any indemnification liabilities with respect to Matrix that require accrual at March 31, 2020. The Company has provided certain standard indemnifications in connection with the sale of substantially all of its WD Services segment to Advanced Personnel Management Global Pty Ltd of Australia (“APM”), which closed on December 21, 2018. The non-title warranties made by the Company in the related Share Purchase Agreement survive for 18 months following the closing date, and the title-related warranties and tax warranties survive five years from the closing date (i.e., December 21, 2023). The Company is not aware of any indemnification liabilities with respect to the former WD Services segment that require accrual at March 31, 2020 . On May 9, 2018, the Company entered into a registration indemnification agreement with Coliseum Capital Partners, L.P., Coliseum Capital Partners II, L.P., Blackwell Partners, LLC - Series A and Coliseum Capital Co-Invest, L.P. (collectively, the “Coliseum Stockholders”), who as of March 31, 2020 collectively held approximately 6.7% of the Company’s outstanding common stock and approximately 95.9% of the Company’s outstanding Preferred Stock, pursuant to which the Company has agreed to indemnify the Coliseum Stockholders, and the Coliseum Stockholders have agreed to indemnify the Company, against certain matters relating to the registration of the selling stockholders’ securities for resale under the Securities Act of 1933, as amended (the “Securities Act”). |
Transactions with Related Parti
Transactions with Related Parties | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Transactions with Related Parties | Transactions with Related PartiesConvertible preferred stock dividends earned by the Coliseum Stockholders during the three months ended March 31, 2020 and 2019 totaled $1,050 and $1,039, respectively. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On December 21, 2018, the Company completed the sale of substantially all of the operating subsidiaries of its WD Services segment to APM and APM UK Holdings Limited, an affiliate of APM, except for the segment’s employment services operations in Saudi Arabia. The Company’s contractual counterparties in Saudi Arabia, including an entity owned by the Saudi Arabian government, assumed these operations beginning January 1, 2019. On June 11, 2018, the Company entered into a Share Purchase Agreement to sell the shares of Ingeus France, its WD Services operation in France, for a de minimis amount. The sale was effective on July 17, 2018. On November 1, 2015, the Company completed the sale of its Human Services segment. During the three months ended March 31, 2020 and 2019, the Company recorded additional expenses related to the Human Services segment, principally related to previously disclosed legal proceedings and professional fees. Results of Operations The following tables summarize the results of operations classified as discontinued operations, net of tax, for the three months ended March 31, 2020 and 2019: Three months ended March 31, 2020 Human Services WD Services Total Discontinued Operating expenses: General and administrative expense $ 123 $ 146 $ 269 Total operating expense 123 146 269 Operating loss (123) (146) (269) Loss from discontinued operations before income taxes (123) (146) (269) Benefit for income taxes 31 36 67 Loss from discontinued operations, net of tax $ (92) $ (110) $ (202) Three months ended March 31, 2019 Human Services WD Services Total Discontinued Operating expenses: General and administrative expense $ 145 $ 708 $ 853 Total operating expenses 145 708 853 Operating loss (145) (708) (853) Loss from discontinued operations before income taxes (145) (708) (853) Benefit for income taxes 36 85 121 Loss from discontinued operations, net of tax $ (109) $ (623) $ (732) Assets and liabilities The following table summarizes the carrying amounts of the major classes of assets and liabilities of discontinued operations in the condensed consolidated balance sheets as o f March 31, 2020 a nd December 31, 2019. Amounts represent the accounts of WD Services operations in Saudi Arabia, which were not sold as part of the WD Services sale. March 31, December 31, 2020 2019 Cash and cash equivalents $ 33 $ 155 Current assets of discontinued operations $ 33 $ 155 Accounts payable $ 41 $ 16 Accrued expenses 1,414 1,414 Current liabilities of discontinued operations $ 1,455 $ 1,430 Cash Flow Information There were $122 in cash flow payments related to operating expenses for WD Services Segment for the three months ended March 31, 2020 |
Segments
Segments | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segments | Segments The Company’s chief operating decision maker reviews financial performance and allocates resources based on two segments as follows: • NET Services - which operates primarily under the brands LogistiCare and Circulation, is the largest manager of NET programs for state governments and MCOs in the U.S and includes the Company’s activities for executive, accounting, finance, internal audit, tax, legal, certain strategic and development functions and the Company's now dissolved captive insurance Company. • Matrix Investment - which consists of a minority investment in Matrix, provides a broad array of assessment and care management services that improve health outcomes for individuals and financial performance for health plans. Matrix’s national network of community-based clinicians deliver in-home services while its fleet of mobile health clinics provide community-based care with advance diagnostic capabilities. The following tables set forth certain financial information from continuing operations attributable to the Company’s business segments: Three months ended March 31, 2020 NET Services Matrix Total Service revenue, net $ 367,291 $ — $ 367,291 Service expense 332,661 — 332,661 General and administrative expense 20,795 — 20,795 Depreciation and amortization 3,790 — 3,790 Operating income $ 10,045 $ — $ 10,045 Equity in net loss of investee $ — $ (2,550) $ (2,550) Investment in equity method investee $ — $ 128,098 $ 128,098 Total assets (continuing operations) $ 668,984 $ 128,098 $ 797,082 Three months ended March 31, 2019 NET Services Matrix Total Service revenue, net $ 367,815 $ — $ 367,815 Service expense 340,498 — 340,498 General and administrative expense 19,401 — 19,401 Depreciation and amortization 4,475 — 4,475 Operating income $ 3,441 $ — $ 3,441 Equity in net loss of investee $ — $ (1,656) $ (1,656) Investment in equity method investee $ — $ 159,546 $ 159,546 Total assets (continuing operations) $ 449,281 $ 159,546 $ 608,827 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events through the filing of this Form 10-Q, and determined that there have been no events that have occurred that would require disclosures except for the following: Amendment to Credit Facility On May 6, 2020, the Company entered into the Seventh Amendment to the Credit Facility which, among other things, expanded the Credit Facility from $200,000 to $225,000, extended the maturity date to August 1, 2021, and increased the sublimit for letters of credit from $25,000 to $40,000. See Note 9, Debt , for further information. Acquisition On May 6, 2020, Logisticare Solutions, LLC, a Delaware limited liability company (“Logisticare”) and wholly-owned subsidiary of Providence, entered into an Equity Purchase Agreement (the “Purchase Agreement”) with Specialty Benefits, LLC., a Delaware corporation (the “Seller”), National MedTrans, LLC, a New York limited liability company (“NMT”) and for limited purposes therein, United Healthcare Services, Inc., a Minnesota corporation. Pursuant to the terms of the Purchase Agreement, Logisticare acquired from Seller all of the outstanding capital stock of NMT. The purchase price paid by Logisticare to Seller was approximately $80,000 in cash. |
Organization, Consolidation and
Organization, Consolidation and Presentation of Financial Statements (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Accounting | Basis of Presentation The Company follows accounting standards set by the Financial Accounting Standards Board (“FASB”). The FASB establishes accounting principles generally accepted in the United States (“GAAP”). Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification (“ASC”), which serves as the single source of authoritative accounting and applicable reporting standards to be applied for non-governmental entities. All amounts are presented in U.S. dollars, unless otherwise noted. The Company’s condensed consolidated financial statements have been prepared in accordance with 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 the information and disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for the fair presentation of the results of the interim periods have been included. The Company has made estimates relating to the reporting of assets and liabilities, revenues and expenses and certain disclosures in the preparation of these condensed consolidated financial statements in conformity with GAAP. Actual results could differ from those estimates. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2020. Management has evaluated events and transactions that occurred after the balance sheet date and through the date these condensed consolidated financial statements were filed with the SEC and considered the effect of such events in the preparation of these condensed consolidated financial statements. The condensed consolidated balance sheet at December 31, 2019 has been derived from audited financial statements at that date but does not include all the information and footnotes required by GAAP for complete financial statements. The condensed consolidated financial statements contained herein should be read in conjunction with the audited financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The Company accounts for its investment in Matrix using the equity method, as the Company does not control the decision-making process or business management practices of Matrix. While the Company has access to certain information and performs certain procedures to review the reasonableness of information, the Company relies on the management of Matrix to provide accurate financial information prepared in accordance with GAAP. The Company receives audit reports relating to such financial information from Matrix’s independent auditors on an annual basis. The Company is not aware of any errors in or possible misstatements of the financial information provided by Matrix that would have a material effect on the Company’s condensed consolidated financial statements. See Note 5, Equity Investment , for further information. Uncertainties due to COVID-19 In December 2019, an outbreak of a new strain of a coronavirus; causing a coronavirus disease ("COVID-19"), began in Wuhan, Hubei Province, China. In March 2020, the World Health Organization declared COVID-19 a pandemic. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. COVID-19, as well as measures taken by governmental authorities and private actors to limit the spread of this virus, has and is likely to continue to interfere with the ability of the Company's employees, suppliers, transportation providers and other business providers to carry out their assigned tasks at ordinary levels of performance relative to the conduct of our business which may cause the Company to materially curtail certain business operations. While the Company is monitoring the impact of COVID-19 on the business and financial results at this time, the Company is unable to accurately predict the extent to which the coronavirus pandemic impacts the business, operations and financial results. The Company’s condensed consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and reported amounts of revenue and expenses. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s first quarter 2020 results of operations or financial position. It is possible that these assumptions and estimates may materially change prior to December 31, 2020. In response to the circumstances described above, the Company borrowed $162,000 under the revolving credit facility to enhance its financial flexibility given uncertainty during the COVID-19 pandemic and its impact on global economies and financial markets. See Note 9, Debt , for further information. On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) which includes modifications to the limitation on business interest expense and net operating loss provisions, and provides a delay in the payment of employer federal payroll taxes during 2020 after the date of enactment. Due to the favorable impact of the CARES Act on the Company’s 2018 U.S. net operating losses ("NOLs"), the effective tax rate was lower than the U.S. federal statutory rate of 21.0% for the three months ended March 31, 2020. See Note 12, Income Taxes , for further information. Reclassifications During the three months ended March 31, 2020, the Company has separately classified the reduction of Right of Use assets in its consolidated statement of cash flows and conformed the prior period. |
Significant Accounting Polici_2
Significant Accounting Policies and Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Presentation The Company follows accounting standards set by the Financial Accounting Standards Board (“FASB”). The FASB establishes accounting principles generally accepted in the United States (“GAAP”). Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification (“ASC”), which serves as the single source of authoritative accounting and applicable reporting standards to be applied for non-governmental entities. All amounts are presented in U.S. dollars, unless otherwise noted. The Company’s condensed consolidated financial statements have been prepared in accordance with 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 the information and disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for the fair presentation of the results of the interim periods have been included. The Company has made estimates relating to the reporting of assets and liabilities, revenues and expenses and certain disclosures in the preparation of these condensed consolidated financial statements in conformity with GAAP. Actual results could differ from those estimates. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2020. Management has evaluated events and transactions that occurred after the balance sheet date and through the date these condensed consolidated financial statements were filed with the SEC and considered the effect of such events in the preparation of these condensed consolidated financial statements. The condensed consolidated balance sheet at December 31, 2019 has been derived from audited financial statements at that date but does not include all the information and footnotes required by GAAP for complete financial statements. The condensed consolidated financial statements contained herein should be read in conjunction with the audited financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The Company accounts for its investment in Matrix using the equity method, as the Company does not control the decision-making process or business management practices of Matrix. While the Company has access to certain information and performs certain procedures to review the reasonableness of information, the Company relies on the management of Matrix to provide accurate financial information prepared in accordance with GAAP. The Company receives audit reports relating to such financial information from Matrix’s independent auditors on an annual basis. The Company is not aware of any errors in or possible misstatements of the financial information provided by Matrix that would have a material effect on the Company’s condensed consolidated financial statements. See Note 5, Equity Investment , for further information. Uncertainties due to COVID-19 In December 2019, an outbreak of a new strain of a coronavirus; causing a coronavirus disease ("COVID-19"), began in Wuhan, Hubei Province, China. In March 2020, the World Health Organization declared COVID-19 a pandemic. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. COVID-19, as well as measures taken by governmental authorities and private actors to limit the spread of this virus, has and is likely to continue to interfere with the ability of the Company's employees, suppliers, transportation providers and other business providers to carry out their assigned tasks at ordinary levels of performance relative to the conduct of our business which may cause the Company to materially curtail certain business operations. While the Company is monitoring the impact of COVID-19 on the business and financial results at this time, the Company is unable to accurately predict the extent to which the coronavirus pandemic impacts the business, operations and financial results. The Company’s condensed consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and reported amounts of revenue and expenses. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s first quarter 2020 results of operations or financial position. It is possible that these assumptions and estimates may materially change prior to December 31, 2020. In response to the circumstances described above, the Company borrowed $162,000 under the revolving credit facility to enhance its financial flexibility given uncertainty during the COVID-19 pandemic and its impact on global economies and financial markets. See Note 9, Debt , for further information. On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) which includes modifications to the limitation on business interest expense and net operating loss provisions, and provides a delay in the payment of employer federal payroll taxes during 2020 after the date of enactment. Due to the favorable impact of the CARES Act on the Company’s 2018 U.S. net operating losses ("NOLs"), the effective tax rate was lower than the U.S. federal statutory rate of 21.0% for the three months ended March 31, 2020. See Note 12, Income Taxes , for further information. Reclassifications During the three months ended March 31, 2020, the Company has separately classified the reduction of Right of Use assets in its consolidated statement of cash flows and conformed the prior period. |
New Accounting Pronouncements | The Company adopted the following accounting pronouncements during the three months ended March 31, 2020: In June 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”). The amendments in ASU 2016-13 superseded much of the existing guidance for reporting credit losses for assets held at amortized cost basis and available for sale debt securities. The amendments in ASU 2016-13 affected loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The Company adopted ASU 2016-13 on January 1, 2020. As of the quarter ended March 31, 2020, this guidance did not have a material impact on the condensed consolidated financial statements or disclosures and we do not expect the adoption of this guidance will have a material impact in the future. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). ASU 2018-13 removed certain disclosures, modified certain disclosures and added additional disclosures. The Company adopted ASU 2018-13 on January 1, 2020. As of the quarter ended March 31, 2020, this guidance did not have an impact on the condensed consolidated financial statements or disclosures and we do not expect the adoption of this guidance will have a material impact in the future. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligned the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company elected to apply the prospective transition approach and therefore applied the transition requirements to any eligible costs incurred after adoption. The Company adopted ASU 2018-15 on January 1, 2020. As of the quarter ended March 31, 2020, the Company has not incurred any material implementation costs associated with new service contracts since the date of adoption. In March 2020, the FASB issued ASU 2020-03, Codification Improvements to Financial Instruments. The amendments related to Issue 1, Issue 2, Issue 4, and Issue 5 are conforming amendments. For public business entities, the amendments are effective upon issuance of the final ASU. The amendment related to Issue 3 is a conforming amendment that affects the guidance in the amendments in Accounting Standards Update No. 2019-04, Codification Improvements to Topic 326 , Financial Instruments—Credit Losse s, Topic 815, Derivatives and Hedging , and Topic 825, Financial Instruments . That guidance relates to the amendments in Accounting Standards Update No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The effective date of Update 2019-04 for the amendments to Update 2016-01 is for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The amendments related to Issue 6 and Issue 7 affect the guidance in the amendments in Accounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Public business entities that meet the definition of an SEC filer, excluding eligible smaller reporting companies as defined by the SEC, should adopt the amendments in ASU 2016-13 during 2020. The Company adopted the amendments on April 1, 2020. These amendments did not have an impact on the condensed consolidated financial statements or disclosures and we do not expect the adoption of the amendments to have a material impact in the future. Recent accounting pronouncements that the Company has yet to adopt are as follows: In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which modifies ASC 740, Income Taxes , to reduce complexity in certain areas of accounting for income taxes. The amendments in ASU 2019-12 are effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. The Company is currently evaluating the impact ASU 2019-12 will have on its condensed consolidated financial statements. In January 2020, the FASB issued ASU 2020-01, Clarifying the Interactions Between Topic 321, Topic 323, and Topic 81 5 ("ASU 2020-01"), to clarify the interaction among the accounting standards for equity securities, equity method investments and certain derivatives. ASU 2020-01 is effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. The Company is currently evaluating the impact of ASU 2020-01 on its condensed consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04") which provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications, hedging relationships, and other transactions that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued due to reference rate reform. The relief granted in ASC 848, Reference Rate Reform , is applicable only to legacy contracts if the amendments made to the agreements are solely for reference rate reform activities. The provisions of ASC 848 must be applied to a Topic, Subtopic, or Industry Subtopic for all transactions other than derivatives, which may be applied at a hedging relationship level. Entities may apply the provisions as of the beginning of the reporting period when the election is made (i.e. as early as the first quarter 2020). Unlike other topics, the provisions of this update are only available until December 31, 2022, when the reference rate replacement activity is expected to have completed. The Company is currently evaluating the impact ASU 2020-01 will have on its condensed consolidated financial statements or disclosures, but it does not expect the adoption to have a material impact. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table summarizes disaggregated revenue from contracts with customers by contract type: Three months ended March 31, 2020 Three months ended March 31, 2019 State Medicaid agency contracts $ 180,731 $ 176,968 Managed care organization contracts 186,560 190,847 Total Service revenue, net $ 367,291 $ 367,815 Capitated contracts $ 300,724 $ 304,596 Non-capitated contracts 66,567 63,219 Total Service revenue, net $ 367,291 $ 367,815 |
Schedule of Accounts Receivable | The following table provides information about accounts receivable, net: March 31, 2020 December 31, 2019 Accounts receivable $ 117,536 $ 124,868 Reconciliation contracts receivable 61,274 61,481 Allowance for doubtful accounts (6,760) (5,933) Accounts receivable, net $ 172,050 $ 180,416 |
Other Account Liabilities | The following table provides information about other accounts included on the accompanying condensed consolidated balance sheets: March 31, 2020 December 31, 2019 Accrued contract payments, included in “ accrued expenses ” $ 20,058 $ 15,706 Deferred revenue, current 565 227 Deferred revenue, long-term, included in “ other long-term liabilities ” 723 758 |
Cash, Cash Equivalents and Re_2
Cash, Cash Equivalents and Restricted Cash (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows: March 31, 2020 March 31, 2019 Cash and cash equivalents $ 254,371 $ 42,418 Restricted cash, current 73 1,868 Current assets of discontinued operations 33 4,297 Restricted cash, less current portion — 2,041 Cash, cash equivalents and restricted cash $ 254,477 $ 50,624 |
Equity Investment (Tables)
Equity Investment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investment, Summarized Financial Information [Abstract] | |
Income Statement and Balance Sheet Disclosure | Summary financial information for Matrix on a standalone basis is as follows: March 31, 2020 December 31, 2019 Current assets $ 69,766 $ 64,221 Long-term assets 641,065 631,007 Current liabilities 38,891 31,256 Long-term liabilities 365,026 351,380 Three months ended March 31, 2020 Three months ended March 31, 2019 Revenue $ 61,304 $ 66,983 Operating (loss) income (1,673) 555 Net loss (6,357) (4,486) |
Prepaid Expenses and Other (Tab
Prepaid Expenses and Other (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure | Prepaid expenses and other were comprised of the following: March 31, 2020 December 31, 2019 Prepaid income taxes $ 25,128 $ 2,942 Prepaid insurance 630 1,317 Prepaid rent 892 868 Other prepaid expenses 5,905 5,815 Total prepaid expenses and other $ 32,555 $ 10,942 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses consisted of the following: March 31, 2020 December 31, 2019 Accrued compensation and related liabilities $ 14,442 $ 8,941 Accrued contract payments 20,058 15,706 Accrued cash settled stock-based compensation 2,567 3,282 Other accrued expenses 9,294 10,804 Total accrued expenses $ 46,361 $ 38,733 |
Restructuring and Related Reo_2
Restructuring and Related Reorganization Costs (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The summary of the liability for restructuring and related reorganization costs is as follows: January 1, 2019 Costs Cash Payments December 31, 2019 Retention and personnel liability $ 1,956 $ 2,418 $ (4,374) $ — Other liability 398 1,308 (1,706) — Total $ 2,354 $ 3,726 $ (6,080) $ — |
Stock-Based Compensation and _2
Stock-Based Compensation and Similar Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Disclosure of Stock-based Compensation by Line Item | The following table reflects the amount of stock-based compensation for continuing operations, for share settled awards, recorded in each financial statement line item for the three months ended March 31, 2020 and 2019: Three months ended March 31, 2020 2019 Service expense $ 65 $ 165 General and administrative expense 980 1,938 Total stock-based compensation $ 1,045 $ 2,103 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table details the computation of basic and diluted earnings (loss) per share: Three months ended March 31, 2020 2019 Numerator: Net income $ 16,098 $ 582 Less dividends on convertible preferred stock (1,095) (1,087) Less income allocated to participating securities (2,005) (30) Net income (loss) available to common stockholders $ 12,998 $ (535) Continuing operations $ 13,200 $ 197 Discontinued operations (202) (732) Net income (loss) available to common stockholders $ 12,998 $ (535) Denominator: Denominator for basic earnings per share -- weighted-average shares 12,987,740 12,899,714 Effect of dilutive securities: Common stock options 11,231 53,614 Restricted Stock 14,020 — Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion 13,012,991 12,953,328 Basic earnings (loss) per share: Continuing operations $ 1.02 $ 0.02 Discontinued operations (0.02) (0.06) Basic earnings (loss) per share $ 1.00 $ (0.04) Diluted earnings (loss) per share: Continuing operations $ 1.02 $ 0.02 Discontinued operations (0.02) (0.06) Diluted earnings (loss) per share $ 1.00 $ (0.04) |
Schedule of Antidilutive Securities | The following weighted-average shares were not included in the computation of diluted earnings per share as the effect of their inclusion would have been anti-dilutive: Three months ended March 31, 2020 2019 Stock options to purchase common stock 648,300 559,829 Convertible preferred stock 798,775 801,606 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Summary of Operations Classified as Discontinued Operations | The following tables summarize the results of operations classified as discontinued operations, net of tax, for the three months ended March 31, 2020 and 2019: Three months ended March 31, 2020 Human Services WD Services Total Discontinued Operating expenses: General and administrative expense $ 123 $ 146 $ 269 Total operating expense 123 146 269 Operating loss (123) (146) (269) Loss from discontinued operations before income taxes (123) (146) (269) Benefit for income taxes 31 36 67 Loss from discontinued operations, net of tax $ (92) $ (110) $ (202) Three months ended March 31, 2019 Human Services WD Services Total Discontinued Operating expenses: General and administrative expense $ 145 $ 708 $ 853 Total operating expenses 145 708 853 Operating loss (145) (708) (853) Loss from discontinued operations before income taxes (145) (708) (853) Benefit for income taxes 36 85 121 Loss from discontinued operations, net of tax $ (109) $ (623) $ (732) Assets and liabilities The following table summarizes the carrying amounts of the major classes of assets and liabilities of discontinued operations in the condensed consolidated balance sheets as o f March 31, 2020 a nd December 31, 2019. Amounts represent the accounts of WD Services operations in Saudi Arabia, which were not sold as part of the WD Services sale. March 31, December 31, 2020 2019 Cash and cash equivalents $ 33 $ 155 Current assets of discontinued operations $ 33 $ 155 Accounts payable $ 41 $ 16 Accrued expenses 1,414 1,414 Current liabilities of discontinued operations $ 1,455 $ 1,430 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Financial Information Attributable to the Company's Business Segments | The following tables set forth certain financial information from continuing operations attributable to the Company’s business segments: Three months ended March 31, 2020 NET Services Matrix Total Service revenue, net $ 367,291 $ — $ 367,291 Service expense 332,661 — 332,661 General and administrative expense 20,795 — 20,795 Depreciation and amortization 3,790 — 3,790 Operating income $ 10,045 $ — $ 10,045 Equity in net loss of investee $ — $ (2,550) $ (2,550) Investment in equity method investee $ — $ 128,098 $ 128,098 Total assets (continuing operations) $ 668,984 $ 128,098 $ 797,082 Three months ended March 31, 2019 NET Services Matrix Total Service revenue, net $ 367,815 $ — $ 367,815 Service expense 340,498 — 340,498 General and administrative expense 19,401 — 19,401 Depreciation and amortization 4,475 — 4,475 Operating income $ 3,441 $ — $ 3,441 Equity in net loss of investee $ — $ (1,656) $ (1,656) Investment in equity method investee $ — $ 159,546 $ 159,546 Total assets (continuing operations) $ 449,281 $ 159,546 $ 608,827 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Line of credit facility, outstanding | $ 162,000 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (NET Services) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Total Service revenue, net | $ 367,291 | $ 367,815 |
NET Services | ||
Disaggregation of Revenue [Line Items] | ||
Total Service revenue, net | 367,291 | 367,815 |
NET Services | State Medicaid agency contracts | ||
Disaggregation of Revenue [Line Items] | ||
Total Service revenue, net | 180,731 | 176,968 |
NET Services | Managed care organization contracts | ||
Disaggregation of Revenue [Line Items] | ||
Total Service revenue, net | 186,560 | 190,847 |
NET Services | Capitated contracts | ||
Disaggregation of Revenue [Line Items] | ||
Total Service revenue, net | 300,724 | 304,596 |
NET Services | Non-capitated contracts | ||
Disaggregation of Revenue [Line Items] | ||
Total Service revenue, net | $ 66,567 | $ 63,219 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred Revenue | ||||
Revenue recognized | $ 48,000 | $ 339,000 | $ 339,000 | |
Corporate Restructuring Plan | ||||
Deferred Revenue | ||||
Restructuring reserve | 0 | $ 2,354,000 | ||
NET Services | ||||
Deferred Revenue | ||||
Contract with Customer, Performance Obligation Satisfied in Previous Period | $ 632,000 | $ 2,572,000 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable | $ 117,536 | $ 124,868 |
Reconciliation contracts receivable | 61,274 | 61,481 |
Allowance for doubtful accounts | (6,760) | (5,933) |
Accounts receivable, net | $ 172,050 | $ 180,416 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Other Accounts (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Revenue from Contract with Customer [Abstract] | ||
Accrued contract payments, included in “accrued expenses” | $ 20,058 | $ 15,706 |
Deferred revenue, current | 565 | 227 |
Deferred revenue, long-term, included in “other long-term liabilities” | $ 723 | $ 758 |
Cash, Cash Equivalents and Re_3
Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |||
Cash and cash equivalents | $ 254,371 | $ 61,365 | $ 42,418 |
Restricted cash, current | 73 | $ 153 | 1,868 |
Current assets of discontinued operations | 33 | 4,297 | |
Restricted cash, less current portion | 0 | 2,041 | |
Cash, cash equivalents and restricted cash | $ 254,477 | $ 50,624 |
Equity Investment - Narrative (
Equity Investment - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||
Equity investment | $ 128,098,000 | $ 130,869,000 | $ 159,546,000 |
Matrix | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 43.60% | 43.60% | |
Impairment | $ 0 | $ 55,056,000 | |
Equity investment | $ 128,098,000 | $ 130,869,000 | |
Equity method investment, ownership percentage | 43.60% | 43.60% |
Equity Investment - Summary of
Equity Investment - Summary of Financial Information for Matrix (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Schedule of Investments [Line Items] | |||
Current assets | $ 462,754 | $ 256,427 | |
Current liabilities | 329,143 | 150,186 | |
Service revenue, net | 367,291 | $ 367,815 | |
Operating (loss) income | 10,045 | 3,441 | |
Net loss | 16,098 | 582 | |
Matrix | |||
Schedule of Investments [Line Items] | |||
Current assets | 69,766 | 64,221 | |
Long-term assets | 641,065 | 631,007 | |
Current liabilities | 38,891 | 31,256 | |
Long-term liabilities | 365,026 | $ 351,380 | |
Service revenue, net | 61,304 | 66,983 | |
Operating (loss) income | (1,673) | 555 | |
Net loss | $ (6,357) | $ (4,486) |
Prepaid Expenses and Other (Det
Prepaid Expenses and Other (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid income taxes | $ 25,128 | $ 2,942 |
Prepaid insurance | 630 | 1,317 |
Prepaid rent | 892 | 868 |
Other prepaid expenses | 5,905 | 5,815 |
Total prepaid expenses and other | $ 32,555 | $ 10,942 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities, Current [Abstract] | ||
Accrued compensation and related liabilities | $ 14,442 | $ 8,941 |
Accrued contract payments | 20,058 | 15,706 |
Accrued cash settled stock-based compensation | 2,567 | 3,282 |
Other accrued expenses | 9,294 | 10,804 |
Total accrued expenses | $ 46,361 | $ 38,733 |
Restructuring and Related Reo_3
Restructuring and Related Reorganization Costs - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges incurred to date | $ 13,060,000 | |||
Corporate Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 2,011,000 | |||
Restructuring reserve | $ 0 | $ 2,354,000 | ||
Costs Incurred | 0 | 3,726,000 | ||
Corporate Restructuring Plan | Retention and Personnel Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,393,000 | |||
Restructuring reserve | 0 | 1,956,000 | ||
Restructuring charges incurred to date | 7,516,000 | |||
Costs Incurred | 2,418,000 | |||
Corporate Restructuring Plan | Acceleration of Stock-Based Compensation | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 191,000 | |||
Restructuring charges incurred to date | 2,035,000 | |||
Corporate Restructuring Plan | Accelerated Depreciation | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 144,000 | |||
Restructuring charges incurred to date | 673,000 | |||
Corporate Restructuring Plan | Other Restructuring | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 283,000 | |||
Restructuring reserve | $ 0 | $ 398,000 | ||
Restructuring charges incurred to date | 2,836,000 | |||
Costs Incurred | $ 1,308,000 |
Restructuring and Related Reo_4
Restructuring and Related Reorganization Costs - Reserve (Details) - Corporate Restructuring Plan - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2019 | |
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | $ 2,354,000 | $ 2,354,000 |
Costs Incurred | 0 | 3,726,000 |
Cash Payments | (6,080,000) | |
Balance at end of period | 0 | |
Retention and personnel liability | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 1,956,000 | 1,956,000 |
Costs Incurred | 2,418,000 | |
Cash Payments | (4,374,000) | |
Balance at end of period | 0 | |
Other liability | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 398,000 | 398,000 |
Costs Incurred | 1,308,000 | |
Cash Payments | $ (1,706,000) | |
Balance at end of period | $ 0 |
Debt (Details)
Debt (Details) - USD ($) | May 06, 2020 | Mar. 31, 2020 |
Line of Credit Facility [Line Items] | ||
Line of credit facility, outstanding | $ 162,000,000 | |
Letters of credit outstanding, amount | 13,551,000 | |
Remaining borrowing capacity | $ 24,449,000 | |
Interest rate | 4.17% | |
Line of credit facility additional maximum borrowing capacity | $ 75,000,000 | |
Leverage ratio | 3 | |
Coverage ratio | 3 | |
Credit Facility, Fourth Amendment, Term Loan Tranche | ||
Line of Credit Facility [Line Items] | ||
Line of credit available | $ 25,000,000 | |
Credit Facility, Fourth Amendment, Term Loan Tranche | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of credit available | $ 40,000,000 | |
Credit Facility, Second Amendment, Term Loan Tranche | London Interbank Offered Rate (LIBOR) | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Base rate for variable rate | 1.00% | |
Credit Facility, Second Amendment, Term Loan Tranche | Minimum | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 0.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Minimum | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 0.35% | |
Credit Facility, Second Amendment, Term Loan Tranche | Minimum | London Interbank Offered Rate (LIBOR) | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Minimum | London Interbank Offered Rate (LIBOR) | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Minimum | Base Rate | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 1.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Minimum | Base Rate | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 1.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Maximum | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 0.50% | |
Credit Facility, Second Amendment, Term Loan Tranche | Maximum | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 0.50% | |
Credit Facility, Second Amendment, Term Loan Tranche | Maximum | London Interbank Offered Rate (LIBOR) | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 3.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Maximum | London Interbank Offered Rate (LIBOR) | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 3.00% | |
Credit Facility, Second Amendment, Term Loan Tranche | Maximum | Base Rate | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Credit Facility, Second Amendment, Term Loan Tranche | Maximum | Base Rate | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.00% | |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Debt amount | $ 200,000,000 | |
Revolving Credit Facility | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt amount | $ 225,000,000 | |
Letter of Credit | Minimum | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 2.25% | |
Letter of Credit | Minimum | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 2.25% | |
Letter of Credit | Maximum | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 3.25% | |
Letter of Credit | Maximum | Subsequent Event [Member] | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 3.00% |
Stock-Based Compensation and _3
Stock-Based Compensation and Similar Arrangements - Stock-based Compensation Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 1,045 | $ 2,103 |
Service expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | 65 | 165 |
General and administrative expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 980 | $ 1,938 |
Stock-Based Compensation and _4
Stock-Based Compensation and Similar Arrangements - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options outstanding (in shares) | 664,360 | ||
Weighted-average exercise price (in usd per share) | $ 65.92 | ||
Stock equivalent units outstanding (in shares) | 3,862 | ||
Stock option equivalent units outstanding (in shares) | 200,000 | ||
Stock-based compensation | $ 1,045 | $ 2,103 | |
Management Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fixed payment | 2,720 | $ 12,000 | |
Deferred compensation liability | 1,363 | 1,108 | |
General and administrative expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 980 | 1,938 | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of unvested RSAs outstanding (in shares) | 65,618 | ||
Weighted-average grant date fair value (in usd per share) | $ 44.42 | ||
Stock Equivalent Unit Awards and Stock Option Equivalent Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of unvested RSAs outstanding (in shares) | 37,050 | ||
Weighted-average grant date fair value (in usd per share) | $ 63,570 | ||
Stock Equivalent Unit Awards and Stock Option Equivalent Units | Accrued Expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unexercised cash settled share-based payment awards | $ (2,567) | $ (3,282) | |
Stock Equivalent Unit Awards and Stock Option Equivalent Units | General and administrative expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Allocated share-based compensation expense (benefit) | $ (563) | $ 1,189 |
Earnings (Loss) Per Share - Sch
Earnings (Loss) Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator: | ||
Net income | $ 16,098 | $ 582 |
Less dividends on convertible preferred stock | (1,095) | (1,087) |
Less income allocated to participating securities | (2,005) | (30) |
Net income (loss) available to common stockholders | $ 12,998 | $ (535) |
Denominator: | ||
Denominator for basic earnings per share -- weighted-average shares | 12,987,740 | 12,899,714 |
Effect of dilutive securities: | ||
Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion (in shares) | 13,012,991 | 12,953,328 |
Basic earnings (loss) per share: | ||
Continuing operations (in dollars per share) | $ 1.02 | $ 0.02 |
Discontinued operations (in dollars per share) | (0.02) | (0.06) |
Basic loss per common share (in dollars per share) | 1 | (0.04) |
Diluted earnings (loss) per share: | ||
Continuing operations (in dollars per share) | 1.02 | 0.02 |
Discontinued operations (in dollars per share) | (0.02) | (0.06) |
Diluted earnings per common share (in dollars per share) | $ 1 | $ (0.04) |
Common stock options | ||
Effect of dilutive securities: | ||
Common stock options (in shares) | 11,231 | 53,614 |
Restricted Stock | ||
Effect of dilutive securities: | ||
Common stock options (in shares) | 14,020 | 0 |
Continuing operations | ||
Numerator: | ||
Net income (loss) available to common stockholders | $ 13,200 | $ 197 |
Discontinued operations | ||
Numerator: | ||
Net income (loss) available to common stockholders | $ (202) | $ (732) |
Earnings (Loss) Per Share - S_2
Earnings (Loss) Per Share - Schedule of Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 648,300 | 559,829 |
Convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 798,775 | 801,606 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Income Tax Contingency [Line Items] | |||
Effective income tax rate | (124.70%) | 15.10% | |
Proceeds from income tax refunds | $ 30,756 | ||
Income taxes receivable | $ 27,769 | ||
Income tax benefit | 11,060 | ||
Increase income taxes payable | $ 3,753 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Affiliated Entity - Stockholders | Mar. 31, 2020 |
Common Stock | |
Loss Contingencies [Line Items] | |
Related party, percentage of stock in company | 6.70% |
Preferred Stock | |
Loss Contingencies [Line Items] | |
Related party, percentage of stock in company | 95.90% |
Transactions with Related Par_2
Transactions with Related Parties (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Coliseum Capital Partners, L.P. | Preferred Stock Dividends Earned by Related Party | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 1,050 | $ 1,039 |
Discontinued Operations - Resul
Discontinued Operations - Results of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Other expenses (income): | ||
Loss from discontinued operations, net of tax | $ (202) | $ (732) |
Discontinued Operations, Disposed of by Sale | ||
Operating expenses: | ||
General and administrative expense | 269 | 853 |
Total operating expense | 269 | 853 |
Operating loss | (269) | (853) |
Other expenses (income): | ||
Loss from discontinued operations before income taxes | (269) | (853) |
Benefit for income taxes | 67 | 121 |
Loss from discontinued operations, net of tax | (202) | (732) |
Human Services | Discontinued Operations, Disposed of by Sale | ||
Operating expenses: | ||
General and administrative expense | 123 | 145 |
Total operating expense | 123 | 145 |
Operating loss | (123) | (145) |
Other expenses (income): | ||
Loss from discontinued operations before income taxes | (123) | (145) |
Benefit for income taxes | 31 | 36 |
Loss from discontinued operations, net of tax | (92) | (109) |
WD Services | Discontinued Operations, Disposed of by Sale | ||
Operating expenses: | ||
General and administrative expense | 146 | 708 |
Total operating expense | 146 | 708 |
Operating loss | (146) | (708) |
Other expenses (income): | ||
Loss from discontinued operations before income taxes | (146) | (708) |
Benefit for income taxes | 36 | 85 |
Loss from discontinued operations, net of tax | $ (110) | $ (623) |
Discontinued Operations - Asset
Discontinued Operations - Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets of discontinued operations | $ 33 | $ 155 |
Current liabilities of discontinued operations | 1,455 | 1,430 |
WD Services | Discontinued Operations, Disposed of by Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | 33 | 155 |
Current assets of discontinued operations | 33 | 155 |
Accounts payable | 41 | 16 |
Accrued expenses | 1,414 | 1,414 |
Current liabilities of discontinued operations | $ 1,455 | $ 1,430 |
Discontinued Operations - Cash
Discontinued Operations - Cash Flow (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Deferred income taxes | $ 11,590 | $ (768) |
Human Services [Member] | Discontinued operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash from operating expenses | 122 | |
Deferred income taxes | $ 68 |
Segments - Narrative (Details)
Segments - Narrative (Details) | 3 Months Ended |
Mar. 31, 2020segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segments - Segments (Details)
Segments - Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Service revenue, net | $ 367,291 | $ 367,815 | |
Service expense | 332,661 | 340,498 | |
General and administrative expense | 20,795 | 19,401 | |
Depreciation and amortization | 3,790 | 4,475 | |
Operating income | 10,045 | 3,441 | |
Equity in net loss of investee | (2,550) | (1,656) | |
Equity investment | 128,098 | 159,546 | $ 130,869 |
Total assets (continuing operations) | 797,115 | 159,546 | $ 597,381 |
NET Services | |||
Segment Reporting Information [Line Items] | |||
Service revenue, net | 367,291 | 367,815 | |
Continuing operations | |||
Segment Reporting Information [Line Items] | |||
Service revenue, net | 367,291 | 367,815 | |
Service expense | 332,661 | 340,498 | |
General and administrative expense | 20,795 | 19,401 | |
Depreciation and amortization | 3,790 | 4,475 | |
Operating income | 10,045 | 3,441 | |
Equity in net loss of investee | (2,550) | ||
Equity investment | 128,098 | ||
Total assets (continuing operations) | 797,082 | ||
Continuing operations | NET Services | |||
Segment Reporting Information [Line Items] | |||
Service revenue, net | 367,291 | 367,815 | |
Service expense | 332,661 | 340,498 | |
General and administrative expense | 20,795 | 19,401 | |
Depreciation and amortization | 3,790 | 4,475 | |
Operating income | 10,045 | 3,441 | |
Equity in net loss of investee | 0 | 0 | |
Equity investment | 0 | 0 | |
Total assets (continuing operations) | 668,984 | 449,281 | |
Continuing operations | Matrix Investment | |||
Segment Reporting Information [Line Items] | |||
Service revenue, net | 0 | 0 | |
Service expense | 0 | 0 | |
General and administrative expense | 0 | 0 | |
Depreciation and amortization | 0 | 0 | |
Operating income | 0 | 0 | |
Equity in net loss of investee | (2,550) | (1,656) | |
Equity investment | 159,546 | ||
Total assets (continuing operations) | $ 128,098 | $ 608,827 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | May 06, 2020 | Mar. 31, 2020 |
Credit Facility, Fourth Amendment, Term Loan Tranche | ||
Subsequent Events [Abstract] | ||
Line of credit available | $ 25,000,000 | |
Subsequent Event [Line Items] | ||
Line of credit available | 25,000,000 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Consideration transferred | $ 80,000,000 | |
Subsequent Event [Member] | Credit Facility, Fourth Amendment, Term Loan Tranche | ||
Subsequent Events [Abstract] | ||
Line of credit available | 40,000,000 | |
Subsequent Event [Line Items] | ||
Line of credit available | 40,000,000 | |
Revolving Credit Facility | ||
Subsequent Events [Abstract] | ||
Debt amount | 200,000,000 | |
Subsequent Event [Line Items] | ||
Debt amount | $ 200,000,000 | |
Revolving Credit Facility | Subsequent Event [Member] | ||
Subsequent Events [Abstract] | ||
Debt amount | 225,000,000 | |
Subsequent Event [Line Items] | ||
Debt amount | $ 225,000,000 |