Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 03, 2016 | |
Entity Registrant Name | PROVIDENCE SERVICE CORP | |
Entity Central Index Key | 1,220,754 | |
Trading Symbol | prsc | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 14,860,533 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Convertible Preferred Stock [Member] | ||
Liabilities and stockholders' equity | ||
Convertible preferred stock, net: Authorized 10,000,000 shares; $0.001 par value; 803,518 and 803,518 issued and outstanding; 5.5%/8.5% dividend rate | $ 77,576 | $ 77,576 |
Cash and cash equivalents | 95,217 | 84,770 |
Accounts receivable, net of allowance of $5,646 in 2016 and $5,587 in 2015 | 153,940 | 178,049 |
Other receivables | 14,800 | 16,298 |
Prepaid expenses and other | 31,111 | 30,718 |
Restricted cash | 3,903 | 4,012 |
Deferred tax assets | 6,516 | 5,877 |
Total current assets | 305,487 | 319,724 |
Property and equipment, net | 61,419 | 57,787 |
Goodwill, net | 339,227 | 340,029 |
Intangible assets, net | 275,728 | 285,951 |
Other assets | 28,521 | 30,625 |
Restricted cash, less current portion | 13,639 | 16,044 |
Deferred tax asset | 1,830 | 42 |
Total assets | 1,025,851 | 1,050,202 |
Current portion of long-term obligations | 33,313 | 31,375 |
Accounts payable | 28,481 | 30,007 |
Accrued expenses | 100,327 | 130,552 |
Accrued transportation costs | 84,467 | 64,537 |
Deferred revenue | 28,491 | 28,667 |
Reinsurance and related liability reserves | 8,507 | 10,134 |
Total current liabilities | 283,586 | 295,272 |
Long-term obligations, less current portion | 274,540 | 268,696 |
Other long-term liabilities | 27,451 | 25,052 |
Deferred tax liabilities | 91,765 | 93,474 |
Total liabilities | 677,342 | 682,494 |
Common stock: Authorized 40,000,000 shares; $0.001 par value; 17,210,031 and 17,186,780 issued and outstanding (including treasury shares) | 17 | 17 |
Additional paid-in capital | 293,841 | 293,012 |
Retained earnings | 70,345 | 69,209 |
Accumulated other comprehensive loss, net of tax | (18,323) | (16,831) |
Treasury shares, at cost, 2,333,784 and 1,895,998 shares | (74,402) | (54,823) |
Total Providence stockholders' equity | 271,478 | 290,584 |
Noncontrolling interest | (545) | (452) |
Total stockholders' equity | 270,933 | 290,132 |
Total liabilities and stockholders' equity | $ 1,025,851 | $ 1,050,202 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Convertible Preferred Stock [Member] | ||
Convertible Preferred Stock, Shares Authorized (in shares) | 10,000,000 | 10,000,000 |
Convertible Preferred Stock, Par Value (in dollars per share) | $ 0.001 | $ 0.001 |
Convertible Preferred Stock, Shares Issued (in shares) | 803,518 | 803,518 |
Convertible Preferred Stock, Shares Outstanding (in shares) | 803,518 | 803,518 |
Cash Dividends [Member] | ||
Convertible Preferred Stock, Dividend Rate | 5.50% | |
Paid-in-kind Dividends [Member] | ||
Convertible Preferred Stock, Dividend Rate | 8.50% | |
Accounts Receivable, Allowance | $ 5,646 | $ 5,587 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares issued (in shares) | 17,210,031 | 17,186,780 |
Common stock, shares outstanding (in shares) | 17,210,031 | 17,186,780 |
Treasury shares, shares (in shares) | 2,333,784 | 1,895,998 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Continuing Operations [Member] | ||
Other expenses: | ||
Operations | $ 1,002 | $ 4,720 |
Basic earnings per common share: | ||
Continuing operations (in dollars per share) | $ 0.07 | $ 0.30 |
Diluted earnings per share: | ||
(in dollars per share) | 0.07 | 0.30 |
Diluted earnings per common share (in dollars per share) | $ 0.07 | $ 0.30 |
Discontinued Operations [Member] | ||
Other expenses: | ||
Operations | $ 372 | |
Basic earnings per common share: | ||
Continuing operations (in dollars per share) | $ 0.02 | |
Diluted earnings per share: | ||
(in dollars per share) | 0.02 | |
Diluted earnings per common share (in dollars per share) | $ 0.02 | |
Service revenue, net | $ 432,650 | $ 419,829 |
Service expense | 386,488 | 366,537 |
General and administrative expense | 19,172 | 19,466 |
Depreciation and amortization | 14,336 | 13,053 |
Total operating expenses | 419,996 | 399,056 |
Operating income | 12,654 | 20,773 |
Interest expense, net | 3,635 | 5,195 |
Equity in net loss of investee | 2,717 | 2,483 |
Loss (gain) on foreign currency transactions | (75) | 319 |
Income from continuing operations before income taxes | 6,377 | 12,776 |
Provision for income taxes | 4,248 | 6,921 |
Income from continuing operations, net of tax | $ 2,129 | 5,855 |
Discontinued operations, net of tax | 394 | |
Net income | $ 2,129 | 6,249 |
Net loss (income) attributable to noncontrolling interests | 106 | (12) |
Net income attributable to Providence | 2,235 | 6,237 |
Operations | $ 1,002 | $ 5,092 |
Continuing operations (in dollars per share) | $ 0.07 | $ 0.32 |
(in dollars per share) | 0.07 | 0.32 |
Diluted earnings per common share (in dollars per share) | $ 0.07 | $ 0.32 |
Denominator: | ||
Denominator for basic earnings per share -- weighted-average shares (in shares) | 15,057,598 | 15,976,050 |
Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion (in shares) | 15,185,548 | 16,145,176 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net income | $ 2,129 | $ 6,249 |
Net loss (income) attributable to noncontrolling interests | 106 | (12) |
Net income attributable to Providence | 2,235 | 6,237 |
Other comprehensive loss: | ||
Foreign currency translation adjustments, net of tax | (1,492) | (5,295) |
Other comprehensive loss | (1,492) | (5,295) |
Comprehensive income | 637 | 954 |
Comprehensive loss (income) attributable to noncontrolling interest | 93 | (6) |
Comprehensive income attributable to Providence | $ 730 | $ 948 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities | ||
Net income | $ 2,129 | $ 6,249 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 5,521 | 5,089 |
Amortization | 8,815 | 9,811 |
Provision for doubtful accounts | 494 | 599 |
Stock-based compensation | 612 | 2,864 |
Deferred income taxes | (3,954) | (1,512) |
Amortization of deferred financing costs and debt discount | 532 | 539 |
Excess tax benefit upon exercise of stock options | (41) | (1,989) |
Equity in net loss of investee | 2,717 | 2,483 |
Other non-cash charges (credits) | (43) | 319 |
Changes in operating assets and liabilities, net of effects of acquisitions: | ||
Accounts receivable | 22,520 | (49,699) |
Other receivables | $ 1,487 | 77 |
Restricted cash | (106) | |
Prepaid expenses and other | $ (3,222) | 6,364 |
Reinsurance liability reserve | (1,728) | (1,121) |
Accounts payable and accrued expenses | 4,071 | $ 14,083 |
Income taxes payable on sale of business | (28,337) | |
Accrued transportation costs | 19,930 | $ 17,830 |
Deferred revenue | 516 | 2,879 |
Other long-term liabilities | 2,615 | 631 |
Net cash provided by operating activities | 34,634 | 15,390 |
Investing activities | ||
Purchase of property and equipment | (9,814) | (6,394) |
Net decrease in short-term investments | $ (5) | (5) |
Acquisitions, net of cash acquired | $ (1,665) | |
Equity investments | $ (3,229) | |
Restricted cash for reinsured claims losses | 2,514 | $ 694 |
Net cash used in investing activities | $ (10,534) | (7,370) |
Financing activities | ||
Proceeds from issuance of preferred stock, net of issuance costs | 80,667 | |
Preferred stock dividends | $ (1,099) | (594) |
Repurchase of common stock, for treasury | (19,579) | (721) |
Proceeds from common stock issued pursuant to stock option exercise | 176 | 2,199 |
Excess tax benefit upon exercise of stock options | 41 | 1,989 |
Repayment of long-term debt | (7,750) | $ (71,312) |
Proceeds from long-term debt | $ 15,000 | |
Payment of contingent consideration | $ (7,496) | |
Other financing costs | 1 | |
Net cash provided by (used in) financing activities | $ (13,211) | 4,733 |
Effect of exchange rate changes on cash | (442) | (3,029) |
Net change in cash and cash equivalents | 10,447 | 9,724 |
Cash and cash equivalents at beginning of period | 84,770 | 160,406 |
Cash and cash equivalents at end of period | 95,217 | 170,130 |
Supplemental cash flow information: | ||
Cash paid for interest | 3,165 | 4,439 |
Cash paid for income taxes | 28,564 | $ 1,713 |
Accrued unfunded future equity investment capital contributions | $ 1,531 |
Note 1 - Organization and Basis
Note 1 - Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | 1 . Organization and Basis of Presentation Description of Business The Providence Service Corporation (“we”, the “Company” or “Providence”) is a holding company, whose subsidiaries provide critical healthcare and workforce development services. We operate in three segments: Non-Emergency Transportation Services (“NET Services”), Workforce Development Services (“WD Services”) and Health Assessment Services (“HA Services”). NET Services coordinates non-emergency transportation for individuals whose limited mobility and/or financial resources would otherwise hinder them from accessing necessary healthcare and social services. WD Services primarily provides employability and offender rehabilitation services to eligible participants of government sponsored programs. HA Services provides care optimization and delivery solutions, including comprehensive health assessments (“CHAs”) for health plans as well as in-home care management offerings. 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, which the Company is required to follow. References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification The Company’s unaudited 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 of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for fair presentation have been included. The Company has made estimates relating to the reporting of assets and liabilities, revenues and expenses and certain disclosures to prepare these unaudited condensed consolidated financial statements in conformity with GAAP. Actual results could differ from those estimates. Operating results for the three months ended March 31, 2016 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2016. Management has evaluated events and transactions that occurred after the balance sheet date and through the date these unaudited condensed consolidated financial statements were filed, and considered the effect of such events in the preparation of these unaudited condensed consolidated financial statements. The condensed consolidated balance sheet at December 31, 2015 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited 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, 2015. Reclassifications We have reclassified certain amounts relating to our prior period results to conform to our current period presentation. On November 1, 2015, the Company completed the sale of the Human Services segment and, as such, operating results for this segment are reported as discontinued operations, net of tax in the condensed consolidated statements of income for the three months ended March 31, 2015. See Note 15, Discontinued Operations . ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs |
Note 2 - Significant Accounting
Note 2 - Significant Accounting Policies and Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Significant Accounting Policies and Recent Accounting Pronouncements [Text Block] | 2 . Significant Accounting Policies and Recent Accounting Pronouncements The Company adopted the following accounting pronouncements during the three months ended March 31, 2016: In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The Company capitalizes debt issuance costs incurred in connection with its credit facilities, line-of-credit, and other borrowings (“deferred financing costs”), and amortizes such costs over the life of the respective debt liability. Upon adoption of ASU 2015-03 on January 1, 2016, the Company elected to present deferred financing costs for both its credit facilities and line-of credit arrangement as a direct deduction from the carrying amount of the respective debt liability. Accordingly, deferred financing costs, net of amortization, totaling $3,774 at December 31, 2015 have been reclassified from “Other assets” to “Long-term obligations, less current portion” in the condensed consolidated balance sheets. Deferred financing costs, net of accumulated amortization, totaling approximately $4,347 and $4,879 at March 31, 2016 and December 31, 2015, respectively, are included in “Long-term obligations, less current portion” in the condensed consolidated balance sheets. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , Updates to the recent accounting pronouncements as disclosed in the Company’s Form 10-K for the year ended December 31, 2015 are as follows: In March 2016, the FASB issued ASU No. 2016-07, Investments - Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting There were no other significant updates to the new accounting guidance not yet adopted by the Company as disclosed in its Form 10-K for the year ended December 31, 2015. |
Note 3 - Equity Investment
Note 3 - Equity Investment | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | 3 . Equity Investment The Company entered into a joint venture agreement in November 2014 to form Mission Providence Pty Ltd (“Mission Providence”). Mission Providence delivers employment services in Australia. The Company has a 60% ownership in Mission Providence, and has rights to 75% of Mission Providence’s distributions of cash or profit surplus twice per calendar year. The Company provided to Mission Providence $3,229 in capital contributions during the three months ended March 31, 2016, and may continue to provide further contributions in exchange for its equity interests. The Company determined it has a variable interest in Mission Providence. However, it does not have unilateral power to direct the activities that most significantly impact Mission Providence’s economic performance, which include budget approval, business planning, the appointment of key officers and liquidation and distribution of share capital. As a result, the Company is not the primary beneficiary of Mission Providence. The Company accounts for this investment under the equity method of accounting and the Company’s share of Mission Providence’s losses are recorded as “Equity in net loss of investee” in the accompanying condensed consolidated statements of income. Cash contributions made to Mission Providence in exchange for its equity interests are included in the condensed consolidated statements of cash flows as “Equity investments”. The investment is accounted for as part of the WD Services segment. The following table summarizes the carrying amounts of the assets and liabilities included in the Company’s condensed consolidated balance sheet and the maximum loss exposure related to the Company’s interest in Mission Providence as of March 31, 2016 and December 31, 2015: Other Assets Accrued Expenses Maximum Exposure to Loss March 31, 2016 $ 6,960 $ 1,531 $ 6,960 December 31, 2015 $ 9,324 $ 4,654 $ 9,324 Accrued Expenses relate to future funding commitments required under the joint venture agreement pursuant to the Company’s 60% equity interest that have been approved by the Mission Providence joint venture Board. An additional AUD $4,286 (approximately $3,287 as of March 31, 2016) in future funding commitments required by the joint venture agreement have not been recognized as of March 31, 2016 because such commitments have not been approved for funding by the Mission Providence joint venture Board. Summary financial information for Mission Providence on a standalone basis is as follows: March 31, 2016 December 31, 2015 Current assets $ 7,004 $ 7,789 Long-term assets 9,561 8,869 Current liabilities 13,240 10,488 Long-term liabilities - - Three months ended March 31, 2016 Three months ended March 31, 2015 Revenue $ 7,399 $ - Operating loss (4,428 ) (4,800 ) Net loss (2,974 ) (3,358 ) |
Note 4 - Prepaid Expenses and O
Note 4 - Prepaid Expenses and Other | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Prepaid Expenses and Other Assets Disclosure [Text Block] | 4 . Prepaid Expenses and Other Prepaid expenses and other were comprised of the following: March 31, 2016 December 31, 2015 Prepaid income taxes $ 722 $ 1,607 Prepaid insurance 1,752 3,714 Prepaid taxes and licenses 4,422 4,895 Prepaid rent 2,180 2,246 Deposits held for leased premises and bonds 3,848 3,622 Other 18,187 14,634 Total prepaid expenses and other $ 31,111 $ 30,718 |
Note 5 - Accrued Expenses
Note 5 - Accrued Expenses | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 5 . Accrued Expenses Accrued expenses consisted of the following: March 31, 2016 December 31, 2015 Accrued compensation $ 28,402 $ 27,546 NET Services accrued contract payments 22,627 26,669 Taxes payable 3,769 24,302 Other 45,529 52,035 Total accrued expenses $ 100,327 $ 130,552 |
Note 6 - Restructuring and Rela
Note 6 - Restructuring and Related Reorganization Costs | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Restructuring and Related Activities Disclosure [Text Block] | 6. Restructuring and Related Reorganization Costs In the fourth quarter of 2015, WD Services approved two redundancy plans. The first plan relates to the termination of employees currently delivering services under a new offender rehabilitation program. The second plan primarily relates to the termination of employees delivering services under the Company’s employability and skills training programs and certain other employees in the United Kingdom (the “UK”). The Company recorded severance and related charges of approximately $1,171 during the three months ended March 31, 2016 relating to revisions of estimated termination benefits as well as an increase in the number of individuals impacted by these plans. The severance charges incurred are recorded as “Service expense” in the accompanying condensed consolidated statements of income. The cost is estimated based upon the employee groups impacted, average salary and benefits, and redundancy benefits pursuant to the existing policies. The final identification of the employees is subject to customary consultation procedures. Summary of Severance and Related Charges December 31, 2015 Costs Incurred Cash Payments Foreign Exchange Rate Adjustments March 31, 2016 Charges related to new offender rehabilitation program $ 6,538 $ 1,065 $ (583 ) $ (190 ) $ 6,830 Charges related to UK restructuring 2,059 106 (693 ) (62 ) 1,410 Total $ 8,597 $ 1,171 $ (1,276 ) $ (252 ) $ 8,240 The total of accrued severance and related costs of $8,240 and $8,597 are reflected in “Accrued expenses” in the condensed consolidated balance sheets at March 31, 2016 and December 31, 2015, respectively. The amount accrued as of March 31, 2016 is expected to be settled primarily in 2016. |
Note 7 - Long-term Obligations
Note 7 - Long-term Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Long-term Debt [Text Block] | 7. Long-Term Obligations The Company’s long-term obligations were as follows: March 31, December 31, $240,000 revolving loan, LIBOR plus 2.25% - 3.25% (effective rate of 3.18% at March 31, 2016) with interest payable at least once every three months through August 2018 $ 34,700 $ 19,700 $250,000 term loan, LIBOR plus 2.25% - 3.25% (effective rate of 3.36% at March 31, 2016), with principal payable quarterly beginning March 31, 2015 and interest payable at least once every three months, through August 2018 225,000 231,250 $60,000 term loan, LIBOR plus 2.25% - 3.25% (effective rate of 3.36% at March 31, 2016), with principal payable quarterly beginning December 31, 2014 and interest payable at least once every three months, through August 2018 52,500 54,000 312,200 304,950 Unamortized discount on debt (4,347 ) (4,879 ) 307,853 300,071 Less current portion 33,313 31,375 Total long-term obligations, less current portion $ 274,540 $ 268,696 The fair value of the long-term obligations approximated $315,845 and $308,892 at March 31, 2016 and December 31, 2015, respectively. The fair value of the Company’s long-term obligations has been determined based on an income approach to discount the future debt payments using current market yields and is categorized within Level 3 of the fair value hierarchy. |
Note 8 - Convertible Preferred
Note 8 - Convertible Preferred Stock, Net | 3 Months Ended |
Mar. 31, 2016 | |
Convertible Preferred Stock [Member] | |
Notes to Financial Statements | |
Preferred Stock [Text Block] | 8 . Convertible Preferred Stock, Net The Company completed a rights offering on February 5, 2015 (the “Rights Offering”) providing all of the Company’s existing common stock holders the non-transferrable right to purchase their pro rata share of $65,500 of convertible preferred stock at a price equal to $100.00 per share. The convertible preferred stock is convertible into shares of Providence’s common stock at a conversion price equal to $39.88 per share, which was the closing price of the Company’s common stock on the NASDAQ Global Select Market on October 22, 2014. Stockholders exercised subscription rights to purchase 130,884 shares of the Company's convertible preferred stock. Pursuant to the terms and conditions of the Standby Purchase Agreement (the “Standby Purchase Agreement”) between Coliseum Capital Partners, L.P., Coliseum Capital Partners II, L.P., Coliseum Capital Co-Invest, L.P. and Blackwell Partners, LLC (collectively, the "Standby Purchasers") and the Company, the remaining 524,116 shares of the Company's preferred stock were purchased by the Standby Purchasers at the $100 per share subscription price. The Company received $65,500 in aggregate gross proceeds from the consummation of the Rights Offering and Standby Purchase Agreement. Additionally, on March 12, 2015, the Standby Purchasers exercised their right to purchase an additional 150,000 shares of the Company’s convertible preferred stock, at a purchase price of $105.00 per share or a total purchase price of $15,750, of the same series and having the same conversion price as the convertible preferred stock sold in the Rights Offering. The Company may pay a noncumulative cash dividend on each share of convertible preferred stock, if and when declared by its Board of Directors, at the rate of five and one-half percent (5.5%) per annum on the liquidation preference then in effect. On or before the third business day immediately preceding each fiscal quarter, the Company must determine its intention whether or not to pay a cash dividend with respect to that ensuing quarter and will give notice of its intention to each holder of convertible preferred stock as soon as practicable thereafter. In the event the Company does not declare and pay a cash dividend, the Company will declare a paid in kind (“PIK”) dividend by increasing the liquidation preference of the convertible preferred stock to an amount equal to the liquidation preference in effect at the start of the applicable dividend period, plus an amount equal to the liquidation preference then in effect multiplied by eight and one-half percent (8.5%) per annum, computed on the basis of a 365-day year and the actual number of days elapsed from the start of the applicable dividend period to the applicable date of determination. All holders of the Company’s convertible preferred stock are able to convert their convertible preferred stock into shares of common stock at a rate of approximately 2.51 shares of common stock for each share of convertible preferred stock. As of March 31, 2016, 1,482 shares of convertible preferred stock were converted to 3,715 shares of common stock. Cash dividends are payable quarterly in arrears on January 1, April 1, July 1 and October 1 of each year, which commenced on April 1, 2015, and, if declared, will begin to accrue on the first day of the applicable dividend period. PIK dividends, if applicable, will accrue cumulatively on the same schedule as set forth above for cash dividends and will also be compounded at the applicable annual rate on each applicable subsequent dividend date. Cash dividends totaling $1,099 and $594 were distributed to convertible preferred stockholders on April 1, 2016 and April 1, 2015, respectively. The convertible preferred stock is accounted for outside of stockholders’ equity as it may be redeemed upon certain change in control events that are not solely in the control of the Company. Dividends are recorded in stockholders’ equity and consist of the 5.5%/8.5% dividend. At the time of issuance of the convertible preferred stock, the Company recorded a discount on convertible preferred stock related to beneficial conversion features that arose due to the closing price of the Company’s common stock being higher than the conversion price of the convertible preferred stock on the commitment date. The amortization of this discount was recorded in stockholders’ equity. The discount was fully amortized as of June 30, 2015. As of March 31, 2016, the 803,518 outstanding shares of convertible preferred stock are convertible into 2,014,840 shares of common stock. |
Note 9 - Stockholders' Equity
Note 9 - Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 9 . Stockholders’ Equity The following table reflects changes in common stock, additional paid-in capital, retained earnings, accumulated other comprehensive loss, treasury stock and noncontrolling interest for the three months ended March 31, 2016: Accumulated Additional Other Non- Common Stock Paid-In Retained Comprehensive Treasury Stock controlling Shares Amount Capital Earnings Loss Shares Amount Interest Total Balance at December 31, 2015 17,186,780 $ 17 $ 293,012 $ 69,209 $ (16,831 ) 1,895,998 $ (54,823 ) $ (452 ) $ 290,132 Stock-based compensation - - 612 - - - - - 612 Exercise of employee stock options, including net tax windfall of $41 11,513 - 217 - - - - - 217 Restricted stock issued 11,738 - - - - 2,051 (100 ) - (100 ) Stock repurchase plan - - - - - 435,735 (19,479 ) (19,479 ) Foreign currency translation adjustments, net of tax - - - - (1,492 ) - - 13 (1,479 ) Convertible preferred stock dividends - - - (1,099 ) - - - - (1,099 ) Noncontrolling interests - - - - - - - (106 ) (106 ) Net income attributable to Providence - - - 2,235 - - - - 2,235 Balance at March 31, 2016 17,210,031 $ 17 $ 293,841 $ 70,345 $ (18,323 ) 2,333,784 $ (74,402 ) $ (545 ) $ 270,933 |
Note 10 - Stock-based Compensat
Note 10 - Stock-based Compensation and Similar Arrangements | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 10 . Stock-Based Compensation and Similar Arrangements The Company provides stock-based compensation to employees and non-employee directors under the Company’s 2006 Long-Term Incentive Plan (“2006 Plan”). Typical awards issued under this plan include stock option awards, restricted stock awards (“RSAs”) and performance based restricted stock units (“PRSUs”). In addition, the Company has a long-term incentive plan designed to provide long-term performance based awards to certain executive officers of the Company which also falls under the 2006 Plan. The following table reflects the amount of stock-based compensation, for share settled awards, recorded in each financial statement line item for the three months ended March 31, 2016 and 2015: Three months ended March 31, 2016 2015 Service expense $ 135 $ 1,912 General and administrative expense 477 919 Discontinued operations, net of tax - 33 Total stock-based compensation $ 612 $ 2,864 Stock-based compensation, for share settled awards, includes benefits from forfeitures of stock-based compensation awards. At March 31, 2016, the Company had 474,773 stock options outstanding with a weighted-average exercise price of $35.15. The Company also had 50,632 shares of unvested RSAs outstanding at March 31, 2016 with a weighted-average grant date fair value of $43.63 and 49,760 unvested PRSUs outstanding. The Company also awards 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, 2016 and 2015, respectively, the Company recorded $730 and $2,032 of stock-based compensation expense for cash settled awards which is included as “General and administrative expense” in the accompanying condensed consolidated statements of income. At March 31, 2016 the Company had 12,259 SEUs and 200,000 stock option equivalent units outstanding. The Company also provides cash settled long-term incentive plans for executive management and key employees of its three operating segments which were put into place in the fourth quarter of 2015. For the three months ended March 31, 2016, approximately $1,548 of expense is included as “Service expense” in the condensed consolidated statements of income related to these plans. |
Note 11 - Earnings Per Share
Note 11 - Earnings Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 1 1 . Earnings Per Share The following table details the computation of basic and diluted earnings per share: Three months ended March 31, 2016 2015 Numerator: Net income attributable to Providence $ 2,235 $ 6,237 Less dividends on convertible preferred stock (1,099 ) (594 ) Less accretion of convertible preferred stock discount - (246 ) Less income allocated to participating securities (134 ) (305 ) Net income available to common stockholders $ 1,002 $ 5,092 Continuing operations $ 1,002 $ 4,720 Discontinued operations - 372 $ 1,002 $ 5,092 Denominator: Denominator for basic earnings per share -- weighted-average shares 15,057,598 15,976,050 Effect of dilutive securities: Common stock options 121,009 169,126 Performance-based restricted stock units 6,941 - Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion 15,185,548 16,145,176 Basic earnings per share: Continuing operations $ 0.07 $ 0.30 Discontinued operations - 0.02 $ 0.07 $ 0.32 Diluted earnings per share: Continuing operations $ 0.07 $ 0.30 Discontinued operations - 0.02 $ 0.07 $ 0.32 The accretion of convertible preferred stock discount in the table above is related to a beneficial conversion feature of the Company’s convertible preferred stock that was fully amortized as of June 30, 2015. Income allocated to participating securities is calculated by allocating a portion of net income attributable to Providence less dividends on convertible stock and accretion of convertible preferred stock discount to the convertible preferred stock holders on a pro-rata as converted basis; however, the convertible preferred stockholders are not required to absorb losses. For the three months ended March 31, 2016 and 2015, employee stock options to purchase 33,957 and 463,000 shares of common stock, respectively, were not included in the computation of diluted earnings per share as the effect of these options would have been antidilutive. For the three months ended March 31, 2016 and 2015, 803,518 and 381,000 shares of convertible preferred stock, respectively, were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. |
Note 12 - Income Taxes
Note 12 - Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 1 2 . Income Taxes The Company’s effective tax rate from continuing operations for the three months ended March 31, 2016 and 2015 was 66.6% and 54.2%, respectively. The effective tax rates for these periods exceeded the United States (the “US”) federal statutory rate of 35% primarily due to foreign net operating losses (including equity investment losses) for which the future income tax benefit currently cannot be recognized, significant losses in foreign jurisdictions with tax rates lower than the US rate of 35%, state income taxes and certain non-deductible expenses such as amortization of deferred consideration related to acquisitions. |
Note 13 - Commitments and Conti
Note 13 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 1 3 . Commitments and Contingencies Legal proceedings On June 15, 2015, a putative stockholder class action derivative complaint was filed in the Court of Chancery of the State of Delaware (the “Court”), captioned Haverhill Retirement System v. Kerley et al., C.A. No. 11149-VCL. The complaint names Richard A. Kerley, Kristi L. Meints, Warren S. Rustand, Christopher Shackelton (the “Individual Defendants”) and Coliseum Capital Management, LLC (“Coliseum Capital Management”) as defendants, and the Company as a nominal defendant. The complaint purported to allege that the dividend rate increase term originally in the Company’s outstanding convertible preferred stock was an impermissibly coercive measure that impaired the voting rights of the Company’s stockholders in connection with the vote on the removal of certain voting and conversion caps previously applicable to the preferred stock (the “Caps”), that the Individual Defendants breached their fiduciary duties by approving the dividend rate increase term and attempting to coerce the stockholder vote relating to the Company’s preferred stock, and that the Company failed to disclose all material information necessary to allow the Company’s stockholders to cast an informed vote on the Caps. The complaint also purported to assert derivative claims alleging that the Individual Defendants breached their fiduciary duties to the Company by entering into the subordinated note and Standby Purchase Agreement with Coliseum Capital Management, and granting Coliseum Capital Management certain stock options. The complaint further alleged that Coliseum Capital Management aided and abetted the Individual Defendants in breaching their fiduciary duties. The complaint sought, among other things, an injunction prohibiting the stockholder vote relating to the dividend rate increase, corporate governance reforms, unspecified damages and other relief. On August 31, 2015, after arm’s length negotiations, the parties reached an agreement in principle and executed a memorandum of understanding (“MOU”) providing for the settlement of claims concerning the dividend rate increase term and stockholder vote and related disclosure. The MOU stated that the defendants had entered into the partial settlement of the litigation solely to eliminate the distraction, burden, expense, and potential delay of further litigation involving claims that have been settled. Pursuant to the partial settlement, the Company agreed to supplement the disclosures in its definitive proxy statement on Schedule 14A (“Definitive Proxy Statement”), Coliseum Capital Management and certain of its affiliates and the Company entered into an amendment to that certain Series A Preferred Stock Exchange Agreement, by and among Coliseum Capital Partners, L.P., Coliseum Capital Partners II, L.P., Coliseum Capital Co-Invest, L.P., Blackwell Partners, LLC, and The Providence Service Corporation dated as of February 11, 2015 described in the Definitive Proxy Statement, and the Board of Directors of the Company agreed to adopt a policy related to the Board’s determination each quarter as to whether the Company should pay cash dividends or allow dividends to be paid in the form of PIK dividends on the preferred stock, as further described in the supplemental proxy disclosures. On September 2, 2015, Providence issued supplemental disclosures through a supplement to the proxy statement on Schedule 14A. On September 16, 2015, Providence stockholders approved the removal of the Caps. At a hearing on February 9, 2016, the Court denied approval of the settlement. On January 12, 2016, the plaintiff filed a verified amended class action and derivative complaint. In addition to the defendants named in the earlier complaint, the amended complaint names David Shackelton, Coliseum Capital Partners, L.P., Coliseum Capital Partners II, L.P., Blackwell Partners, LLC, Coliseum Capital Co-Invest, L.P. (collectively, and together with Coliseum Capital Management, LLC, “Coliseum”) and RBC Capital Markets, LLC, (“RBC Capital Markets”) as additional defendants. The amended complaint purports to assert direct and derivative claims for breach of fiduciary duty against some or all of the Individual Defendants and David Shackelton (collectively, the “Amended Individual Defendants”) regarding the approval of the subordinated note, the rights offering, the Standby Purchase Agreement with Coliseum Capital Management, and grant to Coliseum Capital Management of certain stock options. The amended complaint also purports to assert a derivative claim for unjust enrichment against Coliseum and further alleges that Coliseum and RBC Capital Markets aided and abetted the Amended Individual Defendants in breaching their fiduciary duties. The amended complaint seeks, among other things, revision or rescission of the terms of the subordinated note and preferred stock, corporate governance reforms, unspecified damages and other relief. By stipulated orders dated March 24, 2016, the Court allowed the plaintiff to file a second amended complaint on or before May 7, 2016 and provided that the defendants need not respond to the amended complaint. For further information regarding this legal proceeding, please see Note 19, Commitments and Contingencies The Company has indemnified the Standby Purchasers from and against any and all losses, claims, damages, expenses and liabilities relating to or arising out of (i) any breach of any representation, warranty, covenant or undertaking made by or on behalf of the Company in the Standby Purchase Agreement and (ii) the transactions contemplated by the Standby Purchase Agreement and the 14.0% Unsecured Subordinated Note in aggregate principal amount of $65,500, except to the extent that any such losses, claims, damages, expenses and liabilities are attributable to the gross negligence, willful misconduct or fraud of such Standby Purchaser. The Company recorded approximately $106 of indemnified legal expenses of the Standby Purchasers as required by the Standby Purchase Agreement related to this case during the three months ended March 31, 2016, which is included in “General and administrative expenses” in the condensed consolidated statement of income. The Company recorded approximately $557 in fully insured legal expenses related to this case during the three months ended March 31, 2016, which is included in “General and administrative expenses” in the condensed consolidated statement of income and has been fully reduced by an insurance receivable. The Company has recognized an insurance receivable of approximately $1,819 and $2,210 in “Other receivables” in the condensed consolidated balance sheets at March 31, 2016 and December 31, 2015, respectively, which is related to reimbursement of legal costs through insurance proceeds related to this legal proceeding. In addition to the matter described above, in the ordinary course of business, we are 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 Providence. We also evaluate other potential contingent matters, including ongoing matters of our acquired companies that arose prior to our date of purchase. Our indemnification agreements or other agreements may not protect us from liability, even where the relevant matter existed prior to our ownership of the acquired companies. As of March 31, 2016, HA Services has certain malpractice claims that arose prior to our date of purchase. We believe it is reasonably possible that a loss has occurred; however, we are not able to reliably estimate the amount of such loss. Although, we do not believe that the aggregate amount of liability reasonably possible with respect to these matters would have a material adverse effect on our financial results, litigation is inherently uncertain and the actual losses incurred in the event that our legal proceedings were to result in unfavorable outcomes could have a material adverse effect on our business and financial performance. Other Indemnifications The Company has provided certain standard indemnifications in connection with the sale of the Human Services segment. All representation and warranties made by the Company in the Membership Interest Purchase Agreement (the “Purchase Agreement”) to sell the Human Services segment survive through the 15 th Deferred Compensation Plan The Company has one deferred compensation plan for management and highly compensated employees of NET Services as of March 31, 2016. The deferred compensation plan is unfunded, and benefits are paid from the general assets of the Company. The total of participant deferrals, which is reflected in “Other long-term liabilities” in the consolidated condensed balance sheets, was approximately $1,341 and $1,600 at March 31, 2016 and December 31, 2015, respectively. |
Note 14 - Transactions with Rel
Note 14 - Transactions with Related Parties | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 14 . Transactions with Related Parties The Company incurred legal expenses under an indemnification agreement with the Standby Purchasers as further discussed in Note 13, Commitments and Contingencies |
Note 15 - Discontinued Operatio
Note 15 - Discontinued Operations | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | 15 . Discontinued Operations On November 1, 2015, the Company completed the sale of the Human Services segment. The operating results of this segment are reported as discontinued operations, net of tax, in the condensed consolidated statements of income for the three months ended March 31, 2015. Results of Operations The following table summarizes the results of operations classified as discontinued operations, net of tax, for the three months ended March 31, 2015 : Three months ended March 31, 2015 Service revenue, net $ 85,966 Operating expenses: Service expense 77,319 General and administrative expense 5,218 Depreciation and amortization 1,847 Total operating expenses 84,384 Operating income 1,582 Other expenses: Interest expense, net 812 Income from discontinued operations 770 Provision for income taxes 376 Discontinued operations, net of tax $ 394 Interest expense, net The Company allocated interest expense to discontinued operations based on the portion of the revolving line of credit that was required to be paid with the proceeds from the sale of the Human Services segment. The total allocated interest expense was $839 for the three months ended March 31, 2015 and is included in “Interest expense, net” in the table above. Cash Flow Information The following table presents depreciation, amortization and capital expenditures of the discontinued operations for the three months ended March 31, 2015: Three months ended March 31, 2015 Cash flows from discontinued operating activities: Depreciation $ 879 Amortization 968 Cash flows from discontinued investing activities: Purchase of property and equipment $ 86 |
Note 16 - Segments
Note 16 - Segments | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 16 . Segments The Company has three reportable and operating segments: NET Services, WD Services and HA Services. Segment results are based on how our chief operating decision maker manages our business, makes operating decisions and evaluates operating performance. The operating results of the segments include revenue and expenses incurred by the segment, as well as an allocation of direct expenses incurred by Corporate on behalf of the segment. Indirect expenses, including unallocated corporate functions and expenses, such as executive, finance, human resources, information technology and legal, as well as the results of our captive insurance company (the “Captive”) and elimination entries recorded in consolidation are reflected in Corporate and Other. The following table sets forth certain financial information from continuing operations attributable to the Company’s business segments for the three months ended March 31, 2016 and 2015. Three months ended March 31, 2016 NET Services WD Services HA Services Corporate and Other Total Service revenue, net $ 290,984 $ 91,043 $ 50,592 $ 31 $ 432,650 Service expense 266,969 81,672 37,790 57 386,488 General and administrative expense 2,837 7,871 656 7,808 19,172 Depreciation and amortization 2,877 3,579 7,796 84 14,336 Operating income (loss) $ 18,301 $ (2,079 ) $ 4,350 $ (7,918 ) $ 12,654 Equity in net loss of investee $ - $ 2,717 $ - $ - $ 2,717 Three months ended March 31, 2015 NET Services WD Services HA Services Corporate and Other Total Service revenue, net $ 254,760 $ 107,618 $ 57,432 $ 19 $ 419,829 Service expense 229,247 94,232 43,213 (155 ) 366,537 General and administrative expense 2,497 7,225 523 9,221 19,466 Depreciation and amortization 2,277 3,316 7,182 278 13,053 Operating income (loss) $ 20,739 $ 2,845 $ 6,514 $ (9,325 ) $ 20,773 Equity in net loss of investee $ - $ 2,483 $ - $ - $ 2,483 Geographic Information Domestic service revenue, net, totaled 79.9% and 75.3% of service revenue, net for the three months ended March 31, 2016 and 2015, respectively. Foreign service revenue, net, totaled 20.1% and 24.7% of service revenue, net for the three months ended March 31, 2016 and 2015, respectively. At March 31, 2016, approximately $118,042, or 33.9%, of the Company’s net assets were located in countries outside of the US. At December 31, 2015, approximately $108,587, or 29.5%, of the Company’s net assets were located in countries outside of the US. |
Note 3 - Equity Investment (Tab
Note 3 - Equity Investment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Mission Providence [Member] | |
Notes Tables | |
Income statement and Balance sheet Disclosure [Table Text Block] | March 31, 2016 December 31, 2015 Current assets $ 7,004 $ 7,789 Long-term assets 9,561 8,869 Current liabilities 13,240 10,488 Long-term liabilities - - Three months ended March 31, 2016 Three months ended March 31, 2015 Revenue $ 7,399 $ - Operating loss (4,428 ) (4,800 ) Net loss (2,974 ) (3,358 ) |
Equity Method Investments [Table Text Block] | Other Assets Accrued Expenses Maximum Exposure to Loss March 31, 2016 $ 6,960 $ 1,531 $ 6,960 December 31, 2015 $ 9,324 $ 4,654 $ 9,324 |
Note 4 - Prepaid Expenses and24
Note 4 - Prepaid Expenses and Other (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | March 31, 2016 December 31, 2015 Prepaid income taxes $ 722 $ 1,607 Prepaid insurance 1,752 3,714 Prepaid taxes and licenses 4,422 4,895 Prepaid rent 2,180 2,246 Deposits held for leased premises and bonds 3,848 3,622 Other 18,187 14,634 Total prepaid expenses and other $ 31,111 $ 30,718 |
Note 5 - Accrued Expenses (Tabl
Note 5 - Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | March 31, 2016 December 31, 2015 Accrued compensation $ 28,402 $ 27,546 NET Services accrued contract payments 22,627 26,669 Taxes payable 3,769 24,302 Other 45,529 52,035 Total accrued expenses $ 100,327 $ 130,552 |
Note 6 - Restructuring and Re26
Note 6 - Restructuring and Related Reorganization Costs (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Restructuring and Related Costs [Table Text Block] | December 31, 2015 Costs Incurred Cash Payments Foreign Exchange Rate Adjustments March 31, 2016 Charges related to new offender rehabilitation program $ 6,538 $ 1,065 $ (583 ) $ (190 ) $ 6,830 Charges related to UK restructuring 2,059 106 (693 ) (62 ) 1,410 Total $ 8,597 $ 1,171 $ (1,276 ) $ (252 ) $ 8,240 |
Note 7 - Long-term Obligations
Note 7 - Long-term Obligations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | March 31, December 31, $240,000 revolving loan, LIBOR plus 2.25% - 3.25% (effective rate of 3.18% at March 31, 2016) with interest payable at least once every three months through August 2018 $ 34,700 $ 19,700 $250,000 term loan, LIBOR plus 2.25% - 3.25% (effective rate of 3.36% at March 31, 2016), with principal payable quarterly beginning March 31, 2015 and interest payable at least once every three months, through August 2018 225,000 231,250 $60,000 term loan, LIBOR plus 2.25% - 3.25% (effective rate of 3.36% at March 31, 2016), with principal payable quarterly beginning December 31, 2014 and interest payable at least once every three months, through August 2018 52,500 54,000 312,200 304,950 Unamortized discount on debt (4,347 ) (4,879 ) 307,853 300,071 Less current portion 33,313 31,375 Total long-term obligations, less current portion $ 274,540 $ 268,696 |
Note 9 - Stockholders' Equity (
Note 9 - Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Stockholders Equity [Table Text Block] | Accumulated Additional Other Non- Common Stock Paid-In Retained Comprehensive Treasury Stock controlling Shares Amount Capital Earnings Loss Shares Amount Interest Total Balance at December 31, 2015 17,186,780 $ 17 $ 293,012 $ 69,209 $ (16,831 ) 1,895,998 $ (54,823 ) $ (452 ) $ 290,132 Stock-based compensation - - 612 - - - - - 612 Exercise of employee stock options, including net tax windfall of $41 11,513 - 217 - - - - - 217 Restricted stock issued 11,738 - - - - 2,051 (100 ) - (100 ) Stock repurchase plan - - - - - 435,735 (19,479 ) (19,479 ) Foreign currency translation adjustments, net of tax - - - - (1,492 ) - - 13 (1,479 ) Convertible preferred stock dividends - - - (1,099 ) - - - - (1,099 ) Noncontrolling interests - - - - - - - (106 ) (106 ) Net income attributable to Providence - - - 2,235 - - - - 2,235 Balance at March 31, 2016 17,210,031 $ 17 $ 293,841 $ 70,345 $ (18,323 ) 2,333,784 $ (74,402 ) $ (545 ) $ 270,933 |
Note 10 - Stock-based Compens29
Note 10 - Stock-based Compensation and Similar Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Disclosure of Stock-based Compensation by Line Item [Table Text Block] | Three months ended March 31, 2016 2015 Service expense $ 135 $ 1,912 General and administrative expense 477 919 Discontinued operations, net of tax - 33 Total stock-based compensation $ 612 $ 2,864 |
Note 11 - Earnings Per Share (T
Note 11 - Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three months ended March 31, 2016 2015 Numerator: Net income attributable to Providence $ 2,235 $ 6,237 Less dividends on convertible preferred stock (1,099 ) (594 ) Less accretion of convertible preferred stock discount - (246 ) Less income allocated to participating securities (134 ) (305 ) Net income available to common stockholders $ 1,002 $ 5,092 Continuing operations $ 1,002 $ 4,720 Discontinued operations - 372 $ 1,002 $ 5,092 Denominator: Denominator for basic earnings per share -- weighted-average shares 15,057,598 15,976,050 Effect of dilutive securities: Common stock options 121,009 169,126 Performance-based restricted stock units 6,941 - Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion 15,185,548 16,145,176 Basic earnings per share: Continuing operations $ 0.07 $ 0.30 Discontinued operations - 0.02 $ 0.07 $ 0.32 Diluted earnings per share: Continuing operations $ 0.07 $ 0.30 Discontinued operations - 0.02 $ 0.07 $ 0.32 |
Note 15 - Discontinued Operat31
Note 15 - Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Cash Flow Statement [Member] | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Three months ended March 31, 2015 Cash flows from discontinued operating activities: Depreciation $ 879 Amortization 968 Cash flows from discontinued investing activities: Purchase of property and equipment $ 86 |
Operations Statement [Member] | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Three months ended March 31, 2015 Service revenue, net $ 85,966 Operating expenses: Service expense 77,319 General and administrative expense 5,218 Depreciation and amortization 1,847 Total operating expenses 84,384 Operating income 1,582 Other expenses: Interest expense, net 812 Income from discontinued operations 770 Provision for income taxes 376 Discontinued operations, net of tax $ 394 |
Note 16 - Segments (Tables)
Note 16 - Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three months ended March 31, 2016 NET Services WD Services HA Services Corporate and Other Total Service revenue, net $ 290,984 $ 91,043 $ 50,592 $ 31 $ 432,650 Service expense 266,969 81,672 37,790 57 386,488 General and administrative expense 2,837 7,871 656 7,808 19,172 Depreciation and amortization 2,877 3,579 7,796 84 14,336 Operating income (loss) $ 18,301 $ (2,079 ) $ 4,350 $ (7,918 ) $ 12,654 Equity in net loss of investee $ - $ 2,717 $ - $ - $ 2,717 Three months ended March 31, 2015 NET Services WD Services HA Services Corporate and Other Total Service revenue, net $ 254,760 $ 107,618 $ 57,432 $ 19 $ 419,829 Service expense 229,247 94,232 43,213 (155 ) 366,537 General and administrative expense 2,497 7,225 523 9,221 19,466 Depreciation and amortization 2,277 3,316 7,182 278 13,053 Operating income (loss) $ 20,739 $ 2,845 $ 6,514 $ (9,325 ) $ 20,773 Equity in net loss of investee $ - $ 2,483 $ - $ - $ 2,483 |
Note 2 - Significant Accounti33
Note 2 - Significant Accounting Policies and Recent Accounting Pronouncements (Details Textual) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Reclassification from “Other Assets” to “Long-term Obligations, Less Current Portion [Member] | December 31,2015 [Member] | ||
Prior Period Reclassification Adjustment | $ 3,774 | |
Long-term Obligations, Less Current Portion [Member] | ||
Debt Instrument, Unamortized Discount | 4,347 | $ 4,879 |
Debt Instrument, Unamortized Discount | $ 4,347 | $ 4,879 |
Note 3 - Equity Investment (Det
Note 3 - Equity Investment (Details Textual) AUD in Thousands, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Mar. 31, 2016AUD | Mar. 31, 2016USD ($) | |
Mission Providence [Member] | ||||
Equity Method Investment, Ownership Percentage | 60.00% | 60.00% | ||
Joint Venture, Rights to Cash or Profit Distributions, Percentage | 75.00% | 75.00% | ||
Payments to Acquire Equity Method Investments | $ 3,229 | |||
Equity Method Investments, Commitment to Fund Joint Venture | AUD 4,286 | $ 3,287 | ||
Payments to Acquire Equity Method Investments | $ 3,229 |
Note 3 - Carrying Amounts of As
Note 3 - Carrying Amounts of Assets and Liabilities and Maximum Loss Exposure (Details) AUD in Thousands, $ in Thousands | Mar. 31, 2016AUD | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Mission Providence [Member] | Other Assets [Member] | |||
Other Assets | $ 6,960 | $ 9,324 | |
Mission Providence [Member] | Accrued Expenses [Member] | |||
Equity Method Investments, Commitment to Fund Joint Venture | 1,531 | 4,654 | |
Mission Providence [Member] | |||
Equity Method Investments, Commitment to Fund Joint Venture | AUD 4,286 | 3,287 | |
Maximum Exposure to Loss | $ 6,960 | $ 9,324 |
Note 3 - Summary of Financial I
Note 3 - Summary of Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Mission Providence [Member] | |||
Current assets | $ 7,004 | $ 7,789 | |
Long-term assets | 9,561 | 8,869 | |
Current liabilities | $ 13,240 | $ 10,488 | |
Long-term liabilities | |||
Revenue | $ 7,399 | ||
Operating loss | (4,428) | $ (4,800) | |
Net loss | (2,974) | (3,358) | |
Current assets | 305,487 | $ 319,724 | |
Current liabilities | 283,586 | $ 295,272 | |
Revenue | 432,650 | 419,829 | |
Operating loss | 12,654 | 20,773 | |
Net loss | $ 2,235 | $ 6,237 |
Note 4 - Components of Prepaid
Note 4 - Components of Prepaid Expenses and Other (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Prepaid income taxes | $ 722 | $ 1,607 |
Prepaid insurance | 1,752 | 3,714 |
Prepaid taxes and licenses | 4,422 | 4,895 |
Prepaid rent | 2,180 | 2,246 |
Deposits held for leased premises and bonds | 3,848 | 3,622 |
Other | 18,187 | 14,634 |
Total prepaid expenses and other | $ 31,111 | $ 30,718 |
Note 5 - Summary of Accrued Exp
Note 5 - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accrued compensation | $ 28,402 | $ 27,546 |
NET Services accrued contract payments | 22,627 | 26,669 |
Taxes payable | 3,769 | 24,302 |
Other | 45,529 | 52,035 |
Total accrued expenses | $ 100,327 | $ 130,552 |
Note 6 - Restructuring and Re39
Note 6 - Restructuring and Related Reorganization Costs (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2015 | |
Employee Severance [Member] | WD Services [Member] | Ingeus Acquisition [Member] | Accrued Expenses [Member] | |||
Restructuring Costs | $ 8,240 | $ 8,597 | |
Employee Severance [Member] | WD Services [Member] | Ingeus Acquisition [Member] | |||
Number of Severance Plans | 2 | ||
Severance Costs | 1,171 | ||
Severance Costs | $ 1,171 |
Note 6 - Summary of Severance a
Note 6 - Summary of Severance and Related Charges (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
TR Contract Restructuring [Member] | |
Balance | $ 6,538 |
Severance Costs | 1,065 |
Cash Payments | (583) |
Foreign Exchange Rate Adjustments | (190) |
Balance | 6,830 |
IUK Restructuring [Member] | |
Balance | 2,059 |
Severance Costs | 106 |
Cash Payments | (693) |
Foreign Exchange Rate Adjustments | (62) |
Balance | 1,410 |
Balance | 8,597 |
Severance Costs | 1,171 |
Cash Payments | (1,276) |
Foreign Exchange Rate Adjustments | (252) |
Balance | $ 8,240 |
Note 7 - Long-term Obligation41
Note 7 - Long-term Obligations (Details Textual) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Inputs, Level 3 [Member] | ||
Long-term Debt, Fair Value | $ 315,845 | $ 308,892 |
Note 7 - Company's Long-term Ob
Note 7 - Company's Long-term Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Revolving Credit Facility [Member] | ||
Long-term debt | $ 34,700 | $ 19,700 |
Credit Facility, Second Amendment, Term Loan Tranche [Member] | ||
Long-term debt | 225,000 | 231,250 |
Term Loan [Member] | ||
Long-term debt | 52,500 | 54,000 |
Long-term debt | 312,200 | 304,950 |
Unamortized discount on debt | (4,347) | (4,879) |
Debt | 307,853 | 300,071 |
Less current portion | 33,313 | 31,375 |
Total long-term obligations, less current portion | $ 274,540 | $ 268,696 |
Note 7 - Company's Long-term 43
Note 7 - Company's Long-term Obligations (Details) (Parentheticals) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Revolving Credit Facility [Member] | Minimum [Member] | ||
Basis spread on variable rate | 2.25% | 2.25% |
Revolving Credit Facility [Member] | Maximum [Member] | ||
Basis spread on variable rate | 3.25% | 3.25% |
Revolving Credit Facility [Member] | ||
Face amount | $ 240 | $ 240 |
Basis spread on variable rate | 3.18% | |
Minimum [Member] | Credit Facility, Second Amendment, Term Loan Tranche [Member] | ||
Basis spread on variable rate | 2.25% | 2.25% |
Minimum [Member] | Term Loan [Member] | ||
Basis spread on variable rate | 2.25% | 2.25% |
Maximum [Member] | Credit Facility, Second Amendment, Term Loan Tranche [Member] | ||
Basis spread on variable rate | 3.25% | 3.25% |
Maximum [Member] | Term Loan [Member] | ||
Basis spread on variable rate | 3.25% | 3.25% |
Credit Facility, Second Amendment, Term Loan Tranche [Member] | ||
Face amount | $ 250 | $ 250 |
Debt instrument, effective rate | 3.36% | |
Term Loan [Member] | ||
Face amount | $ 60 | $ 60 |
Debt instrument, effective rate | 3.36% |
Note 8 - Convertible Preferre44
Note 8 - Convertible Preferred Stock, Net (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Apr. 01, 2016 | Apr. 01, 2015 | Mar. 12, 2015 | Feb. 11, 2015 | Feb. 05, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 |
Non-Standby Purchasers [Member] | Convertible Preferred Stock [Member] | ||||||||
Temporary Equity, Shares Issued | 130,884 | |||||||
The Standby Purchasers [Member] | Convertible Preferred Stock [Member] | ||||||||
Rights Offering, Right to Purchase Preferred Stock, Price Per Share | $ 105 | $ 100 | ||||||
Temporary Equity, Shares Issued | 150,000 | 524,116 | ||||||
Treasury Stock, Value, Acquired, Cost Method | $ 15,750 | |||||||
Convertible Preferred Stock [Member] | Cash Dividends [Member] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 5.50% | |||||||
Convertible Preferred Stock [Member] | Paid-in-kind Dividends [Member] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 8.50% | |||||||
Convertible Preferred Stock [Member] | Subsequent Event [Member] | ||||||||
Dividends, Preferred Stock | $ 1,099 | |||||||
Convertible Preferred Stock [Member] | ||||||||
Temporary Equity, Shares Issued | 803,518 | 803,518 | ||||||
Conversion of Stock, Shares Converted | 1,482 | |||||||
Dividends, Preferred Stock | $ 594 | |||||||
Temporary Equity, Shares Outstanding | 803,518 | 803,518 | ||||||
Cash Dividends [Member] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 5.50% | |||||||
Paid-in-kind Dividends [Member] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 8.50% | |||||||
Common Stock [Member] | ||||||||
Treasury Stock, Value, Acquired, Cost Method | ||||||||
Preferred Stock, Conversion Rate per Share of Common Stock | $ 2.51 | |||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 3,715 | |||||||
Convertible Preferred Stock Shares Issuable Upon Conversion | 2,014,840 | |||||||
Convertible Preferred Stock, Pro Rata Share | $ 65,500 | |||||||
Rights Offering, Right to Purchase Preferred Stock, Price Per Share | $ 100 | |||||||
Conversion Price | $ 39.88 | |||||||
Registered Rights Offering, Convertible Preferred Stock, Value | $ 65,500 | |||||||
Treasury Stock, Value, Acquired, Cost Method | $ 19,479 | |||||||
Dividends, Preferred Stock | $ 1,099 | $ 594 |
Note 9 - Stockholders' Equity -
Note 9 - Stockholders' Equity - Changes in Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Common Stock [Member] | ||
Balance (in shares) | 17,186,780 | |
Balance | $ 17 | |
Stock-based compensation | ||
Exercise of employee stock options, including net tax windfall of $41 (in shares) | 11,513 | |
Restricted stock issued (in shares) | 11,738 | |
Restricted stock issued | ||
Stock repurchase plan (in shares) | ||
Stock repurchase plan | ||
Foreign currency translation adjustments, net of tax | ||
Convertible preferred stock dividends | ||
Noncontrolling interests | ||
Net income attributable to Providence | ||
Balance (in shares) | 17,210,031 | |
Balance | $ 17 | |
Additional Paid-in Capital [Member] | ||
Balance | 293,012 | |
Stock-based compensation | 612 | |
Exercise of employee stock options, including net tax windfall of $41 | $ 217 | |
Restricted stock issued | ||
Stock repurchase plan | ||
Foreign currency translation adjustments, net of tax | ||
Convertible preferred stock dividends | ||
Noncontrolling interests | ||
Net income attributable to Providence | ||
Balance | $ 293,841 | |
Retained Earnings [Member] | ||
Balance | $ 69,209 | |
Stock-based compensation | ||
Restricted stock issued | ||
Stock repurchase plan | ||
Foreign currency translation adjustments, net of tax | ||
Convertible preferred stock dividends | $ (1,099) | |
Noncontrolling interests | ||
Net income attributable to Providence | $ 2,235 | |
Balance | 70,345 | |
AOCI Attributable to Parent [Member] | ||
Balance | $ (16,831) | |
Stock-based compensation | ||
Restricted stock issued | ||
Stock repurchase plan | ||
Foreign currency translation adjustments, net of tax | $ (1,492) | |
Convertible preferred stock dividends | ||
Noncontrolling interests | ||
Net income attributable to Providence | ||
Balance | $ (18,323) | |
Treasury Stock [Member] | ||
Balance (in shares) | 1,895,998 | |
Balance | $ (54,823) | |
Stock-based compensation | ||
Exercise of employee stock options, including net tax windfall of $41 (in shares) | ||
Restricted stock issued (in shares) | 2,051 | |
Restricted stock issued | $ (100) | |
Stock repurchase plan (in shares) | 435,735 | |
Stock repurchase plan | $ (19,479) | |
Foreign currency translation adjustments, net of tax | ||
Convertible preferred stock dividends | ||
Noncontrolling interests | ||
Net income attributable to Providence | ||
Balance (in shares) | 2,333,784 | |
Balance | $ (74,402) | |
Noncontrolling Interest [Member] | ||
Balance | $ (452) | |
Stock-based compensation | ||
Restricted stock issued | ||
Stock repurchase plan | ||
Foreign currency translation adjustments, net of tax | $ 13 | |
Convertible preferred stock dividends | ||
Noncontrolling interests | $ (106) | |
Net income attributable to Providence | ||
Balance | $ (545) | |
Balance | 290,132 | |
Stock-based compensation | 612 | |
Exercise of employee stock options, including net tax windfall of $41 | 217 | |
Restricted stock issued | (100) | |
Stock repurchase plan | (19,479) | |
Foreign currency translation adjustments, net of tax | (1,492) | $ (5,295) |
Convertible preferred stock dividends | (1,099) | |
Noncontrolling interests | (106) | 12 |
Net income attributable to Providence | 2,235 | $ 6,237 |
Balance | $ 270,933 |
Note 9 - Stockholders' Equity46
Note 9 - Stockholders' Equity - Changes in Stockholders' Equity (Details) (Parentheticals) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Additional Paid-in Capital [Member] | |
Net tax windfall | $ 41 |
Note 10 - Stock-based Compens47
Note 10 - Stock-based Compensation and Similar Arrangements (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 50,632 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 43.63 | |
Performance Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 49,760 | |
Stock Equivalent Unit Awards (“SEUs”) and Stock Option Equivalent Units [Member] | General and Administrative Expense [Member] | ||
Allocated Share-based Compensation Expense | $ 730 | $ 2,032 |
Stock Equivalent Unit Awards (“SEUs”) [Member] | ||
Stock Equivalent Units Outstanding | 12,259 | |
Stock Appreciation Rights (SARs) [Member] | ||
Stock Option Equivalent Units Outstanding | 200,000 | |
General and Administrative Expense [Member] | ||
Allocated Share-based Compensation Expense | $ 477 | 919 |
Service Expense [Member] | Long Term Incentive Plan 2006 [Member] | ||
Allocated Cash Based Bonus Expense | $ 1,548 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 474,773 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 35.15 | |
Allocated Share-based Compensation Expense | $ 612 | $ 2,864 |
Note 10 - Stock-based Compens48
Note 10 - Stock-based Compensation Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Service Expense [Member] | ||
Service expense | $ 135 | $ 1,912 |
General and Administrative Expense [Member] | ||
Allocated Share-based Compensation Expense | $ 477 | 919 |
Discontinued Operations, Net of Tax [Member] | ||
Allocated Share-based Compensation Expense | 33 | |
Allocated Share-based Compensation Expense | $ 612 | $ 2,864 |
Note 11 - Earnings Per Share (D
Note 11 - Earnings Per Share (Details Textual) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 33,957 | 463,000 |
Antidilutive Securities, Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 803,518 | 381,000 |
Note 11 - Basic and Diluted Ear
Note 11 - Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Continuing Operations [Member] | ||
Numerator: | ||
Net income available to common stockholders | $ 1,002 | $ 4,720 |
Operations | $ 1,002 | $ 4,720 |
Effect of dilutive securities: | ||
Continuing operations (in dollars per share) | $ 0.07 | $ 0.30 |
(in dollars per share) | 0.07 | 0.30 |
Diluted earnings per share: | ||
Continuing operations (in dollars per share) | 0.07 | 0.30 |
(in dollars per share) | $ 0.07 | $ 0.30 |
Discontinued Operations [Member] | ||
Numerator: | ||
Net income available to common stockholders | $ 372 | |
Operations | $ 372 | |
Effect of dilutive securities: | ||
Discontinued operations (in dollars per share) | $ 0.02 | |
(in dollars per share) | 0.02 | |
Diluted earnings per share: | ||
Discontinued operations (in dollars per share) | 0.02 | |
(in dollars per share) | $ 0.02 | |
Employee Stock Option [Member] | ||
Effect of dilutive securities: | ||
Common stock options (in shares) | 121,009 | 169,126 |
Restricted Stock Units (RSUs) [Member] | ||
Effect of dilutive securities: | ||
Performance-based restricted stock units (in shares) | 6,941 | |
Net loss | $ 2,235 | $ 6,237 |
Less dividends on convertible preferred stock | $ (1,099) | (594) |
Less accretion of convertible preferred stock discount | (246) | |
Less income allocated to participating securities | $ (134) | (305) |
Net income available to common stockholders | 1,002 | 5,092 |
Operations | $ 1,002 | $ 5,092 |
Denominator for basic earnings per share -- weighted-average shares (in shares) | 15,057,598 | 15,976,050 |
Denominator for diluted earnings per share -- adjusted weighted-average shares assumed conversion (in shares) | 15,185,548 | 16,145,176 |
(in dollars per share) | $ 0.07 | $ 0.32 |
Diluted earnings per share: | ||
(in dollars per share) | $ 0.07 | $ 0.32 |
Note 12 - Income Taxes (Details
Note 12 - Income Taxes (Details Textual) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Percent | 66.60% | 54.20% |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% |
Note 13 - Commitments and Con52
Note 13 - Commitments and Contingencies (Details Textual) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Oct. 23, 2014USD ($) | |
Coliseum Capital Management, LLC [Member] | Unsecured Subordinated Note Issued to Coliseum [Member] | |||
Debt Instrument, Interest Rate, Stated Percentage | 14.00% | ||
Debt Instrument, Face Amount | $ 65,500 | ||
Haverhill Litigation [Member] | General and Administrative Expense [Member] | |||
Legal Expense | $ 557 | ||
Haverhill Litigation [Member] | Other Receivables [Member] | |||
Insurance Settlements Receivable | 1,819 | $ 2,210 | |
Haverhill Litigation [Member] | |||
Indemnified Legal Expenses | 106 | ||
Other Noncurrent Liabilities [Member] | |||
Deferred Compensation Arrangement with Individual, Recorded Liability | $ 1,341 | $ 1,600 | |
Number of Deferred Compensation Plans | 1 |
Note 14 - Transactions with R53
Note 14 - Transactions with Related Parties (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Coliseum Capital Management, LLC [Member] | Preferred Stock Dividends Earned by Related Party [Member] | ||
Related Party Transaction, Amounts of Transaction | $ 1,047 | $ 566 |
Note 15 - Discontinued Operat54
Note 15 - Discontinued Operations (Details Textual) $ in Thousands | 3 Months Ended |
Mar. 31, 2015USD ($) | |
Revolving Credit Facility [Member] | |
Disposal Group, Including Discontinued Operation, Interest Expense | $ 839 |
Note 15 - Operations Classified
Note 15 - Operations Classified as Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Human Services [Member] | ||
Service revenue, net | $ 85,966 | |
Service expense | 77,319 | |
General and administrative expense | 5,218 | |
Depreciation and amortization | 1,847 | |
Total operating expenses | 84,384 | |
Operating income | 1,582 | |
Interest expense, net | 812 | |
Income from discontinued operations | 770 | |
Provision for income taxes | 376 | |
Discontinued operations, net of tax | 394 | |
Discontinued operations, net of tax | $ 394 |
Note 15 - Cash Flow from Discon
Note 15 - Cash Flow from Discontinued Operating Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Human Services [Member] | Discontinued Operations [Member] | ||
Depreciation | $ 879 | |
Amortization | 968 | |
Purchase of property and equipment | 86 | |
Depreciation | $ 5,521 | 5,089 |
Amortization | $ 8,815 | $ 9,811 |
Note 16 - Segments (Details Tex
Note 16 - Segments (Details Textual) - Continuing Operations [Member] - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Geographic Distribution, Domestic [Member] | Sales Revenue, Services, Net [Member] | Geographic Concentration Risk [Member] | |||
Concentration Risk, Percentage | 79.90% | 75.30% | |
Geographic Distribution, Foreign [Member] | Sales Revenue, Services, Net [Member] | Geographic Concentration Risk [Member] | |||
Concentration Risk, Percentage | 20.10% | 24.70% | |
Geographic Distribution, Foreign [Member] | Net Assets, Geographic Area [Member] | |||
Concentration Risk, Percentage | 33.90% | 29.50% | |
Net Assets | $ 118,042 | $ 108,587 |
Note 16 - Financial Information
Note 16 - Financial Information Attributable to the Company's Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
NET Services [Member] | ||
Revenue | $ 290,984 | $ 254,760 |
Service expense | 266,969 | 229,247 |
General and administrative expense | 2,837 | 2,497 |
Depreciation and amortization | 2,877 | 2,277 |
Operating loss | 18,301 | 20,739 |
WD Services [Member] | ||
Revenue | 91,043 | 107,618 |
Service expense | 81,672 | 94,232 |
General and administrative expense | 7,871 | 7,225 |
Depreciation and amortization | 3,579 | 3,316 |
Operating loss | (2,079) | 2,845 |
Equity in net loss of investee | 2,717 | 2,483 |
HA Services [Member] | ||
Revenue | 50,592 | 57,432 |
Service expense | 37,790 | 43,213 |
General and administrative expense | 656 | 523 |
Depreciation and amortization | 7,796 | 7,182 |
Operating loss | 4,350 | 6,514 |
Corporate and Other [Member] | ||
Revenue | 31 | 19 |
Service expense | 57 | (155) |
General and administrative expense | 7,808 | 9,221 |
Depreciation and amortization | 84 | 278 |
Operating loss | (7,918) | (9,325) |
Operating Segments [Member] | ||
Revenue | 432,650 | 419,829 |
Service expense | 386,488 | 366,537 |
General and administrative expense | 19,172 | 19,466 |
Depreciation and amortization | 14,336 | 13,053 |
Operating loss | 12,654 | 20,773 |
Equity in net loss of investee | 2,717 | 2,483 |
Revenue | 432,650 | 419,829 |
Service expense | 386,488 | 366,537 |
General and administrative expense | 19,172 | 19,466 |
Depreciation and amortization | 14,336 | 13,053 |
Operating loss | 12,654 | 20,773 |
Equity in net loss of investee | $ 2,717 | $ 2,483 |