Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 14, 2014 | Jun. 28, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Registrant Name | 'MEDASSETS INC | ' | ' |
Entity Central Index Key | '0001254419 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 61,751,307 | ' |
Entity Public Float | ' | ' | $1,041,949,178 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $2,790 | $13,734 |
Accounts receivable, net of allowances of $2,568 and $3,046 as of December 31, 2013 and December 31, 2012, respectively | 87,636 | 96,346 |
Deferred tax asset, current portion | 4,535 | 11,126 |
Prepaid expenses and other current assets | 24,059 | 21,791 |
Total current assets | 119,020 | 142,997 |
Property and equipment, net | 157,747 | 134,361 |
Other long term assets | ' | ' |
Goodwill | 1,027,847 | 1,027,847 |
Intangible assets, net | 267,440 | 330,163 |
Other | 41,695 | 42,869 |
Other long term assets | 1,336,982 | 1,400,879 |
Total assets | 1,613,749 | 1,678,237 |
Current liabilities | ' | ' |
Accounts payable | 24,066 | 25,487 |
Accrued revenue share obligation and rebates | 77,398 | 74,274 |
Accrued payroll and benefits | 41,587 | 40,085 |
Other accrued expenses | 12,126 | 14,145 |
Deferred revenue, current portion | 46,523 | 55,756 |
Current portion of notes payable | 15,500 | 15,500 |
Current portion of finance obligation | 255 | 233 |
Total current liabilities | 217,455 | 225,480 |
Notes payable, less current portion | 424,000 | 544,500 |
Bonds payable | 325,000 | 325,000 |
Finance obligation, less current portion | 8,781 | 9,046 |
Deferred revenue, less current portion | 16,369 | 14,393 |
Deferred tax liability | 121,083 | 125,394 |
Other long term liabilities | 11,272 | 801 |
Total liabilities | 1,123,960 | 1,244,614 |
Commitments and contingencies | ' | ' |
Stockholders' equity | ' | ' |
Common stock, $0.01 par value, 150,000,000 shares authorized; 61,740,000 and 59,324,000 shares issued and outstanding as of December 31, 2013 and December 31, 2012, respectively | 617 | 593 |
Additional paid-in capital | 717,132 | 688,431 |
Accumulated deficit | -227,960 | -255,401 |
Total stockholders' equity | 489,789 | 433,623 |
Total liabilities and stockholders' equity | $1,613,749 | $1,678,237 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Allowances on accounts receivable | $2,568 | $3,046 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 61,740,000 | 59,324,000 |
Common stock, shares outstanding | 61,740,000 | 59,324,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue: | ' | ' | ' |
Administrative fees, net | $289,475 | $266,915 | $249,599 |
Other service fees | 390,941 | 373,206 | 328,673 |
Total net revenue | 680,416 | 640,121 | 578,272 |
Operating expenses: | ' | ' | ' |
Cost of revenue (inclusive of amortization expense of $2,157, $2,416 and $1,782 for the fiscal years ended December 31, 2013, 2012 and 2011, respectively) | 151,950 | 138,618 | 121,771 |
Product development expenses | 30,874 | 28,483 | 26,823 |
Selling and marketing expenses | 61,427 | 60,438 | 56,997 |
General and administrative expenses | 231,826 | 218,194 | 203,101 |
Restructuring acquisition and integration-related expenses | 10,070 | 6,348 | 24,551 |
Depreciation | 40,803 | 30,190 | 22,402 |
Amortization of intangibles | 62,723 | 72,652 | 80,510 |
Total operating expenses | 589,673 | 554,923 | 536,155 |
Operating income | 90,743 | 85,198 | 42,117 |
Other income (expense): | ' | ' | ' |
Interest (expense) | -46,907 | -66,045 | -71,083 |
Loss on debt extinguishment | ' | -28,196 | ' |
Other income | 287 | 685 | 3,621 |
Income (loss) before income taxes | 44,123 | -8,358 | -25,345 |
Income tax expense (benefit) | 16,682 | -1,480 | -9,851 |
Net income (loss) | $27,441 | ($6,878) | ($15,494) |
Basic and diluted income (loss) per share: | ' | ' | ' |
Basic net income (loss) per share | $0.46 | ($0.12) | ($0.27) |
Diluted net income (loss) per share | $0.45 | ($0.12) | ($0.27) |
Weighted average shares - basic | 59,705 | 57,452 | 57,298 |
Weighted average shares - diluted | 61,178 | 57,452 | 57,298 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' | ' |
Amortization expense | $2,157 | $2,416 | $1,782 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' |
Net income (loss) | $27,441 | ($6,878) | ($15,494) |
Unrealized (loss) from hedging activities for the period | ' | -1,687 | -6,522 |
Income tax benefit related to hedging activities for the period | ' | 521 | 2,461 |
Reclassification of realized loss into earnings from hedging activities | ' | 8,209 | ' |
Reclassification of income tax benefit into earnings from hedging activities | ' | -2,982 | ' |
Comprehensive income (loss) | $27,441 | ($2,817) | ($19,555) |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data | |||||
Balances at Dec. 31, 2010 | $435,583 | $584 | $668,028 | ' | ($233,029) |
Balances, Shares at Dec. 31, 2010 | ' | 58,410,000 | ' | ' | ' |
Issuance of common stock from stock option and SSAR exercises and restricted stock issuances, net | 1,975 | 6 | 1,969 | ' | ' |
Issuance of common stock from stock option and SSAR exercises and restricted stock issuances, net, Shares | ' | 597,000 | ' | ' | ' |
Forfeiture of common restricted stock | ' | -6 | 6 | ' | ' |
Forfeiture of common restricted stock, Shares | ' | -598,000 | ' | ' | ' |
Stock compensation expense | 5,023 | ' | 5,023 | ' | ' |
Excess tax benefit from equity award exercises, net | 893 | ' | 893 | ' | ' |
Repurchase of common stock | -5,306 | -5 | -5,301 | ' | ' |
Repurchase of common stock, Shares | ' | -552,000 | ' | ' | ' |
Unrealized loss from hedging activities | -4,061 | ' | ' | -4,061 | ' |
Net income (loss) | -15,494 | ' | ' | ' | -15,494 |
Balances at Dec. 31, 2011 | 418,613 | 579 | 670,618 | -4,061 | -248,523 |
Balances, Shares at Dec. 31, 2011 | ' | 57,857,000 | ' | ' | ' |
Issuance of common stock from stock option and SSAR exercises and restricted stock issuances, net | 7,684 | 15 | 7,669 | ' | ' |
Issuance of common stock from stock option and SSAR exercises and restricted stock issuances, net, Shares | ' | 1,529,000 | ' | ' | ' |
Stock compensation expense | 10,291 | ' | 10,291 | ' | ' |
Excess tax benefit from equity award exercises, net | 452 | ' | 452 | ' | ' |
Repurchase of common stock | -600 | -1 | -599 | ' | ' |
Repurchase of common stock, Shares | 62,334 | -62,000 | ' | ' | ' |
Unrealized loss from hedging activities | -1,166 | ' | ' | -1,166 | ' |
Reclassification of realized loss into earnings from hedging activities | 5,227 | ' | ' | 5,227 | ' |
Net income (loss) | -6,878 | ' | ' | ' | -6,878 |
Balances at Dec. 31, 2012 | 433,623 | 593 | 688,431 | ' | -255,401 |
Balances, Shares at Dec. 31, 2012 | ' | 59,324,000 | ' | ' | ' |
Issuance of common stock from stock option and SSAR exercises and restricted stock issuances, net | 10,116 | 24 | 10,092 | ' | ' |
Issuance of common stock from stock option and SSAR exercises and restricted stock issuances, net, Shares | ' | 2,416,000 | ' | ' | ' |
Stock compensation expense | 14,496 | ' | 14,496 | ' | ' |
Excess tax benefit from equity award exercises, net | 4,113 | ' | 4,113 | ' | ' |
Repurchase of common stock | ' | ' | ' | ' | ' |
Repurchase of common stock, Shares | ' | ' | ' | ' | ' |
Net income (loss) | 27,441 | ' | ' | ' | 27,441 |
Balances at Dec. 31, 2013 | $489,789 | $617 | $717,132 | ' | ($227,960) |
Balances, Shares at Dec. 31, 2013 | ' | 61,740,000 | ' | ' | ' |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders' Equity (Parenthetical) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2011 |
Income tax benefit (expense) related to hedging activities for the period | $521 | $2,461 |
Tax benefit on realized loss from hedging activities | 2,982 | ' |
Accumulated Other Comprehensive Loss [Member] | ' | ' |
Income tax benefit (expense) related to hedging activities for the period | 521 | 2,461 |
Tax benefit on realized loss from hedging activities | $2,982 | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Operating activities | ' | ' | ' |
Net income (loss) | $27,441 | ($6,878) | ($15,494) |
Adjustments to reconcile income (loss) from continuing operations to net cash provided by operating activities: | ' | ' | ' |
Bad debt expense | ' | 735 | 181 |
Depreciation | 42,960 | 32,049 | 23,627 |
Amortization of intangibles | 62,723 | 73,209 | 81,067 |
Impairment of assets | 3,551 | ' | ' |
Loss on sale of assets | 90 | 370 | 418 |
Noncash stock compensation expense | 14,496 | 10,291 | 5,023 |
Excess tax benefit from exercise of equity awards | -6,032 | -1,495 | -956 |
Amortization of debt issuance costs | 3,807 | 7,390 | 7,445 |
Loss on debt extinguishment (Note 6) | ' | 19,987 | ' |
Noncash interest expense, net | 456 | 514 | 3,784 |
Deferred income tax expense (benefit) | 2,013 | -3,212 | -12,734 |
Changes in assets and liabilities, net of acquisitions: | ' | ' | ' |
Accounts receivable | 9,010 | 6,958 | -3,459 |
Prepaid expenses and other assets | -2,268 | -3,303 | 1,321 |
Other long-term assets | -414 | 1,969 | -5,023 |
Accounts payable | -374 | 5,572 | 5,645 |
Accrued revenue share obligations and rebates | 3,124 | 3,368 | 12,737 |
Accrued payroll and benefits | 1,502 | 6,820 | 10,536 |
Other accrued expenses and long-term liabilities | -1,926 | -4,013 | -6,399 |
Deferred revenue | -7,257 | 7,542 | 16,477 |
Cash provided by operating activities | 152,902 | 157,873 | 124,196 |
Investing activities | ' | ' | ' |
Purchases of property, equipment and software, net | -17,643 | -26,221 | -16,976 |
Capitalized software development costs | -41,175 | -40,205 | -31,997 |
Cash used in investing activities | -58,818 | -66,426 | -48,973 |
Financing activities | ' | ' | ' |
Proceeds from notes payable | ' | 550,000 | ' |
Borrowings from revolving credit facility | ' | 140,000 | ' |
Repayment of notes payable | -120,500 | -578,650 | -56,350 |
Repayment of revolving credit facility | ' | -130,000 | ' |
Repayment of finance obligations | -676 | -676 | -665 |
Payment of deferred purchase consideration | ' | -120,136 | ' |
Debt issuance costs | ' | -9,777 | ' |
Excess tax benefit from exercise of equity awards | 6,032 | 1,495 | 956 |
Issuance of common stock, net of offering costs | 10,116 | 7,684 | 1,975 |
Purchase of treasury shares | ' | -600 | -5,028 |
Cash used in financing activities | -105,028 | -140,660 | -59,112 |
Net (decrease) increase in cash and cash equivalents | -10,944 | -49,213 | 16,111 |
Cash and cash equivalents, beginning of period | 13,734 | 62,947 | 46,836 |
Cash and cash equivalents, end of period | $2,790 | $13,734 | $62,947 |
Description_of_Business_and_Si
Description of Business and Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Description of Business and Significant Accounting Policies | ' | ||||||||||||
1. DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
We provide technology-enabled products and services which together deliver solutions designed to reduce total cost of care, enhance operational efficiency, align clinical delivery with advance care coordination and improve revenue performance for hospitals, health systems and other ancillary healthcare providers. Our client-specific solutions are designed to efficiently analyze detailed information across the spectrum of cost, operations, clinical delivery and reimbursement. Our solutions integrate with existing operations and enterprise software systems of our clients and provide financial improvement with minimal upfront costs or capital expenditures. Our operations and clients are primarily located throughout the United States and to a limited extent, Canada. | |||||||||||||
Basis of Presentation | |||||||||||||
The consolidated financial statements include the accounts of MedAssets, Inc. and our wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. We have prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of the financial statements and related disclosures in conformity with GAAP and pursuant to the rules and regulations of the SEC, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ materially from those estimates. We believe that the estimates, assumptions and judgments involved in revenue recognition, allowances for doubtful accounts and returns, product development costs, share-based payments, business combinations, impairment of goodwill, intangible assets and long-lived assets, and accounting for income taxes have the greatest potential impact on our consolidated financial statements. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
All of our highly liquid investments with original maturities of three months or less at the date of purchase are carried at cost which approximates fair value and are considered to be cash equivalents. Currently, our excess cash is voluntarily used to repay our swing-line credit facility, if any, on a daily basis and applied against our revolving credit facility on a routine basis when our swing-line credit facility is undrawn. In addition, we may periodically make voluntary repayments on our term loans. Cash and cash equivalents were $2,790 and $13,734 as of December 31, 2013 and December 31, 2012, respectively, and our swing-line balance was zero during those reporting periods. We had $10,000 outstanding on our revolving credit facility as of December 31, 2013 and 2012. In the event our cash balance is zero at the end of a period, any outstanding checks are recorded as accrued expenses. See Note 6 for immediately available cash under our revolving credit facility. | |||||||||||||
Additionally, we have a concentration of credit risk arising from cash deposits held in excess of federally insured amounts totaling $2,290 as of December 31, 2013. | |||||||||||||
Accounts Receivables and Allowance | |||||||||||||
Our trade accounts receivables are recorded at invoiced amounts and do not bear interest. We record an allowance for doubtful accounts against our trade receivables to reflect the balance at net realizable value on our consolidated balance sheets. | |||||||||||||
An allowance for doubtful accounts is established for accounts receivable estimated to be uncollectible due to client credit worthiness and is adjusted periodically based upon management’s evaluation of current economic conditions, historical experience and other relevant factors that, in the opinion of management, deserve recognition in estimating such allowance. Estimates related to our allowance for doubtful accounts are recorded as bad debt expense in our consolidated statement of operations. We review our allowance for doubtful accounts based upon the credit risk of specific clients, historical experience and other information. | |||||||||||||
Client Service Allowance | |||||||||||||
We maintain a client service allowance based on management’s evaluation of historical experience, current trends, individual client experience and other relevant factors that, in the opinion of management, deserve recognition in estimating such allowance. Estimates related to our client service allowance are recorded as a reduction to net revenue in our consolidated statements of operations and as a current liability in our consolidated balance sheets. | |||||||||||||
Financial Instruments | |||||||||||||
The carrying amount reported on the balance sheet for trade accounts receivable, trade accounts payable, accrued revenue share obligations and rebates, accrued payroll and benefits, and other accrued expenses approximate fair values due to the short maturities of the financial instruments. | |||||||||||||
We believe the carrying amount of notes payable approximates fair value since they bear interest at variable rates, and interest expense is accrued on notes outstanding. The current portion of notes payable represents the portion of notes payable due within one year of the period end. | |||||||||||||
The fair value of the bonds payable is calculated based on quoted market prices for the same or similar issues or on rates currently offered to the Company for similar debt instruments. | |||||||||||||
Revenue Recognition | |||||||||||||
Net revenue consists primarily of: (a) administrative fees reported under contracts with manufacturers and distributors and (b) other service fee revenue that is comprised of: (i) consulting revenues received under fixed-fee or contingent-based service contracts; (ii) subscription and implementation fees received under our SaaS agreements; and (iii) transaction and contingent fees received under service contracts. Revenue is earned primarily in the United States and to a limited extent, Canada. | |||||||||||||
Revenue is recognized when: 1) there is persuasive evidence of an arrangement; 2) the fee is fixed or determinable; 3) services have been rendered and payment has been contractually earned, and 4) collectability is reasonably assured. | |||||||||||||
Administrative Fees | |||||||||||||
Administrative fees are generated under contracted purchasing agreements with manufacturers and distributors of healthcare products and services (“vendors”). Vendors pay administrative fees to us in return for the provision of aggregated sales volumes from hospitals and health systems that purchase products qualified under our contracts. The administrative fees paid to us represent a percentage of the purchase volume of our hospitals and healthcare system clients. | |||||||||||||
We earn administrative fees in the quarter in which the respective vendors report client purchasing data to us, usually a month or a quarter in arrears of actual client purchase activity. The majority of our vendor contracts disallow netting product returns from the vendors’ administrative fee calculations in periods subsequent to their reporting dates. For those contracts that allow for netting of product returns, vendors supply us with sufficient purchase and return data needed for us to estimate and record an allowance for sales returns. | |||||||||||||
Revenue is recognized upon the receipt of vendor reports as this reporting proves that the delivery of the product or service has occurred, the administrative fees are fixed and determinable based on reported purchasing volume, and collectability is reasonably assured. Our client and vendor contracts substantiate persuasive evidence of an arrangement. | |||||||||||||
Certain hospital and healthcare system clients receive a revenue share obligation. This obligation is recognized according to the clients’ contractual agreements with our group purchasing organization (or GPO) as the related administrative fee revenue is recognized. In accordance with GAAP relating to principal agent considerations under revenue recognition, this obligation is netted against the related gross administrative fees, and is presented on the accompanying consolidated statements of operations as a reduction to arrive at total net revenue on our consolidated statements of operations. | |||||||||||||
Net administrative fees shown on our consolidated statements of operations reflect our gross administrative fees net of our revenue share obligation. Gross administrative fees include all administrative fees we receive pursuant to our group purchasing organization vendor contracts. Our revenue share obligation represents the portion of the administrative fees we are contractually obligated to share with certain of our GPO clients. The following shows the details of net administrative fee revenues for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Gross administration fees | $ | 472,113 | $ | 427,698 | $ | 384,560 | |||||||
Less: Revenue share obligation | (182,638 | ) | (160,783 | ) | (134,961 | ) | |||||||
Administrative fees, net | $ | 289,475 | $ | 266,915 | $ | 249,599 | |||||||
Other Service Fees | |||||||||||||
Consulting Fees | |||||||||||||
We generate revenue from fixed-fee consulting contracts. Revenue under these fixed-fee arrangements is recognized on a proportional performance method as services are performed and deliverables are provided, as long as all other elements of SAB 104 are met. | |||||||||||||
Consulting Fees with Performance Targets | |||||||||||||
We generate revenue from consulting contracts that also include performance targets. The performance targets generally relate to committed financial improvement to our clients from the use and implementation of initiatives that result from our consulting services. Performance targets are measured as our strategic initiatives are identified and implemented, and the financial improvement can be quantified by the client. In the event the performance targets are not achieved, we are obligated to refund or reduce a portion of our fees. | |||||||||||||
Under these arrangements, all revenue is deferred and recognized as the performance target is achieved and the applicable contingency is released as evidenced by client acceptance. All revenues are fixed and determinable and the applicable service is rendered prior to recognition in the financial statements in accordance with SAB 104. One-time or non-recurring performance fees are recognized proportionately over the contract term in the period in which they are earned. We do not defer any related costs under these types of arrangements. | |||||||||||||
Subscription and Implementation Fees | |||||||||||||
We follow GAAP for revenue recognition relating to arrangements that include the right to use software stored on another entity’s hardware for our SaaS-based solutions. Our clients are typically charged upfront non-refundable fees for implementation and recurring host subscription fees for access to web-based services. Our clients have access to our software applications while the data is hosted and maintained on our servers. Our clients cannot take physical possession of the software applications. Revenue from monthly hosting arrangements and services is recognized on a subscription basis over the period in which our clients have access to the product. Implementation fees are typically billed at the beginning of the arrangement and recognized as revenue over the greater of the subscription period or the estimated client relationship period beginning at client acceptance. We currently estimate the client relationship period at six years for our SaaS-based Revenue Cycle Management solutions. Contract subscription periods generally range from two to six years from execution. | |||||||||||||
Transaction Fees and Contingent Service Fees | |||||||||||||
We generate revenue from transactional-based service contracts and contingency-fee based service contracts. Provided all other elements of revenue recognition are met, revenue under these arrangements is recognized as services are performed, deliverables are provided and related contingencies are removed. All related direct costs are recorded as period costs when incurred. | |||||||||||||
Other | |||||||||||||
Other fees are primarily earned for our annual client and vendor meeting. Fees for our annual client and vendor meeting are recognized when the meeting is held and related obligations are performed. | |||||||||||||
Revenue Recognition — Multiple-Deliverable Revenue Arrangements | |||||||||||||
Effective January 1, 2011, we adopted the FASB’s accounting standards update for multiple-deliverable arrangements on a prospective basis. The guidance establishes a selling price hierarchy for determining the appropriate value of a deliverable. The hierarchy is based on: (a) vendor-specific objective evidence if available (“VSOE”); (b) third-party evidence (“TPE”) if vendor-specific objective evidence is not available; or (c) estimated selling price (“ESP”) if neither VSOE nor TPE is available. The guidance also eliminates the residual method of allocation of contract consideration to elements in the arrangement and requires that arrangement consideration be allocated to all elements at the inception of the arrangement using the relative selling price method. | |||||||||||||
Based on the selling price hierarchy established by the update, if we are unable to establish selling price using VSOE or TPE, we will establish an ESP. ESP is the estimated price at which we would transact a sale if the product or service were sold on a stand-alone basis. We establish a best estimate of ESP considering internal factors relevant to pricing practices such as costs and margin objectives, standalone sales prices of similar services and percentage of the fee charged for a primary service relative to a related service. Additional consideration is also given to market conditions such as competitor pricing strategies and other factors such as market size, the number of facilities, and the number of beds in a facility. If available, we regularly review VSOE and TPE for our services in addition to ESP. | |||||||||||||
Our revenue recognition policy for multiple-deliverable revenue arrangements is as follows: | |||||||||||||
We may bundle certain of our SCM service and technology offerings into a single service arrangement. We may also bundle certain of our RCM service and technology offerings into a single service arrangement. In addition, we may bundle certain of both of our SCM and RCM service and technology offerings together into a single service arrangement and market them as an enterprise arrangement. | |||||||||||||
Service arrangements generally include multiple deliverables or elements such as group purchasing services, consulting services, and SaaS-based subscription and implementation services. Provided that the total arrangement consideration is fixed and determinable at the inception of the arrangement, we allocate the total arrangement consideration to the individual elements within the arrangement based on their relative selling price using VSOE, TPE, or ESP for each element of the arrangement. We establish VSOE, TPE, or ESP for each element of a service arrangement based on the price charged for a particular element when it is sold separately in a stand-alone arrangement. Revenue is then recognized for each element according to the following revenue recognition methodology: (i) group purchasing service revenue is recognized as administrative fees are reported to us (generally approximates ratable over the contractual term), (ii) consulting revenue is recognized on a proportional performance method as services are performed and deliverables are provided or once performance targets are accepted by our clients; and (iii) SaaS-based subscription revenue is recognized ratably over the subscription period (upfront non-refundable fees on our SaaS-based subscription services are recognized over the longer of the subscription period or the estimated client relationship period) beginning with the period in which the SaaS-based services are accepted by the client. | |||||||||||||
The majority of our multi-element service arrangements that include group purchasing services are not fixed and determinable at the inception of the arrangement because the fees for such arrangements are earned as administrative fees are reported. Administrative fees are not fixed and determinable until the receipt of vendor reports. For these multi-element service arrangements, we recognize each element as such element is delivered and as administrative fees are reported to us which generally approximates ratable recognition over the contract term. | |||||||||||||
In addition, certain of our arrangements include performance targets or other contingent fees that are not fixed and determinable at the inception of the arrangement. If the total arrangement consideration is not fixed and determinable at the inception of the arrangement, we allocate only that portion of the arrangement that is fixed and determinable to each element. As additional consideration becomes fixed, it is similarly allocated based on VSOE, TPE or ESP to each element in the arrangement and recognized in accordance with each element’s revenue recognition policy. | |||||||||||||
Performance targets generally relate to committed financial improvement to our clients from the use of our services. Revenue is only recognized if there are no refund rights and the fees earned are fixed and determinable. We obtain client acceptance as performance targets are achieved. In the event the performance targets are not achieved, we may be obligated to refund or reduce a portion of our fees and as such do not consider these fees fixed and determinable until we receive client acceptance. | |||||||||||||
In multi-element service arrangements that involve performance targets, the amount of revenue recognized on a particular delivered element is limited to the amount of revenue earned based on: (i) the proportionate performance of the individual element compared with all elements in the arrangement using the relative selling price method; and (ii) the proportional performance of that individual element. In all cases, revenue recognition is deferred on each element until the contingency on the performance target has been removed and the related revenue is fixed and determinable. | |||||||||||||
Deferred Costs | |||||||||||||
We capitalize direct costs incurred during the implementation of our SaaS-based solutions. Deferred implementation costs are amortized into cost of revenue in proportion to the revenue earned over the client relationship period. In addition, we defer upfront sales commissions primarily related to subscription and implementation fees and expense these costs ratably over the contract term. The current and long term portions of deferred costs are included in “Prepaid expense and other current assets” and “Other assets,” respectively in the accompanying consolidated balance sheets. | |||||||||||||
Property and Equipment | |||||||||||||
Property and equipment are stated at cost and include the capitalized portion of internal use product development costs. Depreciation of property and equipment (which includes amortization of capitalized internal use software) is computed on the straight-line method over the estimated useful lives of the assets which are as follows: | |||||||||||||
Useful Lives | |||||||||||||
(in years) | |||||||||||||
Buildings (Note 6) | 30 | ||||||||||||
Furniture and fixtures | 7 | ||||||||||||
Computers and equipment | 7-May | ||||||||||||
Leasehold improvements | Term of lease | ||||||||||||
Purchased software and capitalized software development costs (internal use) | 3-5 | ||||||||||||
We evaluate the impairment or disposal of our property and equipment in accordance with GAAP. We evaluate the recoverability of property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, or whenever management has committed to an asset disposal plan. Whenever these indicators occur, recoverability is determined by comparing the net carrying value of an asset to its total undiscounted cash flows. | |||||||||||||
Product Development Costs | |||||||||||||
Our product development costs include costs incurred: (i) prior to the application development stage; (ii) prior to technological feasibility being reached; and (iii) in the post-development or maintenance stage. The majority of our software development costs relate to internal-use software development costs which are capitalized in accordance with relevant GAAP and classified as property and equipment. We have a small amount of external-use software development costs which are capitalized when the technological feasibility of a software product has been established in accordance with GAAP relating to research and development costs of computer software and are included in “Other” within Other long term assets in the accompanying consolidated balance sheets. Capitalized software costs are amortized on a straight-line basis over the estimated useful lives of the related software applications of up to five years. We periodically evaluate the useful lives of our capitalized software costs. | |||||||||||||
Goodwill and Intangible Assets — Indefinite Life | |||||||||||||
For identified intangible assets acquired in business combinations, we allocate purchase consideration based on the fair value of intangible assets acquired in accordance with GAAP relating to business combinations. | |||||||||||||
As of December 31, 2013 and 2012, intangible assets with indefinite lives consist of goodwill. See Note 3 for further details. | |||||||||||||
We account for our intangible assets in accordance with GAAP relating to intangible assets, which states that goodwill or intangible assets with indefinite lives are not amortized. During 2011, we changed our annual impairment testing date from December 31 to October 1. We believe this new date is preferable since it provides additional time prior to the Company’s year-end to complete the goodwill impairment testing and report the results in our Annual Report on Form 10-K. We perform an impairment test of these assets on at least an annual basis and whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. To determine the fair values, we use the income approach based on estimated discounted future cash flows and the market approach based on comparable publicly traded companies in similar lines of business, and to a lesser extent, guideline public companies. Our cash flow assumptions consider historical and forecasted revenue, operating costs and other relevant factors. If the carrying value of the assets is deemed to be impaired, the amount of the impairment recognized in the financial statements is determined by estimating the fair value of the assets and recording a loss for the amount that the carrying value exceeds the estimated fair value. | |||||||||||||
We consider the following to be important factors that could trigger an impairment review: significant continued underperformance relative to historical or projected future operating results; identification of other impaired assets within a reporting unit; the more-likely-than not expectation that a reporting unit or a significant portion of a reporting unit will be sold; significant adverse changes in business climate or regulations; significant changes in senior management; significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business; significant negative industry or economic trends; a significant decline in the Company’s stock price for a sustained period or a significant unforeseen decline in the Company’s credit rating. | |||||||||||||
We did not recognize any goodwill or indefinite-lived intangible asset impairments during the fiscal years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Intangible Assets — Definite Life | |||||||||||||
The intangible assets with definite lives are comprised of our customer base, developed technology, non-compete agreements and certain trade name assets. See Note 4 for further details. | |||||||||||||
Intangible assets with definite lives are amortized over their estimated useful lives which have been derived based on an assessment of such factors as attrition, expected volume and price changes. We evaluate the useful lives of our intangible assets with definite lives on an annual basis. Costs related to our customer base are amortized over the period and pattern of economic benefit that is expected from the client relationship based on the expected benefit of discounted cash flows. Customer base intangibles have estimated useful lives that range from seven to fourteen years. Costs related to developed technology are amortized on a straight-line basis over a useful life of three to seven years. Costs related to non-compete agreements are amortized on a straight-line basis over the life of the respective agreements. Costs associated with definite-lived trade names are amortized over the period of expected benefit of two to three years. | |||||||||||||
We evaluate indefinite-lived intangibles for impairment when events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. | |||||||||||||
Business Combinations | |||||||||||||
We account for acquisitions in accordance with GAAP relating to business combinations. The guidance requires recognition of assets acquired, liabilities assumed, and contingent consideration at their fair value on the acquisition date with subsequent changes recognized in earnings; requires acquisition related expenses and restructuring costs to be recognized separately from the business combination and expensed as incurred; requires in-process research and development to be capitalized at fair value as an indefinite-lived intangible asset until completion or abandonment; and requires that changes in accounting for deferred tax asset valuation allowances and acquired income tax uncertainties after the measurement period be recognized as a component of provision for taxes. While we use our best estimates and assumptions as a part of the purchase price allocation process to accurately value assets acquired and liabilities assumed as of the business combination date, our estimates and assumptions are inherently uncertain and subject to refinement. As a result, during the preliminary purchase price measurement period, which may be up to one year from the business combination date, we record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. After the preliminary purchase price measurement period, we record adjustments to assets acquired or liabilities assumed subsequent to the purchase price measurement period in our operating results in the period in which the adjustments were determined. | |||||||||||||
Acquisition and Integration — Related Expenses | |||||||||||||
Acquisition and integration-related expenses may consist of: (i) transaction costs incurred to complete acquisitions including due diligence, consulting and other advisory related fees; (ii) integration-related costs related to third party consulting and other employee-related costs associated with the integration of an acquired business into our business; (iii) acquisition-related fees associated with unsuccessful acquisition attempts; and (iv) restructuring-type costs. Our restructuring-type costs are comprised primarily of employee termination costs related to headcount reductions. A liability for costs associated with an exit or disposal activity is recognized and measured initially at fair value only when the liability is incurred. Our restructuring charges also include accruals for estimated losses related to our excess facilities, based on our contractual obligations, net of estimated sublease income. We reassess the liability periodically based on market conditions. Refer to Note 5 for additional details of the restructuring activities. | |||||||||||||
Deferred Revenue | |||||||||||||
Deferred revenue consists of unrecognized revenue related to advanced client invoicing or client payments received prior to revenue being realized and earned. Substantially all deferred revenue consists of: (i) deferred administrative fees; (ii) deferred service fees; (iii) deferred software and implementation fees; and (iv) other deferred fees, including receipts for our annual client and vendor meeting prior to the event. | |||||||||||||
Deferred administrative fees arise when cash is received from vendors prior to the receipt of vendor reports. Vendor reports provide details about a client’s purchases and provide evidence that delivery of product or service occurred. Administrative fees are also deferred when reported fees are contingent upon meeting a performance target that has not yet been achieved. | |||||||||||||
Deferred service fees arise when cash is received from clients or upon advanced client invoicing, prior to delivery of service. When the fees are contingent upon meeting a performance target that has not yet been achieved, the service fees are either not invoiced or are deferred on our balance sheet. | |||||||||||||
Deferred software and implementation fees primarily include: (i) implementation fees that are received at the beginning of a subscription contract. These fees are deferred and amortized over the expected period of benefit, which is the greater of the contracted subscription period or the client relationship period; and to a lesser extent, (ii) software support fees which represent client payments made in advance for annual software support contracts. Software and implementation fees are also deferred when the fees are contingent upon meeting a performance target that has not yet been achieved. | |||||||||||||
For the years ended December 31, 2013 and 2012, deferred revenues recorded that are contingent upon meeting performance targets were $6,516 and $8,284, respectively. | |||||||||||||
The following table summarizes the deferred revenue categories and balances as of: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Software and implementation fees | $ | 27,393 | $ | 24,468 | |||||||||
Service fees | 22,363 | 26,135 | |||||||||||
Administrative fees | 10,935 | 14,672 | |||||||||||
Other fees | 2,201 | 4,874 | |||||||||||
Deferred revenue, total | 62,892 | 70,149 | |||||||||||
Less: Deferred revenue, current portion | (46,523 | ) | (55,756 | ) | |||||||||
Deferred revenue, non-current portion | $ | 16,369 | $ | 14,393 | |||||||||
Revenue Share Obligation and Rebates | |||||||||||||
We accrue revenue share obligation and rebates for certain clients according to our: (i) revenue share program and (ii) vendor rebate program. | |||||||||||||
Under our revenue share program, certain hospital and health system clients receive revenue share payments. This obligation is accrued according to contractual agreements between our GPO and the hospital and healthcare clients as the related administrative fee revenue is recognized. See description of this accounting treatment under “Administrative Fees” in the “Revenue Recognition” section. | |||||||||||||
We receive rebates pursuant to the provisions of certain vendor agreements. The rebates are earned by our hospitals and health system clients based on the volume of their purchases. We collect, process, and pay the rebates as a service to our clients. Substantially all the vendor rebates are excluded from revenue. The vendor rebates are accrued for active clients when we receive cash payments from vendors. | |||||||||||||
Advertising Costs | |||||||||||||
Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2013, 2012 and 2011 was $3,196, $2,750 and $2,611, respectively. | |||||||||||||
Defined Contribution Plan | |||||||||||||
We sponsor a defined contribution plan for eligible employees. Under the terms of the plan, employees have the option of contributing a portion of their annual salary to the plan. We make matching contributions of 50 cents for each dollar contributed by employees up to the first six percent of compensation contributed. For the years ended December 31, 2013, 2012 and 2011, our plan contributions amounted to $6,062, $5,175 and $4,327, respectively. | |||||||||||||
Share-Based Compensation | |||||||||||||
Share-based payment transactions (as fully discussed in Note 9) are accounted for in accordance with GAAP relating to stock compensation. The guidance requires companies to recognize the cost (expense) of all share-based payment transactions in the financial statements. We expense employee share-based compensation using fair value-based measurement over an appropriate requisite service period primarily on an accelerated basis. | |||||||||||||
Derivative Financial Instruments | |||||||||||||
Derivative instruments are accounted for in accordance with GAAP relating to derivatives and hedging. The guidance requires companies to recognize derivative instruments as either assets or liabilities on the balance sheet at fair value. See Note 13 for further discussion regarding our outstanding derivative financial instruments. | |||||||||||||
Income Taxes | |||||||||||||
In accordance with GAAP relating to income taxes, we recognize deferred income taxes based on the expected future tax consequences of differences between the financial statement basis and the tax basis of assets and liabilities, calculated using enacted tax rates in effect for the tax year in which the differences are expected to be reflected in the tax return. | |||||||||||||
The carrying value of our net deferred tax assets assumes that we will be able to generate sufficient future taxable income in applicable tax jurisdictions to realize the value of these assets. If we are unable to generate sufficient future taxable income in these jurisdictions, a valuation allowance is recorded when it is more likely than not that the value of the deferred tax assets is not realizable. Management evaluates the realizability of deferred tax assets and assesses the need for any valuation allowance adjustment. It is our policy to provide for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. To the extent that the tax outcome of these uncertain tax positions falls below more likely than not, the change in estimate will impact the income tax provision in the period in which such determination is made. At December 31, 2013, we believe we have appropriately accounted for any unrecognized tax benefits. To the extent we prevail in matters for which a liability for an unrecognized tax benefit is established or we are required to pay amounts in excess of the liability, our effective tax rate in a given financial statement period may be affected. See Note 10 for further information. | |||||||||||||
Sales Taxes | |||||||||||||
In accordance with GAAP relating to principal agent considerations under revenue recognition, we record any tax assessed by a governmental authority that is directly imposed on a revenue-producing transaction between a seller and a client on a net basis (excluded from revenues). | |||||||||||||
Basic and Diluted Net Income and Loss Per Share | |||||||||||||
Basic net income or (loss) per share (“EPS”) is calculated in accordance with GAAP relating to earnings per share. Diluted EPS assumes the conversion, exercise or issuance of all potential common stock equivalents, unless the effect of inclusion would result in the reduction of a loss or the increase in income per share. For purposes of this calculation, our stock options, stock warrants, non-vested restricted stock, stock-settled stock appreciation rights and shares that were purchasable pursuant to our employee stock purchase plan are considered to be potential common shares and are only included in the calculation of diluted EPS when the effect is dilutive. | |||||||||||||
The shares used to calculate basic and diluted EPS represent the weighted-average common shares outstanding. Diluted net (loss) per share is the same as basic net (loss) per share for the fiscal years ended December 31, 2012 and 2011 since the effect of any potentially dilutive securities was excluded (as they were anti-dilutive due to our net loss). | |||||||||||||
Recent Accounting Pronouncements | |||||||||||||
Income Taxes | |||||||||||||
In July 2013, the Financial Accounting Standards Board (“FASB”) issued an accounting standard update relating to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This update amends existing GAAP that required in certain cases, an unrecognized tax benefit, or portion of an unrecognized tax benefit, to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward when such items exist in the same taxing jurisdiction. The amendments in this update are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. Early adoption is permitted. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date, and retrospective application is permitted. We do not expect any impact from this update on our financial statements. | |||||||||||||
Comprehensive Income | |||||||||||||
In February 2013, the FASB issued an accounting standard update relating to improving the reporting of reclassifications out of accumulated other comprehensive income. The update would require an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under GAAP to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional detail about those amounts. The update is effective for reporting periods beginning after December 15, 2012. We adopted this update on January 1, 2013. |
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
2. PROPERTY AND EQUIPMENT | |||||||||
Property and equipment consists of the following as of: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Land (Note 6) | $ | 1,200 | $ | 1,200 | |||||
Buildings (Note 6) | 8,821 | 8,821 | |||||||
Furniture and fixtures | 14,130 | 18,914 | |||||||
Computers and equipment | 58,710 | 59,220 | |||||||
Leasehold improvements | 20,700 | 10,849 | |||||||
Purchased software | 30,931 | 26,357 | |||||||
Capitalized software development costs (internal use) | 147,828 | 113,825 | |||||||
282,320 | 239,186 | ||||||||
Accumulated depreciation and amortization | (124,573 | ) | (104,825 | ) | |||||
Property and equipment, net | $ | 157,747 | $ | 134,361 | |||||
We received a tenant allowance related to an operating lease entered into on March 1, 2013 amounting to $10,378 which was recorded as a leasehold improvement on our consolidated balance sheet. The leasehold improvement will be depreciated on a straight line basis over the term of the lease of fifteen years. We had approximately $9,802 included in property and equipment on our consolidated balance sheet as of December 31, 2013. Refer to Note 5 for additional details. | |||||||||
During the year ended December 31, 2013, we had impairment charges related to property and equipment of approximately $3,551 which was comprised of (i) $1,939 that was attributable to the Broadlane acquisition (see Note 5 for further details); and (ii) $1,612 that was attributable to the write-down of software tools that we were not able to utilize. | |||||||||
During the year ended December 31, 2012, we had no impairment charges related to property and equipment. | |||||||||
Software — Internal Use | |||||||||
We classify capitalized costs of software developed for internal use in property and equipment. Costs capitalized for software to be sold, leased or otherwise marketed are classified as other assets. Software acquired in a business combination is classified as a developed technology intangible asset. Capitalized costs of software developed for internal use during the years ended December 31, 2013 and 2012 amounted to $38,944 and $37,181, respectively. Accumulated amortization related to capitalized costs of software developed for internal use was $57,823 and $39,408 at December 31, 2013 and 2012, respectively. | |||||||||
Software — External Use | |||||||||
Capitalized costs of software developed for external use are classified as other assets on our consolidated balance sheet. Additions of capitalized costs of software developed for external use during the years ended December 31, 2013 and 2012 amounted to $4,399 and $3,024, respectively. Gross carrying value related to capitalized costs of software developed for external use was $19,834 and $15,435 at December 31, 2013 and 2012, respectively. Accumulated amortization related to capitalized costs of software developed for external use was $10,714 and $8,557 at December 31, 2013 and 2012, respectively. | |||||||||
During the years ended December 31, 2013, 2012 and 2011, we recognized $2,157, $1,859 and $1,225, respectively, in cost of revenue related to amortization of software developed for external use. |
Goodwill
Goodwill | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Goodwill | ' | ||||||||||||
3. GOODWILL | |||||||||||||
Goodwill consists of the following as of: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Goodwill, net | $ | 1,027,847 | $ | 1,027,847 | |||||||||
We did not have any changes in goodwill and the balances are summarized as follows, consolidated and by segment, for the years ended December 31, 2013 and 2012: | |||||||||||||
December 31, | |||||||||||||
Consolidated | SCM | RCM | |||||||||||
Balance, December 31, 2012 and 2013 | $ | 1,027,847 | $ | 645,202 | $ | 382,645 | |||||||
We performed our annual impairment test as of October 1, 2013. As of October 1, 2013, the estimated fair value of our SCM segment substantially exceeded its respective carrying value and the estimated fair value of each operating unit within our RCM segment exceeded its respective carrying value by more than 10%. |
Other_Intangible_Assets
Other Intangible Assets | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Other Intangible Assets | ' | ||||||||||||||||
4. OTHER INTANGIBLE ASSETS | |||||||||||||||||
Intangible assets with definite lives consist of the following: | |||||||||||||||||
Weighted | Gross | Accumulated | Net | ||||||||||||||
Average | Carrying | Amortization | |||||||||||||||
Remaining | Amount | ||||||||||||||||
Amortization | |||||||||||||||||
Period | |||||||||||||||||
(Years)(1) | |||||||||||||||||
31-Dec-13 | |||||||||||||||||
Customer base | 3 years | $ | 510,547 | $ | (248,094 | ) | $ | 262,453 | |||||||||
Developed technology | 2 years | 13,300 | (8,313 | ) | 4,987 | ||||||||||||
3 years | $ | 523,847 | $ | (256,407 | ) | $ | 267,440 | ||||||||||
(1) The amount represents the weighted average amortization period remaining in total and for each asset class. | |||||||||||||||||
Weighted | Gross | Accumulated | Net | ||||||||||||||
Average | Carrying | Amortization | |||||||||||||||
Remaining | Amount | ||||||||||||||||
Amortization | |||||||||||||||||
Period | |||||||||||||||||
(Years)(1) | |||||||||||||||||
December 31, 2012 | |||||||||||||||||
Customer base | 4 years | $ | 510,547 | $ | (191,219 | ) | $ | 319,328 | |||||||||
Developed technology | 2 years | 36,500 | (26,919 | ) | 9,581 | ||||||||||||
Trade name | 1 years | 4,300 | (3,046 | ) | 1,254 | ||||||||||||
4 years | $ | 551,347 | $ | (221,184 | ) | $ | 330,163 | ||||||||||
-1 | The amount represents the weighted average amortization period remaining in total and for each asset class. | ||||||||||||||||
In 2013, we reduced the gross carrying amount and the related accumulated amortization of our intangible assets by the following: (i) approximately $23,200 relating to fully amortized developed technology assets within our RCM segment; and (ii) approximately $4,300 relating to a fully amortized trade name within our SCM segment. | |||||||||||||||||
In 2012, we reduced the gross carrying amount and the related accumulated amortization of our intangible assets by the following: (i) approximately $12,677 relating to fully amortized developed technology assets within our SCM and RCM segments amounting to $8,777 and $3,900, respectively; (ii) approximately $6,000 relating to a fully amortized customer base asset within our RCM segment; and (iii) approximately $2,900 relating to a fully amortized non-compete agreement within our SCM segment. | |||||||||||||||||
During the years ended December 31, 2013, 2012 and 2011, we recognized $62,723, $73,209 and $81,067, respectively in amortization expense, inclusive of ($0, $557 and $557) charged to cost of revenue for amortization of external-use acquired developed technology related to definite-lived intangible assets. Future amortization expense of definite-lived intangibles as of December 31, 2013, is as follows: | |||||||||||||||||
Amount | |||||||||||||||||
2014 | $ | 55,042 | |||||||||||||||
2015 | 49,205 | ||||||||||||||||
2016 | 41,812 | ||||||||||||||||
2017 | 37,217 | ||||||||||||||||
2018 | 32,756 | ||||||||||||||||
Thereafter | 51,408 | ||||||||||||||||
$ | 267,440 |
Restructuring_Acquisition_and_
Restructuring Acquisition and Integration-Related Expenses | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Restructuring Acquisition and Integration-Related Expenses | ' | ||||||||||||||||
5. RESTRUCTURING, ACQUISITION AND INTEGRATION-RELATED EXPENSES | |||||||||||||||||
Broadlane Acquisition | |||||||||||||||||
In January 2012, we paid the deferred purchase consideration amount of $120,136 to Broadlane Holdings, LLC in connection with the acquisition of Broadlane Intermediate Holdings, Inc. (“Broadlane”). | |||||||||||||||||
Restructuring Activities | |||||||||||||||||
In connection with certain business activities, our management approved and initiated several plans to restructure our operations resulting in certain management, system and organizational changes within our SCM and RCM segments as well as our corporate operations. During the fiscal years ended December 31, 2013, 2012 and 2011, we expensed restructuring and exit and integration related costs of approximately $10,070, $6,348 and $24,551, respectively. These costs were attributable to management changes, restructuring activities and the Broadlane acquisition which consisted of employee costs, system migration and standardization, facilities consolidation and other restructuring and integration costs. These costs are included within the acquisition and integration-related expenses line on the accompanying consolidated statements of operations with the exception of the RCM management restructuring costs in 2011 which are recorded within the product development and general and administrative expense line items of the accompanying consolidated statement of operations. | |||||||||||||||||
As of December 31, 2013, 2012 and 2011, the components of our restructuring plans are as follows: | |||||||||||||||||
• | Employee-related costs —During the fiscal years ended December 31, 2013, 2012 and 2011, we expensed approximately $807, $3,276 and $14,207 of employee-related costs, respectively. The costs primarily related to severance, salaries relating to redundant positions, certain bonuses and other employee benefits. In addition, during the fiscal year ended December 31, 2013, we expensed approximately $570 of cash-based compensation and $920 of share-based compensation related to the resignation of our former RCM segment president on September 30, 2013. As of December 31, 2013, we had approximately $620 included in current liabilities for these costs. | ||||||||||||||||
• | System migration and integration — during the fiscal years ended December 31, 2013, 2012 and 2011, we expensed approximately $2,372, $3,010 and $5,551 of system migration costs, respectively. The costs primarily related to consulting and other third-party services. In addition, in 2013 we had non-cash adjustments of ($389) for the write-off of impaired development projects related to the Broadlane acquisition. | ||||||||||||||||
• | Facilities consolidation — in March 2013, we exited our former SCM and RCM leased facilities in Plano, Texas and began occupying a new leased facility comprised of approximately 231,000 square feet of office space together with certain surface parking areas in Plano, Texas. The lease term of the new facility commenced on March 1, 2013 and has an initial term of fifteen years plus an option to extend the lease term for up to ten years. | ||||||||||||||||
In connection with the lease, the landlord provided a tenant allowance that was used for certain improvements to the facility amounting to $10,378, with $9,802 included in property and equipment on our consolidated balance sheet as of December 31, 2013. We had approximately $692 included in other accrued expenses and $9,110 included in other long term liabilities associated with this allowance as of December 31, 2013. The liability will be recognized ratably as a reduction to rent expense over the term of the lease. We did not receive or pay any cash related to the tenant allowance and therefore the amount is not reflected in our consolidated statement of cash flows for the fiscal year ended December 31, 2013. | |||||||||||||||||
During the fiscal year ended December 31, 2013, we expensed approximately $6,891, relating to exit costs to vacate our former SCM and RCM leased facilities in Plano, Texas. We have no further obligations related to these facilities. In addition, we had non-cash adjustments of $119 comprised of: (i) accrued rent of $1,669 related to the previously leased facilities; and (ii) the write-off of certain related facility assets of ($1,550). | |||||||||||||||||
The following table summarizes the details of the Company’s restructuring activities during the years ended December 31, 2013, 2012 and 2011: | |||||||||||||||||
Employee-related | System migration | Facility | Total | ||||||||||||||
costs | and integration | consolidation | |||||||||||||||
Restructuring Reserve | |||||||||||||||||
Accrued, December 31, 2010 | $ | 3,488 | $ | — | $ | — | $ | 3,488 | |||||||||
Charges incurred | 14,207 | 5,551 | 6,439 | 26,197 | |||||||||||||
Cash payments | (14,787 | ) | (5,335 | ) | (4,493 | ) | (24,615 | ) | |||||||||
Accrued, December 31, 2011 | $ | 2,908 | $ | 216 | $ | 1,946 | $ | 5,070 | |||||||||
Charges incurred | 3,276 | 3,010 | 62 | 6,348 | |||||||||||||
Cash payments | (5,189 | ) | (2,921 | ) | (1,876 | ) | (9,986 | ) | |||||||||
Accrued, December 31, 2012 | $ | 995 | $ | 305 | $ | 132 | $ | 1,432 | |||||||||
Charges incurred | 807 | 2,372 | 6,891 | 10,070 | |||||||||||||
Adjustments | — | (389 | ) | 119 | (270 | ) | |||||||||||
Cash payments | (1,182 | ) | (2,288 | ) | (7,142 | ) | (10,612 | ) | |||||||||
Accrued, December 31, 2013 | $ | 620 | $ | — | $ | — | $ | 620 | |||||||||
Notes_and_Bonds_Payable
Notes and Bonds Payable | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Notes and Bonds Payable | ' | ||||||||||||||||||||
6. NOTES AND BONDS PAYABLE | |||||||||||||||||||||
Our notes and bonds payable are summarized as follows as of: | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
Term A facility | $ | 237,500 | $ | 250,000 | |||||||||||||||||
Term B facility | 192,000 | 300,000 | |||||||||||||||||||
Revolving credit facility | 10,000 | 10,000 | |||||||||||||||||||
Total notes payable | 439,500 | 560,000 | |||||||||||||||||||
Bonds payable | 325,000 | 325,000 | |||||||||||||||||||
Total notes and bonds payable | 764,500 | 885,000 | |||||||||||||||||||
Less: current portions | (15,500 | ) | (15,500 | ) | |||||||||||||||||
Total long-term notes and bonds payable | $ | 749,000 | $ | 869,500 | |||||||||||||||||
Notes Payable | |||||||||||||||||||||
As of December 31, 2013, our long-term notes payable consists of a Term A Facility, a Term B Facility and a revolving credit facility, each with an outstanding balance of $237,500, $192,000 and $10,000, respectively. We have classified the $10,000 outstanding balance on our revolving credit facility as a long term liability given the maturity date of December 13, 2017. No amounts were drawn on our swing line loan, which resulted in approximately $189,000 of availability under our revolving credit facility inclusive of the swing line (after giving effect to $1,000 of outstanding but undrawn letters of credit on such date) as of December 31, 2013. During the fiscal year ended December 31, 2013, we made scheduled principal payments of $15,500 on our Term A and Term B Facility in addition to $105,000 in voluntary prepayments from available free cash flow on our Term B Facility. The applicable weighted average interest rates (inclusive of the applicable bank margin) on our Term A Facility, Term B Facility and Revolving Credit Facility at December 31, 2013 were 2.61%, 4.00% and 2.59%, respectively. | |||||||||||||||||||||
We are a party to a credit agreement with JP Morgan Chase Bank, N.A and other financial institutions named therein, dated December 13, 2012. The credit agreement contains certain customary negative covenants, including but not limited to, limitations on the incurrence of debt, limitations on liens, limitations on fundamental changes, limitations on asset sales and sale leasebacks, limitations on investments, limitations on dividends or distributions on, or redemptions of, equity interests, limitations on prepayments or redemptions of unsecured or subordinated debt, limitations on negative pledge clauses, limitations on transactions with affiliates and limitations on changes to the Company’s fiscal year. The credit agreement also includes maintenance covenants of maximum ratios of consolidated total indebtedness (subject to certain adjustments) to consolidated EBITDA (subject to certain adjustments) and minimum cash interest coverage ratios. The credit agreement contains certain customary representations and warranties, affirmative covenants and events of default, including but not limited to payment defaults, breaches of representations and warranties, covenant defaults, cross-defaults to certain indebtedness, certain events of insolvency or bankruptcy, material judgments, certain events under ERISA, actual or asserted failures of any guaranty or security document supporting the credit agreement to be in full force and effect and changes of control. The Company was in compliance with these covenants as of December 31, 2013. | |||||||||||||||||||||
All of the Company’s obligations under the Credit Agreement are unconditionally guaranteed by each of the Company’s existing and subsequently acquired or organized wholly-owned restricted subsidiaries, except that the following subsidiaries do not and will not provide guarantees: (a) unrestricted subsidiaries, (b) subsidiaries with tangible assets and revenues each having a value of less than 2.5% of the consolidated tangible assets and consolidated revenues of the Company (provided that all such immaterial subsidiaries, on a consolidated basis, shall not account for more than 5.0% of the consolidated EBITDA of the Company), (c) any subsidiary prohibited by applicable law, rule or regulation from providing a guarantee or which would require governmental (including regulatory) consent or approval or which would result in adverse tax consequences and (d) not-for-profit subsidiaries. | |||||||||||||||||||||
All of the Company’s obligations under the Credit Agreement are secured by substantially all of the Company’s assets and the assets of each guarantor (subject to certain exceptions), including, but not limited to (1) a perfected pledge of all of the equity securities of each direct wholly owned restricted subsidiary of the Company and of each subsidiary guarantor (which pledge, in the case of any foreign subsidiary, is limited to 65% of the equity securities of such foreign subsidiary) and (2) perfected security interests in, and mortgages on, substantially all tangible and intangible personal property and material fee-owned real property of the Company and each subsidiary guarantor (including but not limited to accounts receivable, inventory, equipment, general intangibles (including contract rights), investment property, intellectual property, material fee-owned real property, material intercompany notes and proceeds of the foregoing). | |||||||||||||||||||||
Loans under the credit agreement must be prepaid under certain circumstances, including with proceeds from certain future debt issuances, asset sales and a portion of excess cash flow for the applicable fiscal year. Loans under the credit agreement may be voluntarily prepaid at any time, subject to customary LIBOR breakage costs. Our excess cash flow calculation will be completed during the first quarter of 2014 for the fiscal year ended December 31, 2013. Based on the voluntary repayments made during the fiscal year ended December 31, 2013, we do not expect to be required to make any excess cash flow payment during the first quarter of 2014. | |||||||||||||||||||||
Bonds Payable | |||||||||||||||||||||
In November 2010, we closed the offering of an aggregate principal amount of $325,000 of senior notes due 2018 (the “Notes”) in a private placement (the “Notes Offering”). In October 2011, our Notes were registered under the Securities Act of 1933, as amended. The Notes are guaranteed on a senior unsecured basis by each of our existing domestic subsidiaries and each of our future domestic restricted subsidiaries in each case that guarantees our obligations under the credit agreement. Each of the subsidiary guarantors is 100% owned by us; the guarantees by the subsidiary guarantors are full and unconditional; the guarantees by the subsidiary guarantors are joint and several; we have no independent assets or operations; and any subsidiaries of ours other than the subsidiary guarantors are minor. The Notes and the guarantees are senior unsecured obligations of the Company and the subsidiary guarantors, respectively. | |||||||||||||||||||||
The Notes were issued pursuant to an indenture dated as of November 16, 2010 (the “Indenture”) among the Company, its subsidiary guarantors and Wells Fargo Bank, N.A., as trustee. Pursuant to the Indenture, the Notes will mature on November 15, 2018 and bear 8% annual interest. Interest on the Notes is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2011. | |||||||||||||||||||||
The Indenture contains certain customary negative covenants, including but not limited to, limitations on the incurrence of debt, limitations on liens, limitations on consolidations or mergers, limitations on asset sales, limitations on certain restricted payments and limitations on transactions with affiliates. The Indenture does not contain any significant restrictions on the ability of the Company or any subsidiary guarantor to obtain funds from the Company or any other subsidiary guarantor by dividend or loan. The Indenture also contains customary events of default. The Company was in compliance with these covenants as of December 31, 2013. | |||||||||||||||||||||
The Company has the option to redeem the Notes as follows: (i) at any time prior to November 15, 2014, the Company may redeem all or part of the Notes at a redemption price equal to 100% of the principal amount plus the applicable premium (as defined in the Indenture); and (ii) on and after November 15, 2014, the Company may redeem all or a part of the Notes, at the following redemption prices: | |||||||||||||||||||||
Year | Percentage | ||||||||||||||||||||
2014 | 104 | % | |||||||||||||||||||
2015 | 102 | % | |||||||||||||||||||
2016 and thereafter | 100 | % | |||||||||||||||||||
The Notes also contain a redemption feature that would require the repurchase of 101% of the aggregate principal amount plus accrued and unpaid interest at the option of the holders upon a change in control. | |||||||||||||||||||||
As of December 31, 2013, the Company’s 8% senior notes due 2018 were trading at 108.00% of par value (Level 1). | |||||||||||||||||||||
Debt Issuance Costs | |||||||||||||||||||||
As of December 31, 2013, we had approximately $17,266 of debt issuance costs related to our credit agreement and Notes which will be amortized into interest expense generally using the effective interest method until the applicable maturity date. For the fiscal year ended December 31, 2013, we recognized $3,807 in interest expense related to the amortization of debt issuance costs. For the fiscal year ended December 31, 2012, we recognized $7,390 in interest expense related to the amortization of debt issuance costs. In addition, we expensed $19,987 related to the write-off of the remaining unamortized debt issuance costs due to the extinguishment of our prior credit agreement with Barclays Bank and JP Morgan Securities. This is included in the loss on debt extinguishment line item within our consolidated statements of operations. | |||||||||||||||||||||
Debt Maturity Table | |||||||||||||||||||||
The following table summarizes our stated debt maturities and scheduled principal repayments as of December 31, 2013: | |||||||||||||||||||||
Year | Term A Facility | Term B Facility | Revolving | Senior | Total | ||||||||||||||||
Credit Facility | Unsecured | ||||||||||||||||||||
Notes | |||||||||||||||||||||
2014 | $ | 12,500 | $ | 3,000 | $ | — | $ | — | $ | 15,500 | |||||||||||
2015 | 18,750 | 3,000 | — | — | 21,750 | ||||||||||||||||
2016 | 25,000 | 3,000 | — | — | 28,000 | ||||||||||||||||
2017 | 181,250 | 3,000 | 10,000 | — | 194,250 | ||||||||||||||||
2018 | — | 3,000 | — | 325,000 | 328,000 | ||||||||||||||||
Thereafter | — | 177,000 | — | — | 177,000 | ||||||||||||||||
$ | 237,500 | $ | 192,000 | $ | 10,000 | $ | 325,000 | $ | 764,500 | ||||||||||||
Total interest paid (net of amounts capitalized) on our notes and bonds payable during the fiscal years ended December 31, 2013 and 2012 was approximately $45,185 and $58,890, respectively. | |||||||||||||||||||||
Finance Obligation | |||||||||||||||||||||
We entered into a lease agreement for a certain office building in Cape Girardeau, Missouri with an entity owned by the former owner of a company that was acquired in May 2001 (the “Lease Agreement”). Under the terms of the Lease Agreement, we were required to purchase the office building and adjoining retail space on January 7, 2004 for $9,274. | |||||||||||||||||||||
In August 2003, we facilitated the sale of the office building and related retail space under the Lease Agreement. We entered into a new lease with the new owner of the office building and provided a $1,000 letter of credit and eight months of prepaid rent in connection with the new lease. The lease agreement was for ten years. The letter of credit and prepaid rent constitute continuing involvement as defined in GAAP relating to leases, and as such the transaction did not qualify for sale and leaseback accounting. In accordance with the guidance, the Company recorded the transaction as a financing obligation. As such, the book value of the assets and related obligation remain on the Company’s consolidated financial statements. We recorded a $501 commission on the sale of the building as an increase to the corresponding financing obligation. In addition, we deferred $386 in financing costs that will be amortized into expense over the life of the obligation. The amount of the financial obligation decretion for the years ended December 31, 2013 and 2012 was $243 and $221, respectively. | |||||||||||||||||||||
In July 2007, we extended the lease terms of the Lease Agreement an additional four years through July 2017. The terms of the lease extension were substantially similar to that of the original lease term, and our outstanding letter of credit continues to constitute continuing involvement as defined by the guidance previously described. The lease extension effectively increased our outstanding finance obligation and corresponding office building asset by $1,121 at the time of the amendment. | |||||||||||||||||||||
The lease payments on the office building are charged to interest expense in the periods they are due. The lease payments included as interest expense in the accompanying statement of operations for the years ended December 31, 2013, 2012 and 2011 were $676, $676 and $665, respectively. | |||||||||||||||||||||
Rental income and additional interest expense is imputed on the retail space of approximately $438 annually. Both the income and the expense are included in “Other income (expense)” in the accompanying consolidated statement of operations for each of the years ended December 31, 2013, 2012 and 2011 with no effect to net income. Under the Lease Agreement, we are not entitled to actual rental income on the retail space, nor do we have legal title to the building. | |||||||||||||||||||||
When we have no further continuing involvement with the building as defined under GAAP relating to leases, we will remove the net book value of the office building, adjoining retail space, and the related finance obligation and account for the remainder of our payments under the Lease Agreement as an operating lease. Under the Lease Agreement, we will not obtain title to the office building and retail space. Our future commitment is limited to the payments required by the Lease Agreement. At December 31, 2013, the future undiscounted payments under the Lease Agreement aggregate to $2,422. | |||||||||||||||||||||
Future payments of the finance obligation as of December 31, 2013 are as follows: | |||||||||||||||||||||
Obligations | |||||||||||||||||||||
Under | |||||||||||||||||||||
Capital | |||||||||||||||||||||
Lease | |||||||||||||||||||||
2014 | $ | 1,114 | |||||||||||||||||||
2015 | 1,114 | ||||||||||||||||||||
2016 | 1,114 | ||||||||||||||||||||
2017 | 8,600 | ||||||||||||||||||||
11,942 | |||||||||||||||||||||
Less: Amounts representing interest | (2,906 | ) | |||||||||||||||||||
Net present value of capital lease obligation | 9,036 | ||||||||||||||||||||
Less: Amount representing current portion | (255 | ) | |||||||||||||||||||
Finance obligation, less current portion | $ | 8,781 |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
7. COMMITMENTS AND CONTINGENCIES | |||||
We lease certain office space and office equipment under operating leases. Some of our operating leases include rent escalations, rent holidays, and rent concessions and incentives. However, we recognize lease expense on a straight-line basis over the related minimum lease term utilizing total future minimum lease payments. Future minimum rental payments under operating leases with initial or remaining non-cancelable lease terms of one year or more as of December 31, 2013 are as follows: | |||||
Operating | |||||
Lease | |||||
2014 | $ | 11,780 | |||
2015 | 10,461 | ||||
2016 | 7,244 | ||||
2017 | 7,035 | ||||
2018 | 6,119 | ||||
Thereafter | 44,996 | ||||
$ | 87,635 | ||||
Rent expense for the years ended December 31, 2013, 2012 and 2011, was approximately $16,635, $11,060 and $18,145, respectively. Rent expense for the years ended December 31, 2013 and 2011 included approximately $5,341 and $6,440, respectively, of lease termination fees related to the exit of certain facility leases. These lease termination fees are included in the restructuring, acquisition and integration-related expenses line item of the accompanying consolidated statements of operations. | |||||
Performance Targets | |||||
In the ordinary course of contracting with our clients, we may agree to make some or all of our fees contingent upon the client’s achievement of financial improvement targets from the use of our services and software. These contingent fees are not recognized as revenue until the client confirms achievement of the performance targets. We generally receive client acceptance as and when the performance targets are achieved. Prior to client confirmation that a performance target has been achieved, we record invoiced contingent fees as deferred revenue on our consolidated balance sheet. Often, recognition of this revenue occurs in periods subsequent to the recognition of the associated costs. | |||||
Legal Proceedings | |||||
As of December 31, 2013, we are not presently involved in any legal proceedings, the outcome of which, if determined adversely to us, would have a material adverse effect on our business, operating results or financial condition. | |||||
Insurance Settlement | |||||
During 2011, we received an insurance settlement of $3,340 relating to a 2006 litigation matter that was covered under an insurance policy in effect at the time. We recorded the insurance settlement in other income in the consolidated statements of operations for the fiscal year ended December 31, 2011 as certain initial costs related to this matter were expensed in other expense in our consolidated statement of operations in the applicable prior period. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Equity [Abstract] | ' | ||||||||
Stockholders' Equity | ' | ||||||||
8. STOCKHOLDERS’ EQUITY | |||||||||
Preferred Stock | |||||||||
In connection with our initial public offering we amended and restated our Certificate of Incorporation authorizing us to issue 50,000,000 shares of undesignated preferred stock, par value $0.01 per share. The preferred stock may be issued from time to time in one or more series, each series of which would have distinctive designation or title and such number of shares as was fixed by the Board prior to the issuance of any shares thereof. Each such series of preferred stock would have voting powers, full or limited, or no voting powers, and such preferences and relative, participating optional or other special rights and such qualifications, limitations or restrictions thereof, as stated and expressed in the resolution or resolutions providing for the issue of such series of preferred stock. We had no preferred stock issued or outstanding as of December 31, 2013 or 2012. | |||||||||
Common Stock | |||||||||
During 2013, 2012 and 2011, we issued shares of common stock in connection with employee share-based payment arrangements. See Note 9 for further information. | |||||||||
Common Stock Warrants | |||||||||
During the fiscal year ended December 31, 2013, approximately 13,000 shares of common stock were issued in connection with an exercise of warrants. As a result, as of December 31, 2013, we had no warrants outstanding. | |||||||||
Repurchase of Common Stock | |||||||||
On August 23, 2011, our Board of Directors authorized a share repurchase program of up to $25,000 of our common stock. The table below shows the amount and cost of shares of common stock we repurchased for the fiscal year ended December 31, 2012 under the share repurchase program. The repurchased shares have not been retired and constitute authorized but unissued shares. The share repurchase program expired in August 2012. | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Number of shares repurchased | — | 62,334 | |||||||
Cost of shares repurchased | $ | — | $ | 600 |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||
Share-Based Compensation | ' | ||||||||||||||||||||
9. SHARE-BASED COMPENSATION | |||||||||||||||||||||
As of December 31, 2013, we had restricted common stock, stock-settled stock appreciation rights (or “SSARs”) and common stock option equity awards outstanding under three share-based compensation plans. | |||||||||||||||||||||
The share-based compensation cost related to equity awards that has been charged against income was $14,496, $10,291 and $5,023 for the fiscal years ended December 31, 2013, 2012 and 2011, respectively. The total income tax benefit recognized in the income statement for share based compensation arrangements related to equity awards was $5,365, $3,853 and $1,878 for the fiscal years ended December 31, 2013, 2012 and 2011, respectively. There were no capitalized share-based compensation costs as of December 31, 2013, 2012 or 2011. | |||||||||||||||||||||
Total share-based compensation expense (inclusive of restricted common stock, common stock options, and SSARs) for the fiscal years ended December 31, 2013, 2012 and 2011 is reflected in our consolidated statements of operations as noted below: | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Cost of revenue | $ | 3,866 | $ | 2,165 | $ | 1,362 | |||||||||||||||
Product development | 635 | 181 | 267 | ||||||||||||||||||
Selling and marketing | 2,251 | 1,489 | 559 | ||||||||||||||||||
General and administrative | 7,744 | 6,456 | 2,835 | ||||||||||||||||||
Total share-based compensation expense | $ | 14,496 | (1) | $ | 10,291 | $ | 5,023 | (2) | |||||||||||||
-1 | During 2013, share-based compensation includes charges related to the resignation of our RCM president and the conformity of one officer’s terms and conditions to their 2013 performance award grant. | ||||||||||||||||||||
-2 | During 2011, we reversed $6,537 of previously recorded share-based compensation expense related to certain performance-based SSARs and performance-based restricted stock that were granted under the MedAssets, Inc. Long-Term Performance Incentive Plan in 2008. The share-based compensation expense was reversed due to non-achievement of certain performance criteria. | ||||||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||||||
In 2010, the Company established the MedAssets, Inc. Employee Stock Purchase Plan (the “ESPP Plan”). Under the ESPP Plan, eligible employees may purchase shares of our common stock at a discounted price through payroll deductions. The price per share of the common stock sold to participating employees will be 95% of the fair market value of such share on the applicable purchase date. The ESPP Plan requires that all stock purchases be held by participants for a period of 18 months from the purchase date. A total of 500,000 shares of our common stock are authorized for purchase under the ESPP Plan. For the fiscal year ended December 31, 2013, we purchased approximately 24,700 shares of our common stock under the ESPP Plan which amounted to approximately $482. For the fiscal year ended December 31, 2012, we purchased approximately 25,400 shares of our common stock under the ESPP Plan which amounted to approximately $372. The ESPP Plan is non-compensatory and, as a result, no compensation expense is recorded in our consolidated statement of operations for the fiscal years ended December 31, 2013, 2012 and 2011. | |||||||||||||||||||||
Equity Incentive Plans | |||||||||||||||||||||
In 2008, the Board approved and the Company’s stockholders adopted the MedAssets Inc. Long-Term Performance Incentive Plan (the “2008 Plan”). The 2008 Plan provides for the grant of non-qualified stock options, incentive stock options, restricted stock awards, restricted stock unit awards, performance awards, stock appreciation rights and other stock-based awards. As of December 31, 2013, we had approximately 5,500,000 shares remaining under our 2008 Plan available for grant. | |||||||||||||||||||||
Equity awards issued under the 2008 Plan generally vest over five years of continuous service and have seven-year contractual terms. Service-based share awards generally vest over one to five years. Performance-based awards vest upon the attainment of one or more performance objectives over a specified period. We have outstanding stock option awards that were issued under previous plans that generally vest over three to five years of continuous service and have ten-year contractual terms. | |||||||||||||||||||||
2013 Equity Award Grant | |||||||||||||||||||||
In 2013, our Board of Directors and Compensation, Governance and Nominating Committee approved an equity grant for certain eligible employees consisting of service-based and performance-based restricted shares. The total approved equity grant amounted to approximately 1,160,000 restricted shares with a grant date fair value of $18.34 per share and was comprised of: (i) 50,000 service-based restricted shares that vest ratably each month through December 31, 2013; (ii) 435,000 service-based restricted shares that vest annually over three years of continuous service with the first annual vest date beginning on March 1, 2014; (iii) 337,500 performance-based restricted shares using a net revenue performance metric that vest annually over three years of continuous service with the first annual vest date beginning on March 1, 2014 provided the performance metric is achieved; and (iv) 337,500 performance-based restricted shares using an adjusted EBITDA performance metric that vest annually over three years of continuous service with the first annual vest date beginning on March 1, 2014 provided the performance metric is achieved. | |||||||||||||||||||||
The measurement period for the net revenue performance-based awards is from January 1, 2013 through December 31, 2013. The net revenue performance metric is based on the achievement of an established net revenue target. The Company must achieve a minimum threshold of net revenue before any performance-based restricted shares begin vesting. The equity award holders have an opportunity to earn between 50% and 100% of the performance-based equity awards once the minimum threshold has been met. If the minimum threshold is not met, the equity award holders will forfeit those awards. | |||||||||||||||||||||
The measurement period for the adjusted EBITDA performance-based awards is from January 1, 2013 through December 31, 2013. The adjusted EBITDA performance metric is based on the achievement of an established adjusted EBITDA target. The Company must achieve a minimum threshold of adjusted EBITDA before any performance-based restricted shares begin vesting. The equity award holders have an opportunity to earn between 50% and 100% of the performance-based equity awards once the minimum threshold has been met. If the minimum threshold is not met, the equity award holders will forfeit those awards. | |||||||||||||||||||||
Under all plans, our policy is to grant equity awards with an exercise price (or base price in the case of SSARs) equal to the fair market price of our stock on the date of grant. | |||||||||||||||||||||
Equity Award Valuation | |||||||||||||||||||||
Under generally accepted accounting principles for stock compensation for SSARs and stock options, we calculate the grant-date estimated fair value of share-based awards using a Black-Scholes valuation model. Determining the estimated fair value of share-based awards is judgmental in nature and involves the use of significant estimates and assumptions, including the expected term of the share-based awards, risk-free interest rates over the vesting period, expected dividend rates, the price volatility of the Company’s shares and forfeiture rates of the awards. The guidance requires forfeitures to be estimated at the time of grant and adjusted, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate is estimated based on historical and expected experience. We base fair value estimates on assumptions we believe to be reasonable but that are inherently uncertain. Actual future results may differ materially from those estimates. | |||||||||||||||||||||
The fair value of each equity award has been estimated as of the date of grant using the Black-Scholes option-pricing model with the following assumptions for the fiscal years ended December 31, 2013, 2012 and 2011: | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Range of calculated volatility | 49.00% | 49.3% - 51.6% | 46.5% - 49.28% | ||||||||||||||||||
Dividend yield | 0% | 0% | 0% | ||||||||||||||||||
Range of risk free interest rate | 0.72% | 0.62% - 0.92% | 0.88% - 2.30% | ||||||||||||||||||
Range of expected term | 5.0 years | 4.0 - 5.0 years | 4.0 - 5.0 years | ||||||||||||||||||
Historically, it has not been practicable for us to estimate the expected volatility of our share price required by existing accounting requirements based solely on our own historical stock price volatility (i.e., trading history), given our limited history as a publicly traded company. Beginning in 2013, we had sufficient history as a public company and will estimate the expected volatility of our share price, which may impact our future share-based compensation. In accordance with generally accepted accounting principles for stock compensation, for certain grants awarded prior to January 1, 2013, we estimated the grant-date fair value of our shares using a combination of our own trading history and a volatility calculated (“calculated volatility”) from an appropriate industry sector index of comparable entities and using the “simplified method” as prescribed in Staff Accounting Bulletin No. 110, Share-based Payment, to calculate expected term. Dividend payments were not assumed, as we did not anticipate paying a dividend at the dates in which the various option grants occurred during the year. The risk-free rate of return reflects the interest rate offered for zero coupon treasury bonds over the expected term of the options. The expected term of the awards represents the period of time that options granted are expected to be outstanding. | |||||||||||||||||||||
Equity Award Expense Attribution | |||||||||||||||||||||
In general, for equity awards with graded-vesting, compensation cost is recognized using an accelerated method over the vesting or service period and is net of estimated forfeitures. In general, for equity awards with cliff-vesting, compensation cost is recognized using a straight-line method over the vesting or service period and is net of estimated forfeitures. For performance-based equity awards, compensation cost is adjusted each reporting period in which a change in performance achievement is determined and is net of estimated forfeitures. We evaluate the probability of performance achievement each reporting period and, if necessary, adjust share-based compensation expense based on expected performance achievement. | |||||||||||||||||||||
Restricted Common Stock Awards | |||||||||||||||||||||
We have issued restricted common stock awards to employees, our Board and our senior advisory board. During 2013, 2012 and 2011, we issued approximately 1,211,000, 438,000 shares and 239,000 shares, respectively. During 2013, 2012 and 2011, the weighted-average grant date fair value of each restricted common stock share was $18.44, $14.00 and $15.58, respectively. The fair value of shares vested during the fiscal years ended December 31, 2013, 2012 and 2011 was $5,732, $10,584 and $687, respectively. | |||||||||||||||||||||
A summary of changes in restricted shares during the fiscal year ended December 31, 2013 is as follows: | |||||||||||||||||||||
Total Shares(1,2) | Weighted | Weighted | Aggregate | ||||||||||||||||||
Average | Average | Intrinsic Value | |||||||||||||||||||
Grant Date | Remaining | ||||||||||||||||||||
Fair Value | Contractual | ||||||||||||||||||||
Term | |||||||||||||||||||||
Non-vested restricted shares outstanding as of January 1, 2013 | 558,000 | $ | 14.78 | 3 years | |||||||||||||||||
Granted | 1,211,000 | 18.44 | |||||||||||||||||||
Vested | (287,000 | ) | 15.68 | ||||||||||||||||||
Forfeited | (345,000 | ) | 18.03 | ||||||||||||||||||
Restricted Shares outstanding as of December 31, 2013 | 1,137,000 | $ | 17.47 | 2 years | $ | 22,546 | |||||||||||||||
-1 | Service-based shares are inclusive of certain restricted stock awards issued pursuant to the MedAssets, Inc. 2010 Special Stock Incentive Plan (the “Plan”). The Plan was adopted by the Company’s Board of Directors on November 23, 2010 in connection with the Broadlane Acquisition pursuant to an exception to the requirement for stockholder approval under NASDAQ rules; | ||||||||||||||||||||
-2 | During the year, approximately 94,000 restricted shares were surrendered from equity award holders to settle their associated tax liability. The tax liability was paid by the Company on their behalf and amounted to approximately $1,871. | ||||||||||||||||||||
As of December 31, 2013, there was $9,668 of total unrecognized compensation cost related to unvested restricted common stock awards that will be recognized over a weighted average period of 1.4 years. | |||||||||||||||||||||
SSARs | |||||||||||||||||||||
We have issued SSARs to employees, our Board and our senior advisory board. During 2013, 2012 and 2011, we issued approximately 3,000, 653,000 and 926,000 SSARs, respectively. During 2013, 2012 and 2011 the weighted-average grant date fair value of each SSAR was $7.15, $6.07 and $6.02, respectively. The fair value of SSARs vested during the fiscal years ended December 31, 2013, 2012 and 2011 was $3,529, $4,291 and $4,080, respectively. | |||||||||||||||||||||
A summary of changes in SSARs during the fiscal year ended December 31, 2013 is as follows: | |||||||||||||||||||||
Total SSARs(1) | Weighted | Weighted | Weighted | Aggregate | |||||||||||||||||
Average | Average | Average | Intrinsic | ||||||||||||||||||
Grant Date | Base Price | Remaining | Value | ||||||||||||||||||
Fair Value | Contractual | ||||||||||||||||||||
Term | |||||||||||||||||||||
SSARs outstanding as of January 1, 2013 | 3,387,000 | $ | 6.1 | $ | 16 | 5 years | |||||||||||||||
Granted | 3,000 | 7.15 | 16.77 | ||||||||||||||||||
Exercised | (1,340,000 | ) | 5.6 | 15.07 | |||||||||||||||||
Forfeited | (300,000 | ) | 6.62 | 17.06 | |||||||||||||||||
SSARs outstanding as of December 31, 2013 | 1,750,000 | $ | 6.41 | $ | 16.52 | 4 years | $ | 6,539 | |||||||||||||
SSARs exercisable as of December 31, 2013 | 953,000 | $ | 6.31 | $ | 17.28 | 3 years | $ | 2,989 | |||||||||||||
-1 | During the year, equity award holders surrendered SSARs to settle their associated tax liability. The tax liability was paid by the Company on their behalf and amounted to approximately $2,821. | ||||||||||||||||||||
During the fiscal year ended December 31, 2013, we issued approximately 267,000 shares of common stock in connection with exercises of 1,340,000 SSARs. | |||||||||||||||||||||
During the fiscal year ended December 31, 2012, we issued approximately 19,000 shares of common stock in connection with exercises of 173,000 SSARs. | |||||||||||||||||||||
During the fiscal year ended December 31, 2011, we issued approximately 1,000 shares of common stock in connection with exercises of 9,000 SSARs. | |||||||||||||||||||||
As of December 31, 2013, there was $2,404 of total unrecognized compensation cost related to unvested SSARs that will be recognized over a weighted average period of 1.6 years. | |||||||||||||||||||||
Common Stock Option Awards | |||||||||||||||||||||
During the fiscal years ended December 31, 2013, 2012 and 2011, no service-based stock options were issued. The exercise price of all stock options described above was equal to the market price of our common stock on the date of grant (or “common stock grant-date fair value”), and therefore the intrinsic value of each option grant was zero. | |||||||||||||||||||||
A summary of changes in outstanding options during the fiscal year ended December 31, 2013 is as follows: | |||||||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||||||
Average | Average | Intrinsic | |||||||||||||||||||
Exercise | Remaining | Value | |||||||||||||||||||
Price | Contractual | ||||||||||||||||||||
Term | |||||||||||||||||||||
Options outstanding as of January 1, 2013 | 2,342,000 | $ | 11.31 | 4 years | |||||||||||||||||
Granted | — | — | |||||||||||||||||||
Exercised | (1,364,000 | ) | 10.86 | ||||||||||||||||||
Forfeited | (52,000 | ) | 12.76 | ||||||||||||||||||
Options outstanding as of December 31, 2013 | 926,000 | $ | 11.89 | 4 years | $ | 7,677 | |||||||||||||||
Options exercisable as of December 31, 2013 | 895,000 | $ | 11.57 | 4 years | $ | 7,646 | |||||||||||||||
The total fair value of stock options vested during the fiscal years ended December 31, 2013, 2012 and 2011 was $737, $2,246 and $3,543, respectively. | |||||||||||||||||||||
During the fiscal years ended December 31, 2013, 2012 and 2011, we issued approximately 1,364,000, 1,336,000 and 373,000 shares of common stock, respectively, in connection with employee stock option exercises for aggregate exercise proceeds of $14,808, $10,618 and $2,155, respectively. | |||||||||||||||||||||
The total intrinsic value of stock options exercised during the fiscal years ended December 31, 2013, 2012 and 2011 was $14,180, $10,606 and $3,655, respectively. Our policy for issuing shares upon stock option exercise is to issue new shares of common stock. | |||||||||||||||||||||
As of December 31, 2013, there was $40 of total unrecognized compensation cost related to outstanding stock option awards that will be recognized over a weighted average period of 1 year. | |||||||||||||||||||||
The following table summarizes the exercise price range, weighted average exercise price, and remaining contractual lives for the number of stock options outstanding as of December 31, 2013, 2012 and 2011: | |||||||||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Range of exercise prices | $ | 1.56 - $22.45 | $ | 1.56 - $23.11 | $ | 0.63 - $23.11 | |||||||||||||||
Number of options outstanding | 926,000 | 2,342,000 | 3,840,000 | ||||||||||||||||||
Weighted average exercise price | $ | 11.89 | $ | 11.31 | $ | 10.28 | |||||||||||||||
Weighted average remaining contractual life | 3.7 years | 4.4 years | 5.2 years |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
10. INCOME TAXES | |||||||||||||
The provision for income tax expense (benefit) is as follows for the years ended December 31: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current expense | |||||||||||||
Federal | $ | 12,580 | $ | 574 | $ | 1,793 | |||||||
Foreign | — | — | 15 | ||||||||||
State | 2,089 | 1,158 | 1,075 | ||||||||||
Total current expense | 14,669 | 1,732 | 2,883 | ||||||||||
Deferred benefit | |||||||||||||
Federal | 1,791 | (3,110 | ) | (10,886 | ) | ||||||||
State | 222 | (102 | ) | (1,848 | ) | ||||||||
Total deferred expense (benefit) | 2,013 | (3,212 | ) | (12,734 | ) | ||||||||
Provision for income taxes | $ | 16,682 | $ | (1,480 | ) | $ | (9,851 | ) | |||||
A reconciliation between reported income tax expense (benefit) and the amount computed by applying the statutory federal income tax rate of 35 percent is as follows at December 31, 2013, 2012 and 2011: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Computed tax expense (benefit) | $ | 15,443 | $ | (2,925 | ) | $ | (8,871 | ) | |||||
State taxes (net of federal benefit) | 1,534 | 719 | (525 | ) | |||||||||
Other permanent items | 139 | 143 | 190 | ||||||||||
Meals & entertainment related to operations | (362 | ) | 895 | 992 | |||||||||
Domestic production deduction | — | 290 | (284 | ) | |||||||||
Acquisition costs | — | — | (698 | ) | |||||||||
Research & development credits | (1,262 | ) | (196 | ) | (477 | ) | |||||||
Uncertain tax positions | 31 | (391 | ) | 29 | |||||||||
Non deductible compensation | 1,184 | — | — | ||||||||||
Other | (25 | ) | (15 | ) | (207 | ) | |||||||
Provision for income taxes | $ | 16,682 | $ | (1,480 | ) | $ | (9,851 | ) | |||||
Deferred income taxes reflect the net effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows at December 31: | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax asset, current | |||||||||||||
Accrued expenses | $ | 4,478 | $ | 4,800 | |||||||||
Accounts receivable | 967 | 1,142 | |||||||||||
Deferred revenue | 7,185 | 6,629 | |||||||||||
Net operating loss carryforwards | 174 | 4,426 | |||||||||||
Returns and allowances | 1,006 | 963 | |||||||||||
Research and development credit | — | 4,222 | |||||||||||
AMT credit | 3,520 | — | |||||||||||
Deferred tax asset, current | 17,330 | 22,182 | |||||||||||
Valuation allowance | (1,539 | ) | (921 | ) | |||||||||
Total deferred tax asset, current | 15,791 | 21,261 | |||||||||||
Deferred tax liability, current | |||||||||||||
Prepaid expenses | (11,256 | ) | (10,135 | ) | |||||||||
Total deferred tax liability, current | (11,256 | ) | (10,135 | ) | |||||||||
Net deferred tax asset, current | $ | 4,535 | $ | 11,126 | |||||||||
2013 | 2012 | ||||||||||||
Deferred tax asset, non-current | |||||||||||||
AMT credit | $ | — | $ | 3,838 | |||||||||
Capital lease | 947 | 926 | |||||||||||
Capital loss limitation | 1,016 | 1,016 | |||||||||||
Debt issuance costs | 529 | 326 | |||||||||||
Deferred compensation | 8,652 | 10,712 | |||||||||||
Deferred revenue | 2,395 | 2,210 | |||||||||||
Financial hedges | — | 79 | |||||||||||
Net operating loss carryforwards | 4,813 | 4,178 | |||||||||||
Other | 371 | 42 | |||||||||||
Deferred tax asset, non-current | 18,723 | 23,327 | |||||||||||
Valuation allowance | (3,412 | ) | (3,323 | ) | |||||||||
Total deferred tax asset, non-current | 15,311 | 20,004 | |||||||||||
Deferred tax liability, non-current | |||||||||||||
Capitalized software costs | (39,786 | ) | (32,783 | ) | |||||||||
Fixed assets | (4,929 | ) | (5,906 | ) | |||||||||
Intangible assets | (91,679 | ) | (106,709 | ) | |||||||||
Total deferred tax liability, non-current | (136,394 | ) | (145,398 | ) | |||||||||
Net deferred liability, non-current | $ | (121,083 | ) | $ | (125,394 | ) | |||||||
We have historically maintained a valuation allowance on certain deferred tax assets, such as capital losses and various state net operating losses. In assessing the ongoing need for a valuation allowance, we consider recent operating results, the expected scheduled reversal of deferred tax liabilities, projected future taxable benefits and tax planning strategies. As a result of this assessment, we recorded a $707 increase to our valuation allowance on our state net operating losses for the year ended December 31, 2013. | |||||||||||||
As of December 31, 2013, we have state net operating losses of $115,041 (expiring 2019 – 2033). As of December 31, 2013 we have federal credits of $3,053 that have no expiration date. | |||||||||||||
Cash paid for income taxes amounted to $7,660 and $5,559 for the years ended December 31, 2013 and 2012, respectively. | |||||||||||||
We accrued $47 and $129 of net interest expense and penalties for the fiscal year ended December 31, 2013 and December 31, 2012, respectively. As of December 31, 2013, the total amount of interest and penalties included on our consolidated balance sheet was $432. | |||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | |||||||||||||
Balance at December 31, 2010 | $ | 1,928 | |||||||||||
Additions based on tax positions related to the current year | 121 | ||||||||||||
Additions for tax positions of prior years | 128 | ||||||||||||
Reductions for tax positions of prior years | (878 | ) | |||||||||||
Balance at December 31, 2011 | $ | 1,299 | |||||||||||
Additions for tax positions of prior years | 50 | ||||||||||||
Settlements and lapse of statue of limitations | (679 | ) | |||||||||||
Balance at December 31, 2012 | $ | 670 | |||||||||||
Additions based on tax positions related to the current year | 223 | ||||||||||||
Additions for tax positions of prior years | (17 | ) | |||||||||||
Balance at December 31, 2013 | $ | 876 | |||||||||||
Included in our unrecognized tax benefits are $1,044 of uncertain positions that would impact our effective rate if recognized. We do not anticipate any significant changes to our unrecognized tax benefits in the next 12 months. | |||||||||||||
Our consolidated U.S. federal income tax returns for tax years 1999 to 2012 remain subject to examination by the Internal Revenue Service (or “IRS”) for net operating loss carryforward and credit carryforward purposes. For years 1999 to 2009, the statute for assessments and refunds has generally expired; however, tax attributes for those years may still be examined, which would impact the tax years 2010 and forward. |
Earnings_Loss_Per_Share
Earnings (Loss) Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings (Loss) Per Share | ' | ||||||||||||
11. EARNINGS (LOSS) PER SHARE | |||||||||||||
We calculate earnings per share (or “EPS”) in accordance with the GAAP relating to earnings per share. Basic EPS is calculated by dividing reported net loss by the weighted-average number of common shares outstanding for the reported period following the two-class method. Diluted EPS reflects the potential dilution that could occur if our stock options, stock settled stock appreciation rights, unvested restricted stock, stock warrants and shares that were purchasable pursuant to our employee stock purchase plan were exercised and converted into our common shares during the reporting periods. | |||||||||||||
The following table is a reconciliation of the denominator for basic and diluted loss per share for the years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator for Basic and Diluted Income (Loss) Per Share: | |||||||||||||
Net income (loss) | 27,441 | (6,878 | ) | (15,494 | ) | ||||||||
Denominator for basic income (loss) per share weighted average shares | 59,705,000 | 57,452,000 | 57,298,000 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Stock options | 590,000 | — | — | ||||||||||
Stock-settled stock appreciation rights | 267,000 | — | — | ||||||||||
Restricted stock and stock warrants | 616,000 | — | — | ||||||||||
Denominator for diluted income (loss) per share—adjusted weighted average shares and assumed conversions | 61,178,000 | 57,452,000 | 57,298,000 | ||||||||||
Basic income (loss) per share: | |||||||||||||
Basic net income (loss) from continuing operations | $ | 0.46 | $ | (0.12 | ) | $ | (0.27 | ) | |||||
Diluted net income (loss) per share: | |||||||||||||
Diluted net income (loss) from continuing operations | $ | 0.45 | $ | (0.12 | ) | $ | (0.27 | ) | |||||
During the fiscal years ended December 31, 2012 and 2011, basic and diluted EPS are the same for each year because potentially dilutive securities have been excluded from the calculation of diluted EPS given our net loss for each year. In addition, the effect of certain dilutive securities have been excluded because the impact is anti-dilutive as a result of certain securities being “out of the money” with strike prices greater than the average market price during the period presented. The following table provides a summary of those potentially dilutive securities that have been excluded from the above calculation of diluted EPS: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Stock options | — | 878,000 | 1,140,000 | ||||||||||
Stock-settled stock appreciation rights | — | 38,000 | 5,200 | ||||||||||
Restricted stock and stock warrants | — | 234,000 | 490,000 | ||||||||||
Total | — | 1,150,000 | 1,635,200 |
Segment_Information
Segment Information | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Segment Information | ' | ||||||||||||
12. SEGMENT INFORMATION | |||||||||||||
We deliver our solutions and manage our business through two reportable business segments, Spend and Clinical Resource Management (or “SCM”) and Revenue Cycle Management (or “RCM”). | |||||||||||||
• | Spend and Clinical Resource Management. Our SCM segment provides a comprehensive suite of technology-enabled services that help our clients manage their expense categories. Our solutions lower supply and medical device pricing and utilization by managing the procurement process through our group purchasing organization (“GPO”) portfolio of contracts, consulting services and business intelligence tools. | ||||||||||||
• | Revenue Cycle Management. Our RCM segment provides a comprehensive suite of products and services spanning the hospital revenue cycle workflow — from patient access and financial responsibility, charge capture and integrity, pricing analysis, claims processing and denials management, payor contract management, revenue recovery and accounts receivable services. Our workflow solutions, together with our data management, compliance and audit tools, increase revenue capture and cash collections, reduce accounts receivable balances and increase regulatory compliance. | ||||||||||||
GAAP relating to segment reporting, defines reportable segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing financial performance. The guidance indicates that financial information about segments should be reported on the same basis as that which is used by the chief operating decision maker in the analysis of performance and allocation of resources. Management of the Company, including our chief operating decision maker, uses what we refer to as Segment Adjusted EBITDA as its primary measure of profit or loss to assess segment performance and to determine the allocation of resources. We define Segment Adjusted EBITDA as segment net income (loss) before net interest expense, income tax expense (benefit), depreciation and amortization (“EBITDA”) as adjusted for other non-recurring, non-cash or non-operating items. Our chief operating decision maker uses Segment Adjusted EBITDA to facilitate a comparison of our operating performance on a consistent basis from period to period. Segment Adjusted EBITDA includes expenses associated with sales and marketing, general and administrative and product development activities specific to the operation of the segment. General and administrative corporate expenses that are not specific to the segments are not included in the calculation of Segment Adjusted EBITDA. These expenses include the costs to manage our corporate offices, interest expense on our credit facilities and expenses related to being a publicly-held company. All reportable segment revenues are presented net of inter-segment eliminations and represent revenues from external clients. | |||||||||||||
The following tables present Segment Adjusted EBITDA and financial position information as utilized by our chief operating decision maker. A reconciliation of Segment Adjusted EBITDA to consolidated net income is included. General corporate expenses are included in the “Corporate” line item. “RCM” represents the Revenue Cycle Management segment and “SCM” represents the Spend and Clinical Resource Management segment. Other assets and liabilities are included to provide a reconciliation to total assets and total liabilities. | |||||||||||||
The following tables represent our results of operations, by segment, for the fiscal years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Revenue: | |||||||||||||
SCM | |||||||||||||
Gross administrative fees(1) | $ | 472,113 | $ | 427,698 | $ | 384,560 | |||||||
Revenue share obligation(1) | (182,638 | ) | (160,783 | ) | (134,961 | ) | |||||||
Net administrative fees | 289,475 | 266,915 | 249,599 | ||||||||||
Other service fees(2) | 134,987 | 126,656 | 114,398 | ||||||||||
Total SCM net revenue | 424,462 | 393,571 | 363,997 | ||||||||||
RCM | |||||||||||||
Revenue cycle technology | 180,362 | 169,878 | 151,221 | ||||||||||
Revenue cycle services | 75,592 | 76,672 | 63,054 | ||||||||||
Total RCM net revenue | 255,954 | 246,550 | 214,275 | ||||||||||
Total net revenue | 680,416 | 640,121 | 578,272 | ||||||||||
Operating expenses: | |||||||||||||
SCM | 317,977 | 295,486 | 304,142 | ||||||||||
RCM | 223,030 | 214,935 | 193,718 | ||||||||||
Corporate | 48,666 | 44,502 | 38,295 | ||||||||||
Total operating expenses | 589,673 | 554,923 | 536,155 | ||||||||||
Operating income (loss): | |||||||||||||
SCM | 106,485 | 98,085 | 59,855 | ||||||||||
RCM | 32,924 | 31,615 | 20,557 | ||||||||||
Corporate | (48,666 | ) | (44,502 | ) | (38,295 | ) | |||||||
Total operating income | 90,743 | 85,198 | 42,117 | ||||||||||
Interest expense | (46,907 | ) | (66,045 | ) | (71,083 | ) | |||||||
Loss on debt extinguishment | — | (28,196 | ) | — | |||||||||
Other income | 287 | 685 | 3,621 | ||||||||||
Income (loss) before income taxes | 44,123 | (8,358 | ) | (25,345 | ) | ||||||||
Income tax expense (benefit) | 16,682 | (1,480 | ) | (9,851 | ) | ||||||||
Net income (loss) | $ | 27,441 | $ | (6,878 | ) | $ | (15,494 | ) | |||||
Segment Adjusted EBITDA | |||||||||||||
SCM | $ | 189,393 | $ | 176,893 | $ | 165,672 | |||||||
RCM | 62,551 | 59,451 | 49,635 | ||||||||||
Total Segment Adjusted EBITDA | $ | 251,944 | $ | 236,344 | $ | 215,307 | |||||||
Corporate | (31,103 | ) | (29,006 | ) | (31,202 | ) | |||||||
Total Adjusted EBITDA(1) | $ | 220,841 | $ | 207,338 | $ | 184,105 | |||||||
-1 | These are non-GAAP measures. See “Use of Non-GAAP Financial Measures” section for additional information. | ||||||||||||
-2 | Other service fees primarily consists of consulting, services and technology fees. | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Capital expenditures(1): | |||||||||||||
SCM | $ | 16,181 | $ | 19,141 | $ | 14,080 | |||||||
RCM | 38,345 | 35,180 | 16,697 | ||||||||||
Corporate | 4,292 | 12,105 | 18,196 | ||||||||||
Total | $ | 58,818 | $ | 66,426 | $ | 48,973 | |||||||
-1 | Capital expenditures consist of purchases of property and equipment and capitalized software development costs (internal and external use). | ||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Financial Position: | |||||||||||||
Accounts receivable, net | |||||||||||||
SCM | $ | 38,319 | $ | 38,845 | |||||||||
RCM | 49,314 | 56,996 | |||||||||||
Corporate | 3 | 505 | |||||||||||
Total accounts receivable, net | 87,636 | 96,346 | |||||||||||
Other assets | |||||||||||||
SCM | 955,252 | 995,479 | |||||||||||
RCM | 503,359 | 479,640 | |||||||||||
Corporate | 67,502 | 106,772 | |||||||||||
Total other assets | 1,526,113 | 1,581,891 | |||||||||||
Total assets | $ | 1,613,749 | $ | 1,678,237 | |||||||||
SCM accrued revenue share obligation | $ | 77,398 | $ | 74,274 | |||||||||
Deferred revenue | |||||||||||||
SCM | 22,775 | 28,229 | |||||||||||
RCM | 40,117 | 41,920 | |||||||||||
Total deferred revenue | 62,892 | 70,149 | |||||||||||
Notes payable | 439,500 | 560,000 | |||||||||||
Bonds payable | 325,000 | 325,000 | |||||||||||
Other liabilities | |||||||||||||
SCM | 36,393 | 28,354 | |||||||||||
RCM | 26,113 | 19,453 | |||||||||||
Corporate | 156,664 | 167,384 | |||||||||||
Total other liabilities | 219,170 | 215,191 | |||||||||||
Total liabilities | $ | 1,123,960 | $ | 1,244,614 | |||||||||
GAAP relating to segment reporting requires that the total of the reportable segments’ measures of profit or loss be reconciled to the Company’s consolidated operating results. The following table reconciles Segment Adjusted EBITDA to consolidated net income (loss) for each of the fiscal years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
SCM Adjusted EBITDA | $ | 189,393 | $ | 176,893 | $ | 165,672 | |||||||
RCM Adjusted EBITDA | 62,551 | 59,451 | 49,635 | ||||||||||
Total Segment Adjusted EBITDA | 251,944 | 236,344 | 215,307 | ||||||||||
Depreciation | (29,948 | ) | (19,991 | ) | (16,861 | ) | |||||||
Depreciation (included in cost of revenue) | (2,157 | ) | (1,859 | ) | (1,225 | ) | |||||||
Amortization of intangibles | (62,723 | ) | (72,652 | ) | (80,510 | ) | |||||||
Amortization of intangibles (included in cost of revenue) | — | (557 | ) | (557 | ) | ||||||||
Interest expense, net of interest income(1) | — | 4 | 14 | ||||||||||
Income tax expense | (52,600 | ) | (22,988 | ) | (31,253 | ) | |||||||
Share-based compensation expense(2) | (7,922 | ) | (5,097 | ) | (3,193 | ) | |||||||
Purchase accounting adjustments(3) | — | — | (6,245 | ) | |||||||||
RCM management restructuring expenses(4) | — | — | (1,646 | ) | |||||||||
Restructuring, acquisition and integration-related expenses(5) | (10,070 | ) | (6,348 | ) | (24,747 | ) | |||||||
Total reportable segment net income | 86,524 | 106,856 | 49,084 | ||||||||||
Corporate net loss | (59,083 | ) | (113,734 | ) | (64,578 | ) | |||||||
Consolidated net income (loss) | $ | 27,441 | $ | (6,878 | ) | $ | (15,494 | ) | |||||
-1 | Interest income is included in other income (expense) and is not netted against interest expense in our consolidated statements of operations. | ||||||||||||
-2 | Represents non-cash share-based compensation to both employees and directors. We believe excluding this non-cash expense allows us to compare our operating performance without regard to the impact of share-based compensation, which varies from period to period based on amount and timing of grants. | ||||||||||||
-3 | Upon acquiring Broadlane, we made certain purchase accounting adjustments that reflect the fair value of administrative fees related to client purchases that occurred prior to November 16, 2010 but were reported to us subsequent to that date. Under our revenue recognition accounting policy, which is in accordance with GAAP, these administrative fees would be ordinarily recorded as revenue when reported to us; however, the acquisition method of accounting requires us to estimate the amount of purchases occurring prior to the transaction date and to record the fair value of the administrative fees to be received from those purchases as an account receivable (as opposed to recognizing revenue when these transactions are reported to us) and recording any corresponding revenue share obligation as a liability. | ||||||||||||
For the fiscal year ended December 31, 2011, the $6,245 represents the net amount of: (i) $9,451 in gross administrative fees and $1,582 in other service fees based on vendor reporting received from January 1, 2011 through November 15, 2011 related to purchases made prior to the acquisition date; and (ii) a corresponding revenue share obligation of $4,788. | |||||||||||||
-4 | Amount represents restructuring costs consisting of severance that resulted from certain management changes within our RCM segment. | ||||||||||||
-5 | For the fiscal years ended December 31, 2013, 2012 and 2011, represents the amount attributable to acquisition and integration-related costs which include costs such as severance, retention, salaries relating to redundant positions, certain performance-related salary-based compensation, operating infrastructure costs and facility consolidation costs. | ||||||||||||
Derivative_Financial_Instrumen
Derivative Financial Instruments | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||
Derivative Financial Instruments | ' | ||||||||||||
13. DERIVATIVE FINANCIAL INSTRUMENTS | |||||||||||||
We have interest rate risk relative to the outstanding borrowings under our credit agreement. Loans under the credit agreement bear interest, at the Company’s election, either at the prime rate or the London Interchange Bank Offering Rate (“LIBOR”) plus a percentage point spread based on certain specified financial ratios. The Company’s policy has been to manage interest cost using a mix of fixed and variable rate debt. To manage this risk in a cost efficient manner, we previously entered into the derivative financial instruments described below. | |||||||||||||
On May 5, 2011, we entered into three separate derivative financial instruments to convert 50% of our variable rate debt to a fixed or maximum rate debt, as required by our previous credit agreement. The derivative instruments consisted of: (i) a 3% LIBOR interest rate cap (exclusive of the applicable bank margin charged by our lenders) on a $317,500 notional amount beginning May 13, 2011 and ending on February 16, 2013; (ii) a forward starting interest rate swap which fixes three-month LIBOR at 2.80% (exclusive of the applicable bank margin charged by our lenders) on a $158,750 notional amount beginning February 19, 2013 and ending February 16, 2015; and (iii) a forward starting interest rate swap which fixes three-month LIBOR at 2.78% (exclusive of the applicable bank margin charged by our lenders) on a $158,750 notional amount beginning February 19, 2013 and ending February 16, 2015. | |||||||||||||
On December 13, 2012, we terminated our two floating-to-fixed rate LIBOR-based forward starting interest rate swaps, originally entered into on May 5, 2011. The swaps were originally scheduled to fully terminate by February 2015. Such early termination was deemed to be a termination of all future obligations between us and each counterparty. In consideration of the early termination, we paid a total of $8,209 to the counterparties on December 17, 2012. Prior to the termination, the fair values of the swaps were recorded in other long-term liabilities and accumulated other comprehensive loss on our balance sheet. The termination of the swaps resulted in the payment of such liability and the reclassification of the related accumulated other comprehensive loss to current period expense. The result was a charge to expense for the fiscal year ended December 31, 2012 of $8,209 ($5,227 net of tax). We have no assets or liabilities remaining on our Consolidated Balance Sheet with respect to these interest rate swaps as of December 31, 2012 and 2013. | |||||||||||||
We did not treat the interest rate cap as a hedging instrument as defined by GAAP for derivatives and hedging and recorded the fair value adjustment on the interest rate cap through earnings each reporting period. For the fiscal years ended December 31, 2012, we recorded a charge to interest expense of approximately $20 relating to the decrease in fair value of the interest rate cap. | |||||||||||||
We determined the fair values of the swaps using Level 2 inputs as defined under GAAP for fair value measurements and disclosures because our valuation techniques included inputs that are considered significantly observable in the market, either directly or indirectly. Our valuation technique assessed each swap by comparing each fixed interest payment, or cash flow, to a hypothetical cash flow utilizing an observable market three-month floating LIBOR rate. Future hypothetical cash flows utilize projected market-based LIBOR rates. Each fixed cash flow and hypothetical cash flow is then discounted to present value utilizing a market observable discount factor for each cash flow. The discount factor fluctuates based on the timing of each future cash flow. The fair value of each swap represents a cumulative total of the differences between the discounted cash flows that are fixed from those that are hypothetical using floating rates. | |||||||||||||
We considered the creditworthiness of each counterparty of the swaps and believe the performance of the counterparties of the swaps is probable given the size, international presence and past performance of the counterparties under the obligations of the contracts and that the counterparties are not at risk of default (which would change the highly effective status of the hedged instruments). We also assessed the Company’s creditworthiness and ability to deliver under the terms of the contracts. Given the availability under our revolving credit facility, our historical ability to generate positive cash flow and our expectation for the continuing ability to generate positive cash from operations, we expect to be able to perform all of our obligations under the interest rate swap arrangements. | |||||||||||||
As of December 31, 2011, our forward starting interest rate swaps were highly effective and, as a result, we did not record any gain or loss from ineffectiveness in our consolidated statements of operations for the fiscal year ended December 31, 2011. As discussed above, our forward starting interest rate swaps were terminated on December 13, 2012. | |||||||||||||
The following table presents the fair value of our outstanding derivative instruments as of December 31, 2013 and 2012: | |||||||||||||
Balance Sheet Location | Fair Value of Financial | ||||||||||||
Instruments | |||||||||||||
As of | As of | ||||||||||||
December | December | ||||||||||||
31, 2013 | 31, 2012 | ||||||||||||
Derivative Liabilities | |||||||||||||
Derivatives designated as hedging | Other long term liabilities | $ | — | $ | — | ||||||||
instruments—interest rate contracts | |||||||||||||
The effects of derivative instruments designated as cash flow hedges on income and AOCI are summarized below: | |||||||||||||
Fiscal Year Ended December 31, | |||||||||||||
Derivatives designated as cash flow hedges | 2013 | 2012 | 2011 | ||||||||||
Total unrealized loss recognized in other comprehensive income—interest rate contracts | $ | — | $ | (1,166 | ) | $ | (4,061 | ) | |||||
Total realized loss reclassified into earnings—interest rate contracts | $ | — | $ | 5,227 | $ | — |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Fair Value Disclosures [Abstract] | ' | |||
Fair Value Measurements | ' | |||
14 | FAIR VALUE MEASUREMENTS | |||
We measure fair value for financial instruments, such as derivatives and non-financial assets, when a valuation is necessary, such as for impairment of long-lived and indefinite-lived assets when indicators of impairment exist in accordance with GAAP for fair value measurements and disclosures. This defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measures required under other accounting pronouncements, but does not change existing guidance as to whether or not an instrument is carried at fair value. | ||||
Refer to Note 13 for information and fair values of our derivative instruments measured on a recurring basis under GAAP for fair value measurements and disclosures. | ||||
In estimating our fair value disclosures for financial instruments, we use the following methods and assumptions: | ||||
• | Cash and cash equivalents: The carrying value reported in the consolidated balance sheets for these items approximates fair value due to the high credit standing of the financial institutions holding these items and their liquid nature; | |||
• | Accounts receivable, net: The carrying value reported in the consolidated balance sheets is net of allowances for doubtful accounts which includes a degree of counterparty non-performance risk; | |||
• | Accounts payable and current liabilities: The carrying value reported in the consolidated balance sheets for these items approximates fair value, which is the likely amount for which the liability with short settlement periods would be transferred to a market participant with a similar credit standing as the Company; | |||
• | Notes payable: The carrying value of our long-term notes payable reported in the consolidated balance sheets approximates fair value since they bear interest at variable rates. Refer to Note 6 for further information; and | |||
• | Bonds payable: The carrying value of our long-term bonds payable reported in the consolidated balance sheets approximates fair value. Refer to Note 6 for further information. |
Valuation_and_Qualifying_Accou
Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Valuation And Qualifying Accounts [Abstract] | ' | ||||||||||||||||
Valuation and Qualifying Accounts | ' | ||||||||||||||||
15. VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||
We maintain an allowance for doubtful accounts that is recorded as a contra asset to our accounts receivable balance; a sales return reserve and client allowance that is recorded as a contra revenue account; and, a self-insurance accrual related to the medical and dental insurance provided to our employees. The following table sets forth the change in each of those reserves for the years ended December 31, 2013, 2012, and 2011. | |||||||||||||||||
Valuation and Qualifying Accounts | |||||||||||||||||
Allowance for Doubtful Accounts | Balance at | Charged to Bad | Writeoffs Net of | Balance at End | |||||||||||||
Beginning of | Debt(1) | Recoveries(2) | of Year | ||||||||||||||
Year | |||||||||||||||||
Year ended December 31, 2013 | $ | 3,046 | $ | — | $ | (478 | ) | $ | 2,568 | ||||||||
Year ended December 31, 2012 | 3,891 | 735 | (1,580 | ) | 3,046 | ||||||||||||
Year ended December 31, 2011 | 5,256 | 181 | (1,546 | ) | 3,891 | ||||||||||||
-1 | Additions to the allowance account through the normal course of business are charged to expense. | ||||||||||||||||
-2 | Write-offs reduce the balance of accounts receivable and the related allowance for doubtful accounts indicating management’s belief that specific balances are not recoverable. | ||||||||||||||||
Client Allowance and Return Reserve | Balance at | Charged to Net | Writeoffs(2) | Balance at End | |||||||||||||
Beginning of | Revenue(1) | of Year | |||||||||||||||
Year | |||||||||||||||||
Year ended December 31, 2013 | $ | 2,759 | $ | 1,675 | $ | (1,761 | ) | $ | 2,673 | ||||||||
Year ended December 31, 2012 | 2,129 | 2,126 | (1,496 | ) | 2,759 | ||||||||||||
Year ended December 31, 2011 | 1,243 | 4,573 | (3,687 | ) | 2,129 | ||||||||||||
-1 | Includes client service allowance and sales returns. Additions to the allowance through the normal course of business reduce net revenue. | ||||||||||||||||
-2 | Write-offs reduce the balance of the client allowance and return reserve. | ||||||||||||||||
Self Insurance Accrual (1) | Balance at | Charged to | Claims | Balance at End | |||||||||||||
Beginning of | expense(2) | Payments (3) | of Year | ||||||||||||||
Year | |||||||||||||||||
Year ended December 31, 2013 | $ | 2,621 | $ | 25,161 | $ | (24,961 | ) | $ | 2,821 | ||||||||
Year ended December 31, 2012 | 2,966 | 25,505 | (25,850 | ) | 2,621 | ||||||||||||
Year ended December 31, 2011 | 2,066 | 22,347 | (21,447 | ) | 2,966 | ||||||||||||
-1 | We have a self-insurance policy to cover our employees’ medical and dental insurance. | ||||||||||||||||
-2 | Estimates of insurance claims expected to be incurred through the normal course of business are charged to expense. | ||||||||||||||||
-3 | Actual insurance claims payments reduce the self-insurance accrual. |
Quarterly_Financial_Informatio
Quarterly Financial Information | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Information | ' | ||||||||||||||||
16. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | |||||||||||||||||
Unaudited summarized financial data by quarter for the years ended December 31, 2013 and 2012 is as follows: | |||||||||||||||||
Fiscal 2013 | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net revenue | $ | 172,837 | $ | 170,742 | $ | 166,371 | $ | 170,466 | |||||||||
Gross profit | 138,569 | 133,246 | 128,125 | 128,526 | |||||||||||||
Net income | 7,704 | 5,084 | 6,902 | 7,751 | |||||||||||||
Net income per basic share | $ | 0.13 | $ | 0.09 | $ | 0.12 | $ | 0.13 | |||||||||
Net income per diluted share | $ | 0.13 | $ | 0.08 | $ | 0.11 | $ | 0.13 | |||||||||
Fiscal 2012 | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net revenue | $ | 149,890 | $ | 163,010 | $ | 163,441 | $ | 163,780 | |||||||||
Gross profit | 118,607 | 128,280 | 128,871 | 125,745 | |||||||||||||
Net (loss) income | (239 | ) | 2,251 | 5,464 | (14,354 | ) | |||||||||||
Net income (loss) per basic share | $ | 0 | $ | 0.04 | $ | 0.09 | $ | (0.25 | ) | ||||||||
Net income (loss) per diluted share | $ | 0 | $ | 0.04 | $ | 0.09 | $ | (0.25 | ) | ||||||||
Related_Party_Transaction
Related Party Transaction | 12 Months Ended | |
Dec. 31, 2013 | ||
Related Party Transactions [Abstract] | ' | |
Related Party Transaction | ' | |
17 | RELATED PARTY TRANSACTION | |
We have an agreement with John Bardis, our chief executive officer, for the use of an airplane owned by JJB Aviation, LLC, a limited liability company, owned by Mr. Bardis. We pay Mr. Bardis at market-based rates for the use of the airplane for business purposes. The audit committee of the board of directors reviews such usage of the airplane annually. During the fiscal years ended December 31, 2013, 2012 and 2011, we incurred charges of $2,250, $1,861 and $2,191, respectively, related to transactions with Mr. Bardis. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
18. SUBSEQUENT EVENTS | |
We have evaluated subsequent events for recognition or disclosure in the consolidated financial statements filed on Form 10-K with the SEC and no events have occurred that require disclosure, except for the following. | |
In January 2014, our management approved and initiated a plan to restructure our operations resulting in certain management changes within our SCM and RCM segments. We expect to incur approximately $2,000 in restructuring costs. | |
In February 2014, our Board of Directors authorized a share repurchase program of up to $75,000 of our common stock. |
Description_of_Business_and_Si1
Description of Business and Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Basis of Presentation | ' | ||||||||||||
Basis of Presentation | |||||||||||||
The consolidated financial statements include the accounts of MedAssets, Inc. and our wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. We have prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). | |||||||||||||
Use of Estimates | ' | ||||||||||||
Use of Estimates | |||||||||||||
The preparation of the financial statements and related disclosures in conformity with GAAP and pursuant to the rules and regulations of the SEC, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ materially from those estimates. We believe that the estimates, assumptions and judgments involved in revenue recognition, allowances for doubtful accounts and returns, product development costs, share-based payments, business combinations, impairment of goodwill, intangible assets and long-lived assets, and accounting for income taxes have the greatest potential impact on our consolidated financial statements. | |||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||
Cash and Cash Equivalents | |||||||||||||
All of our highly liquid investments with original maturities of three months or less at the date of purchase are carried at cost which approximates fair value and are considered to be cash equivalents. Currently, our excess cash is voluntarily used to repay our swing-line credit facility, if any, on a daily basis and applied against our revolving credit facility on a routine basis when our swing-line credit facility is undrawn. In addition, we may periodically make voluntary repayments on our term loans. Cash and cash equivalents were $2,790 and $13,734 as of December 31, 2013 and December 31, 2012, respectively, and our swing-line balance was zero during those reporting periods. We had $10,000 outstanding on our revolving credit facility as of December 31, 2013 and 2012. In the event our cash balance is zero at the end of a period, any outstanding checks are recorded as accrued expenses. See Note 6 for immediately available cash under our revolving credit facility. | |||||||||||||
Additionally, we have a concentration of credit risk arising from cash deposits held in excess of federally insured amounts totaling $2,290 as of December 31, 2013. | |||||||||||||
Accounts Receivables and Allowance | ' | ||||||||||||
Accounts Receivables and Allowance | |||||||||||||
Our trade accounts receivables are recorded at invoiced amounts and do not bear interest. We record an allowance for doubtful accounts against our trade receivables to reflect the balance at net realizable value on our consolidated balance sheets. | |||||||||||||
An allowance for doubtful accounts is established for accounts receivable estimated to be uncollectible due to client credit worthiness and is adjusted periodically based upon management’s evaluation of current economic conditions, historical experience and other relevant factors that, in the opinion of management, deserve recognition in estimating such allowance. Estimates related to our allowance for doubtful accounts are recorded as bad debt expense in our consolidated statement of operations. We review our allowance for doubtful accounts based upon the credit risk of specific clients, historical experience and other information. | |||||||||||||
Client Service Allowance | ' | ||||||||||||
Client Service Allowance | |||||||||||||
We maintain a client service allowance based on management’s evaluation of historical experience, current trends, individual client experience and other relevant factors that, in the opinion of management, deserve recognition in estimating such allowance. Estimates related to our client service allowance are recorded as a reduction to net revenue in our consolidated statements of operations and as a current liability in our consolidated balance sheets. | |||||||||||||
Financial Instruments | ' | ||||||||||||
Financial Instruments | |||||||||||||
The carrying amount reported on the balance sheet for trade accounts receivable, trade accounts payable, accrued revenue share obligations and rebates, accrued payroll and benefits, and other accrued expenses approximate fair values due to the short maturities of the financial instruments. | |||||||||||||
We believe the carrying amount of notes payable approximates fair value since they bear interest at variable rates, and interest expense is accrued on notes outstanding. The current portion of notes payable represents the portion of notes payable due within one year of the period end. | |||||||||||||
The fair value of the bonds payable is calculated based on quoted market prices for the same or similar issues or on rates currently offered to the Company for similar debt instruments. | |||||||||||||
Revenue Recognition | ' | ||||||||||||
Revenue Recognition | |||||||||||||
Net revenue consists primarily of: (a) administrative fees reported under contracts with manufacturers and distributors and (b) other service fee revenue that is comprised of: (i) consulting revenues received under fixed-fee or contingent-based service contracts; (ii) subscription and implementation fees received under our SaaS agreements; and (iii) transaction and contingent fees received under service contracts. Revenue is earned primarily in the United States and to a limited extent, Canada. | |||||||||||||
Revenue is recognized when: 1) there is persuasive evidence of an arrangement; 2) the fee is fixed or determinable; 3) services have been rendered and payment has been contractually earned, and 4) collectability is reasonably assured. | |||||||||||||
Administrative Fees | ' | ||||||||||||
Administrative Fees | |||||||||||||
Administrative fees are generated under contracted purchasing agreements with manufacturers and distributors of healthcare products and services (“vendors”). Vendors pay administrative fees to us in return for the provision of aggregated sales volumes from hospitals and health systems that purchase products qualified under our contracts. The administrative fees paid to us represent a percentage of the purchase volume of our hospitals and healthcare system clients. | |||||||||||||
We earn administrative fees in the quarter in which the respective vendors report client purchasing data to us, usually a month or a quarter in arrears of actual client purchase activity. The majority of our vendor contracts disallow netting product returns from the vendors’ administrative fee calculations in periods subsequent to their reporting dates. For those contracts that allow for netting of product returns, vendors supply us with sufficient purchase and return data needed for us to estimate and record an allowance for sales returns. | |||||||||||||
Revenue is recognized upon the receipt of vendor reports as this reporting proves that the delivery of the product or service has occurred, the administrative fees are fixed and determinable based on reported purchasing volume, and collectability is reasonably assured. Our client and vendor contracts substantiate persuasive evidence of an arrangement. | |||||||||||||
Certain hospital and healthcare system clients receive a revenue share obligation. This obligation is recognized according to the clients’ contractual agreements with our group purchasing organization (or GPO) as the related administrative fee revenue is recognized. In accordance with GAAP relating to principal agent considerations under revenue recognition, this obligation is netted against the related gross administrative fees, and is presented on the accompanying consolidated statements of operations as a reduction to arrive at total net revenue on our consolidated statements of operations. | |||||||||||||
Net administrative fees shown on our consolidated statements of operations reflect our gross administrative fees net of our revenue share obligation. Gross administrative fees include all administrative fees we receive pursuant to our group purchasing organization vendor contracts. Our revenue share obligation represents the portion of the administrative fees we are contractually obligated to share with certain of our GPO clients. The following shows the details of net administrative fee revenues for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Gross administration fees | $ | 472,113 | $ | 427,698 | $ | 384,560 | |||||||
Less: Revenue share obligation | (182,638 | ) | (160,783 | ) | (134,961 | ) | |||||||
Administrative fees, net | $ | 289,475 | $ | 266,915 | $ | 249,599 | |||||||
Other Service Fees | ' | ||||||||||||
Other Service Fees | |||||||||||||
Consulting Fees | |||||||||||||
We generate revenue from fixed-fee consulting contracts. Revenue under these fixed-fee arrangements is recognized on a proportional performance method as services are performed and deliverables are provided, as long as all other elements of SAB 104 are met. | |||||||||||||
Consulting Fees with Performance Targets | |||||||||||||
We generate revenue from consulting contracts that also include performance targets. The performance targets generally relate to committed financial improvement to our clients from the use and implementation of initiatives that result from our consulting services. Performance targets are measured as our strategic initiatives are identified and implemented, and the financial improvement can be quantified by the client. In the event the performance targets are not achieved, we are obligated to refund or reduce a portion of our fees. | |||||||||||||
Under these arrangements, all revenue is deferred and recognized as the performance target is achieved and the applicable contingency is released as evidenced by client acceptance. All revenues are fixed and determinable and the applicable service is rendered prior to recognition in the financial statements in accordance with SAB 104. One-time or non-recurring performance fees are recognized proportionately over the contract term in the period in which they are earned. We do not defer any related costs under these types of arrangements. | |||||||||||||
Subscription and Implementation Fees | |||||||||||||
We follow GAAP for revenue recognition relating to arrangements that include the right to use software stored on another entity’s hardware for our SaaS-based solutions. Our clients are typically charged upfront non-refundable fees for implementation and recurring host subscription fees for access to web-based services. Our clients have access to our software applications while the data is hosted and maintained on our servers. Our clients cannot take physical possession of the software applications. Revenue from monthly hosting arrangements and services is recognized on a subscription basis over the period in which our clients have access to the product. Implementation fees are typically billed at the beginning of the arrangement and recognized as revenue over the greater of the subscription period or the estimated client relationship period beginning at client acceptance. We currently estimate the client relationship period at six years for our SaaS-based Revenue Cycle Management solutions. Contract subscription periods generally range from two to six years from execution. | |||||||||||||
Transaction Fees and Contingent Service Fees | |||||||||||||
We generate revenue from transactional-based service contracts and contingency-fee based service contracts. Provided all other elements of revenue recognition are met, revenue under these arrangements is recognized as services are performed, deliverables are provided and related contingencies are removed. All related direct costs are recorded as period costs when incurred. | |||||||||||||
Other | |||||||||||||
Other fees are primarily earned for our annual client and vendor meeting. Fees for our annual client and vendor meeting are recognized when the meeting is held and related obligations are performed. | |||||||||||||
Revenue Recognition — Multiple-Deliverable Revenue Arrangements | |||||||||||||
Effective January 1, 2011, we adopted the FASB’s accounting standards update for multiple-deliverable arrangements on a prospective basis. The guidance establishes a selling price hierarchy for determining the appropriate value of a deliverable. The hierarchy is based on: (a) vendor-specific objective evidence if available (“VSOE”); (b) third-party evidence (“TPE”) if vendor-specific objective evidence is not available; or (c) estimated selling price (“ESP”) if neither VSOE nor TPE is available. The guidance also eliminates the residual method of allocation of contract consideration to elements in the arrangement and requires that arrangement consideration be allocated to all elements at the inception of the arrangement using the relative selling price method. | |||||||||||||
Based on the selling price hierarchy established by the update, if we are unable to establish selling price using VSOE or TPE, we will establish an ESP. ESP is the estimated price at which we would transact a sale if the product or service were sold on a stand-alone basis. We establish a best estimate of ESP considering internal factors relevant to pricing practices such as costs and margin objectives, standalone sales prices of similar services and percentage of the fee charged for a primary service relative to a related service. Additional consideration is also given to market conditions such as competitor pricing strategies and other factors such as market size, the number of facilities, and the number of beds in a facility. If available, we regularly review VSOE and TPE for our services in addition to ESP. | |||||||||||||
Our revenue recognition policy for multiple-deliverable revenue arrangements is as follows: | |||||||||||||
We may bundle certain of our SCM service and technology offerings into a single service arrangement. We may also bundle certain of our RCM service and technology offerings into a single service arrangement. In addition, we may bundle certain of both of our SCM and RCM service and technology offerings together into a single service arrangement and market them as an enterprise arrangement. | |||||||||||||
Service arrangements generally include multiple deliverables or elements such as group purchasing services, consulting services, and SaaS-based subscription and implementation services. Provided that the total arrangement consideration is fixed and determinable at the inception of the arrangement, we allocate the total arrangement consideration to the individual elements within the arrangement based on their relative selling price using VSOE, TPE, or ESP for each element of the arrangement. We establish VSOE, TPE, or ESP for each element of a service arrangement based on the price charged for a particular element when it is sold separately in a stand-alone arrangement. Revenue is then recognized for each element according to the following revenue recognition methodology: (i) group purchasing service revenue is recognized as administrative fees are reported to us (generally approximates ratable over the contractual term), (ii) consulting revenue is recognized on a proportional performance method as services are performed and deliverables are provided or once performance targets are accepted by our clients; and (iii) SaaS-based subscription revenue is recognized ratably over the subscription period (upfront non-refundable fees on our SaaS-based subscription services are recognized over the longer of the subscription period or the estimated client relationship period) beginning with the period in which the SaaS-based services are accepted by the client. | |||||||||||||
The majority of our multi-element service arrangements that include group purchasing services are not fixed and determinable at the inception of the arrangement because the fees for such arrangements are earned as administrative fees are reported. Administrative fees are not fixed and determinable until the receipt of vendor reports. For these multi-element service arrangements, we recognize each element as such element is delivered and as administrative fees are reported to us which generally approximates ratable recognition over the contract term. | |||||||||||||
In addition, certain of our arrangements include performance targets or other contingent fees that are not fixed and determinable at the inception of the arrangement. If the total arrangement consideration is not fixed and determinable at the inception of the arrangement, we allocate only that portion of the arrangement that is fixed and determinable to each element. As additional consideration becomes fixed, it is similarly allocated based on VSOE, TPE or ESP to each element in the arrangement and recognized in accordance with each element’s revenue recognition policy. | |||||||||||||
Performance targets generally relate to committed financial improvement to our clients from the use of our services. Revenue is only recognized if there are no refund rights and the fees earned are fixed and determinable. We obtain client acceptance as performance targets are achieved. In the event the performance targets are not achieved, we may be obligated to refund or reduce a portion of our fees and as such do not consider these fees fixed and determinable until we receive client acceptance. | |||||||||||||
In multi-element service arrangements that involve performance targets, the amount of revenue recognized on a particular delivered element is limited to the amount of revenue earned based on: (i) the proportionate performance of the individual element compared with all elements in the arrangement using the relative selling price method; and (ii) the proportional performance of that individual element. In all cases, revenue recognition is deferred on each element until the contingency on the performance target has been removed and the related revenue is fixed and determinable. | |||||||||||||
Deferred Costs | ' | ||||||||||||
Deferred Costs | |||||||||||||
We capitalize direct costs incurred during the implementation of our SaaS-based solutions. Deferred implementation costs are amortized into cost of revenue in proportion to the revenue earned over the client relationship period. In addition, we defer upfront sales commissions primarily related to subscription and implementation fees and expense these costs ratably over the contract term. The current and long term portions of deferred costs are included in “Prepaid expense and other current assets” and “Other assets,” respectively in the accompanying consolidated balance sheets. | |||||||||||||
Property and Equipment | ' | ||||||||||||
Property and Equipment | |||||||||||||
Property and equipment are stated at cost and include the capitalized portion of internal use product development costs. Depreciation of property and equipment (which includes amortization of capitalized internal use software) is computed on the straight-line method over the estimated useful lives of the assets which are as follows: | |||||||||||||
Useful Lives | |||||||||||||
(in years) | |||||||||||||
Buildings (Note 6) | 30 | ||||||||||||
Furniture and fixtures | 7 | ||||||||||||
Computers and equipment | 7-May | ||||||||||||
Leasehold improvements | Term of lease | ||||||||||||
Purchased software and capitalized software development costs (internal use) | 5-Mar | ||||||||||||
We evaluate the impairment or disposal of our property and equipment in accordance with GAAP. We evaluate the recoverability of property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, or whenever management has committed to an asset disposal plan. Whenever these indicators occur, recoverability is determined by comparing the net carrying value of an asset to its total undiscounted cash flows. | |||||||||||||
Product Development Costs | ' | ||||||||||||
Product Development Costs | |||||||||||||
Our product development costs include costs incurred: (i) prior to the application development stage; (ii) prior to technological feasibility being reached; and (iii) in the post-development or maintenance stage. The majority of our software development costs relate to internal-use software development costs which are capitalized in accordance with relevant GAAP and classified as property and equipment. We have a small amount of external-use software development costs which are capitalized when the technological feasibility of a software product has been established in accordance with GAAP relating to research and development costs of computer software and are included in “Other” within Other long term assets in the accompanying consolidated balance sheets. Capitalized software costs are amortized on a straight-line basis over the estimated useful lives of the related software applications of up to five years. We periodically evaluate the useful lives of our capitalized software costs. | |||||||||||||
Goodwill and Intangible Assets - Indefinite Life | ' | ||||||||||||
Goodwill and Intangible Assets — Indefinite Life | |||||||||||||
For identified intangible assets acquired in business combinations, we allocate purchase consideration based on the fair value of intangible assets acquired in accordance with GAAP relating to business combinations. | |||||||||||||
As of December 31, 2013 and 2012, intangible assets with indefinite lives consist of goodwill. See Note 3 for further details. | |||||||||||||
We account for our intangible assets in accordance with GAAP relating to intangible assets, which states that goodwill or intangible assets with indefinite lives are not amortized. During 2011, we changed our annual impairment testing date from December 31 to October 1. We believe this new date is preferable since it provides additional time prior to the Company’s year-end to complete the goodwill impairment testing and report the results in our Annual Report on Form 10-K. We perform an impairment test of these assets on at least an annual basis and whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. To determine the fair values, we use the income approach based on estimated discounted future cash flows and the market approach based on comparable publicly traded companies in similar lines of business, and to a lesser extent, guideline public companies. Our cash flow assumptions consider historical and forecasted revenue, operating costs and other relevant factors. If the carrying value of the assets is deemed to be impaired, the amount of the impairment recognized in the financial statements is determined by estimating the fair value of the assets and recording a loss for the amount that the carrying value exceeds the estimated fair value. | |||||||||||||
We consider the following to be important factors that could trigger an impairment review: significant continued underperformance relative to historical or projected future operating results; identification of other impaired assets within a reporting unit; the more-likely-than not expectation that a reporting unit or a significant portion of a reporting unit will be sold; significant adverse changes in business climate or regulations; significant changes in senior management; significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business; significant negative industry or economic trends; a significant decline in the Company’s stock price for a sustained period or a significant unforeseen decline in the Company’s credit rating. | |||||||||||||
We did not recognize any goodwill or indefinite-lived intangible asset impairments during the fiscal years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Intangible Assets - Definite Life | ' | ||||||||||||
Intangible Assets — Definite Life | |||||||||||||
The intangible assets with definite lives are comprised of our customer base, developed technology, non-compete agreements and certain trade name assets. See Note 4 for further details. | |||||||||||||
Intangible assets with definite lives are amortized over their estimated useful lives which have been derived based on an assessment of such factors as attrition, expected volume and price changes. We evaluate the useful lives of our intangible assets with definite lives on an annual basis. Costs related to our customer base are amortized over the period and pattern of economic benefit that is expected from the client relationship based on the expected benefit of discounted cash flows. Customer base intangibles have estimated useful lives that range from seven to fourteen years. Costs related to developed technology are amortized on a straight-line basis over a useful life of three to seven years. Costs related to non-compete agreements are amortized on a straight-line basis over the life of the respective agreements. Costs associated with definite-lived trade names are amortized over the period of expected benefit of two to three years. | |||||||||||||
We evaluate indefinite-lived intangibles for impairment when events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. | |||||||||||||
Business Combinations | ' | ||||||||||||
Business Combinations | |||||||||||||
We account for acquisitions in accordance with GAAP relating to business combinations. The guidance requires recognition of assets acquired, liabilities assumed, and contingent consideration at their fair value on the acquisition date with subsequent changes recognized in earnings; requires acquisition related expenses and restructuring costs to be recognized separately from the business combination and expensed as incurred; requires in-process research and development to be capitalized at fair value as an indefinite-lived intangible asset until completion or abandonment; and requires that changes in accounting for deferred tax asset valuation allowances and acquired income tax uncertainties after the measurement period be recognized as a component of provision for taxes. While we use our best estimates and assumptions as a part of the purchase price allocation process to accurately value assets acquired and liabilities assumed as of the business combination date, our estimates and assumptions are inherently uncertain and subject to refinement. As a result, during the preliminary purchase price measurement period, which may be up to one year from the business combination date, we record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. After the preliminary purchase price measurement period, we record adjustments to assets acquired or liabilities assumed subsequent to the purchase price measurement period in our operating results in the period in which the adjustments were determined. | |||||||||||||
Acquisition and Integration - Related Expenses | ' | ||||||||||||
Acquisition and Integration — Related Expenses | |||||||||||||
Acquisition and integration-related expenses may consist of: (i) transaction costs incurred to complete acquisitions including due diligence, consulting and other advisory related fees; (ii) integration-related costs related to third party consulting and other employee-related costs associated with the integration of an acquired business into our business; (iii) acquisition-related fees associated with unsuccessful acquisition attempts; and (iv) restructuring-type costs. Our restructuring-type costs are comprised primarily of employee termination costs related to headcount reductions. A liability for costs associated with an exit or disposal activity is recognized and measured initially at fair value only when the liability is incurred. Our restructuring charges also include accruals for estimated losses related to our excess facilities, based on our contractual obligations, net of estimated sublease income. We reassess the liability periodically based on market conditions. Refer to Note 5 for additional details of the restructuring activities. | |||||||||||||
Deferred Revenue | ' | ||||||||||||
Deferred Revenue | |||||||||||||
Deferred revenue consists of unrecognized revenue related to advanced client invoicing or client payments received prior to revenue being realized and earned. Substantially all deferred revenue consists of: (i) deferred administrative fees; (ii) deferred service fees; (iii) deferred software and implementation fees; and (iv) other deferred fees, including receipts for our annual client and vendor meeting prior to the event. | |||||||||||||
Deferred administrative fees arise when cash is received from vendors prior to the receipt of vendor reports. Vendor reports provide details about a client’s purchases and provide evidence that delivery of product or service occurred. Administrative fees are also deferred when reported fees are contingent upon meeting a performance target that has not yet been achieved. | |||||||||||||
Deferred service fees arise when cash is received from clients or upon advanced client invoicing, prior to delivery of service. When the fees are contingent upon meeting a performance target that has not yet been achieved, the service fees are either not invoiced or are deferred on our balance sheet. | |||||||||||||
Deferred software and implementation fees primarily include: (i) implementation fees that are received at the beginning of a subscription contract. These fees are deferred and amortized over the expected period of benefit, which is the greater of the contracted subscription period or the client relationship period; and to a lesser extent, (ii) software support fees which represent client payments made in advance for annual software support contracts. Software and implementation fees are also deferred when the fees are contingent upon meeting a performance target that has not yet been achieved. | |||||||||||||
For the years ended December 31, 2013 and 2012, deferred revenues recorded that are contingent upon meeting performance targets were $6,516 and $8,284, respectively. | |||||||||||||
The following table summarizes the deferred revenue categories and balances as of: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Software and implementation fees | $ | 27,393 | $ | 24,468 | |||||||||
Service fees | 22,363 | 26,135 | |||||||||||
Administrative fees | 10,935 | 14,672 | |||||||||||
Other fees | 2,201 | 4,874 | |||||||||||
Deferred revenue, total | 62,892 | 70,149 | |||||||||||
Less: Deferred revenue, current portion | (46,523 | ) | (55,756 | ) | |||||||||
Deferred revenue, non-current portion | $ | 16,369 | $ | 14,393 | |||||||||
Revenue Share Obligation and Rebates | ' | ||||||||||||
Revenue Share Obligation and Rebates | |||||||||||||
We accrue revenue share obligation and rebates for certain clients according to our: (i) revenue share program and (ii) vendor rebate program. | |||||||||||||
Under our revenue share program, certain hospital and health system clients receive revenue share payments. This obligation is accrued according to contractual agreements between our GPO and the hospital and healthcare clients as the related administrative fee revenue is recognized. See description of this accounting treatment under “Administrative Fees” in the “Revenue Recognition” section. | |||||||||||||
We receive rebates pursuant to the provisions of certain vendor agreements. The rebates are earned by our hospitals and health system clients based on the volume of their purchases. We collect, process, and pay the rebates as a service to our clients. Substantially all the vendor rebates are excluded from revenue. The vendor rebates are accrued for active clients when we receive cash payments from vendors. | |||||||||||||
Advertising Costs | ' | ||||||||||||
Advertising Costs | |||||||||||||
Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2013, 2012 and 2011 was $3,196, $2,750 and $2,611, respectively. | |||||||||||||
Defined Contribution Plan | ' | ||||||||||||
Defined Contribution Plan | |||||||||||||
We sponsor a defined contribution plan for eligible employees. Under the terms of the plan, employees have the option of contributing a portion of their annual salary to the plan. We make matching contributions of 50 cents for each dollar contributed by employees up to the first six percent of compensation contributed. For the years ended December 31, 2013, 2012 and 2011, our plan contributions amounted to $6,062, $5,175 and $4,327, respectively. | |||||||||||||
Share-Based Compensation | ' | ||||||||||||
Share-Based Compensation | |||||||||||||
Share-based payment transactions (as fully discussed in Note 9) are accounted for in accordance with GAAP relating to stock compensation. The guidance requires companies to recognize the cost (expense) of all share-based payment transactions in the financial statements. We expense employee share-based compensation using fair value-based measurement over an appropriate requisite service period primarily on an accelerated basis. | |||||||||||||
Derivative Financial Instruments | ' | ||||||||||||
Derivative Financial Instruments | |||||||||||||
Derivative instruments are accounted for in accordance with GAAP relating to derivatives and hedging. The guidance requires companies to recognize derivative instruments as either assets or liabilities on the balance sheet at fair value. See Note 13 for further discussion regarding our outstanding derivative financial instruments. | |||||||||||||
Income Taxes | ' | ||||||||||||
Income Taxes | |||||||||||||
In accordance with GAAP relating to income taxes, we recognize deferred income taxes based on the expected future tax consequences of differences between the financial statement basis and the tax basis of assets and liabilities, calculated using enacted tax rates in effect for the tax year in which the differences are expected to be reflected in the tax return. | |||||||||||||
The carrying value of our net deferred tax assets assumes that we will be able to generate sufficient future taxable income in applicable tax jurisdictions to realize the value of these assets. If we are unable to generate sufficient future taxable income in these jurisdictions, a valuation allowance is recorded when it is more likely than not that the value of the deferred tax assets is not realizable. Management evaluates the realizability of deferred tax assets and assesses the need for any valuation allowance adjustment. It is our policy to provide for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. To the extent that the tax outcome of these uncertain tax positions falls below more likely than not, the change in estimate will impact the income tax provision in the period in which such determination is made. At December 31, 2013, we believe we have appropriately accounted for any unrecognized tax benefits. To the extent we prevail in matters for which a liability for an unrecognized tax benefit is established or we are required to pay amounts in excess of the liability, our effective tax rate in a given financial statement period may be affected. See Note 10 for further information. | |||||||||||||
Sales Taxes | ' | ||||||||||||
Sales Taxes | |||||||||||||
In accordance with GAAP relating to principal agent considerations under revenue recognition, we record any tax assessed by a governmental authority that is directly imposed on a revenue-producing transaction between a seller and a client on a net basis (excluded from revenues). | |||||||||||||
Basic and Diluted Net Income and Loss Per Share | ' | ||||||||||||
Basic and Diluted Net Income and Loss Per Share | |||||||||||||
Basic net income or (loss) per share (“EPS”) is calculated in accordance with GAAP relating to earnings per share. Diluted EPS assumes the conversion, exercise or issuance of all potential common stock equivalents, unless the effect of inclusion would result in the reduction of a loss or the increase in income per share. For purposes of this calculation, our stock options, stock warrants, non-vested restricted stock, stock-settled stock appreciation rights and shares that were purchasable pursuant to our employee stock purchase plan are considered to be potential common shares and are only included in the calculation of diluted EPS when the effect is dilutive. | |||||||||||||
The shares used to calculate basic and diluted EPS represent the weighted-average common shares outstanding. Diluted net (loss) per share is the same as basic net (loss) per share for the fiscal years ended December 31, 2012 and 2011 since the effect of any potentially dilutive securities was excluded (as they were anti-dilutive due to our net loss). | |||||||||||||
Recent Accounting Pronouncements | ' | ||||||||||||
Recent Accounting Pronouncements | |||||||||||||
Income Taxes | |||||||||||||
In July 2013, the Financial Accounting Standards Board (“FASB”) issued an accounting standard update relating to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This update amends existing GAAP that required in certain cases, an unrecognized tax benefit, or portion of an unrecognized tax benefit, to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward when such items exist in the same taxing jurisdiction. The amendments in this update are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. Early adoption is permitted. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date, and retrospective application is permitted. We do not expect any impact from this update on our financial statements. | |||||||||||||
Comprehensive Income | ' | ||||||||||||
Comprehensive Income | |||||||||||||
In February 2013, the FASB issued an accounting standard update relating to improving the reporting of reclassifications out of accumulated other comprehensive income. The update would require an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under GAAP to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional detail about those amounts. The update is effective for reporting periods beginning after December 15, 2012. We adopted this update on January 1, 2013. |
Description_of_Business_and_Si2
Description of Business and Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Net Administrative Fee Revenues | ' | ||||||||||||
The following shows the details of net administrative fee revenues for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Gross administration fees | $ | 472,113 | $ | 427,698 | $ | 384,560 | |||||||
Less: Revenue share obligation | (182,638 | ) | (160,783 | ) | (134,961 | ) | |||||||
Administrative fees, net | $ | 289,475 | $ | 266,915 | $ | 249,599 | |||||||
Depreciation of Property and Equipment | ' | ||||||||||||
Depreciation of property and equipment (which includes amortization of capitalized internal use software) is computed on the straight-line method over the estimated useful lives of the assets which are as follows: | |||||||||||||
Useful Lives | |||||||||||||
(in years) | |||||||||||||
Buildings (Note 6) | 30 | ||||||||||||
Furniture and fixtures | 7 | ||||||||||||
Computers and equipment | 7-May | ||||||||||||
Leasehold improvements | Term of lease | ||||||||||||
Purchased software and capitalized software development costs (internal use) | 5-Mar | ||||||||||||
Summary of Deferred Revenue | ' | ||||||||||||
The following table summarizes the deferred revenue categories and balances as of: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Software and implementation fees | $ | 27,393 | $ | 24,468 | |||||||||
Service fees | 22,363 | 26,135 | |||||||||||
Administrative fees | 10,935 | 14,672 | |||||||||||
Other fees | 2,201 | 4,874 | |||||||||||
Deferred revenue, total | 62,892 | 70,149 | |||||||||||
Less: Deferred revenue, current portion | (46,523 | ) | (55,756 | ) | |||||||||
Deferred revenue, non-current portion | $ | 16,369 | $ | 14,393 | |||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment, Net | ' | ||||||||
Property and equipment consists of the following as of: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Land (Note 6) | $ | 1,200 | $ | 1,200 | |||||
Buildings (Note 6) | 8,821 | 8,821 | |||||||
Furniture and fixtures | 14,130 | 18,914 | |||||||
Computers and equipment | 58,710 | 59,220 | |||||||
Leasehold improvements | 20,700 | 10,849 | |||||||
Purchased software | 30,931 | 26,357 | |||||||
Capitalized software development costs (internal use) | 147,828 | 113,825 | |||||||
282,320 | 239,186 | ||||||||
Accumulated depreciation and amortization | (124,573 | ) | (104,825 | ) | |||||
Property and equipment, net | $ | 157,747 | $ | 134,361 |
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Components of Goodwill | ' | ||||||||||||
Goodwill consists of the following as of: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Goodwill, net | $ | 1,027,847 | $ | 1,027,847 | |||||||||
Changes in Goodwill | ' | ||||||||||||
We did not have any changes in goodwill and the balances are summarized as follows, consolidated and by segment, for the years ended December 31, 2013 and 2012: | |||||||||||||
December 31, | |||||||||||||
Consolidated | SCM | RCM | |||||||||||
Balance, December 31, 2012 and 2013 | $ | 1,027,847 | $ | 645,202 | $ | 382,645 |
Other_Intangible_Assets_Tables
Other Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||
Intangible Assets with Definite Lives | ' | ||||||||||||||
Intangible assets with definite lives consist of the following: | |||||||||||||||
Weighted | Gross | Accumulated | Net | ||||||||||||
Average | Carrying | Amortization | |||||||||||||
Remaining | Amount | ||||||||||||||
Amortization | |||||||||||||||
Period | |||||||||||||||
(Years)(1) | |||||||||||||||
December 31, 2013 | |||||||||||||||
Customer base | 3 years | $ | 510,547 | $ | (248,094 | ) | $ | 262,453 | |||||||
Developed technology | 2 years | 13,300 | (8,313 | ) | 4,987 | ||||||||||
3 years | $ | 523,847 | $ | (256,407 | ) | $ | 267,440 | ||||||||
(1) The amount represents the weighted average amortization period remaining in total and for each asset class. | |||||||||||||||
December 31, 2012 | |||||||||||||||
Customer base | 4 years | $ | 510,547 | $ | (191,219 | ) | $ | 319,328 | |||||||
Developed technology | 2 years | 36,500 | (26,919 | ) | 9,581 | ||||||||||
Trade name | 1 years | 4,300 | (3,046 | ) | 1,254 | ||||||||||
4 years | $ | 551,347 | $ | (221,184 | ) | $ | 330,163 | ||||||||
(1) The amount represents the weighted average amortization period remaining in total and for each asset class. | |||||||||||||||
Future Amortization Expense of Definite-Lived Intangible Assets | ' | ||||||||||||||
Future amortization expense of definite-lived intangibles as of December 31, 2013, is as follows: | |||||||||||||||
Amount | |||||||||||||||
2014 | $ | 55,042 | |||||||||||||
2015 | 49,205 | ||||||||||||||
2016 | 41,812 | ||||||||||||||
2017 | 37,217 | ||||||||||||||
2018 | 32,756 | ||||||||||||||
Thereafter | 51,408 | ||||||||||||||
$ | 267,440 | ||||||||||||||
Restructuring_Acquisition_and_1
Restructuring Acquisition and Integration-Related Expenses (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Schedule of Restructuring Activities | ' | ||||||||||||||||
The following table summarizes the details of the Company’s restructuring activities during the years ended December 31, 2013, 2012 and 2011: | |||||||||||||||||
Employee-related | System migration | Facility | Total | ||||||||||||||
costs | and integration | consolidation | |||||||||||||||
Restructuring Reserve | |||||||||||||||||
Accrued, December 31, 2010 | $ | 3,488 | $ | — | $ | — | $ | 3,488 | |||||||||
Charges incurred | 14,207 | 5,551 | 6,439 | 26,197 | |||||||||||||
Cash payments | (14,787 | ) | (5,335 | ) | (4,493 | ) | (24,615 | ) | |||||||||
Accrued, December 31, 2011 | $ | 2,908 | $ | 216 | $ | 1,946 | $ | 5,070 | |||||||||
Charges incurred | 3,276 | 3,010 | 62 | 6,348 | |||||||||||||
Cash payments | (5,189 | ) | (2,921 | ) | (1,876 | ) | (9,986 | ) | |||||||||
Accrued, December 31, 2012 | $ | 995 | $ | 305 | $ | 132 | $ | 1,432 | |||||||||
Charges incurred | 807 | 2,372 | 6,891 | 10,070 | |||||||||||||
Adjustments | — | (389 | ) | 119 | (270 | ) | |||||||||||
Cash payments | (1,182 | ) | (2,288 | ) | (7,142 | ) | (10,612 | ) | |||||||||
Accrued, December 31, 2013 | $ | 620 | $ | — | $ | — | $ | 620 | |||||||||
Notes_and_Bonds_Payable_Tables
Notes and Bonds Payable (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Summary of Notes Payable | ' | ||||||||||||||||||||
Our notes and bonds payable are summarized as follows as of: | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
Term A facility | $ | 237,500 | $ | 250,000 | |||||||||||||||||
Term B facility | 192,000 | 300,000 | |||||||||||||||||||
Revolving credit facility | 10,000 | 10,000 | |||||||||||||||||||
Total notes payable | 439,500 | 560,000 | |||||||||||||||||||
Bonds payable | 325,000 | 325,000 | |||||||||||||||||||
Total notes and bonds payable | 764,500 | 885,000 | |||||||||||||||||||
Less: current portions | (15,500 | ) | (15,500 | ) | |||||||||||||||||
Total long-term notes and bonds payable | $ | 749,000 | $ | 869,500 | |||||||||||||||||
Percentage of Redemption Prices | ' | ||||||||||||||||||||
The Company has the option to redeem the Notes as follows: (i) at any time prior to November 15, 2014, the Company may redeem all or part of the Notes at a redemption price equal to 100% of the principal amount plus the applicable premium (as defined in the Indenture); and (ii) on and after November 15, 2014, the Company may redeem all or a part of the Notes, at the following redemption prices: | |||||||||||||||||||||
Year | Percentage | ||||||||||||||||||||
2014 | 104 | % | |||||||||||||||||||
2015 | 102 | % | |||||||||||||||||||
2016 and thereafter | 100 | % | |||||||||||||||||||
Debt Maturities and Scheduled Principal Repayments | ' | ||||||||||||||||||||
The following table summarizes our stated debt maturities and scheduled principal repayments as of December 31, 2013: | |||||||||||||||||||||
Year | Term A Facility | Term B Facility | Revolving | Senior | Total | ||||||||||||||||
Credit Facility | Unsecured | ||||||||||||||||||||
Notes | |||||||||||||||||||||
2014 | $ | 12,500 | $ | 3,000 | $ | — | $ | — | $ | 15,500 | |||||||||||
2015 | 18,750 | 3,000 | — | — | 21,750 | ||||||||||||||||
2016 | 25,000 | 3,000 | — | — | 28,000 | ||||||||||||||||
2017 | 181,250 | 3,000 | 10,000 | — | 194,250 | ||||||||||||||||
2018 | — | 3,000 | — | 325,000 | 328,000 | ||||||||||||||||
Thereafter | — | 177,000 | — | — | 177,000 | ||||||||||||||||
$ | 237,500 | $ | 192,000 | $ | 10,000 | $ | 325,000 | $ | 764,500 | ||||||||||||
Future Payments of Finance Obligation | ' | ||||||||||||||||||||
Future payments of the finance obligation as of December 31, 2013 are as follows: | |||||||||||||||||||||
Obligations | |||||||||||||||||||||
Under | |||||||||||||||||||||
Capital | |||||||||||||||||||||
Lease | |||||||||||||||||||||
2014 | $ | 1,114 | |||||||||||||||||||
2015 | 1,114 | ||||||||||||||||||||
2016 | 1,114 | ||||||||||||||||||||
2017 | 8,600 | ||||||||||||||||||||
11,942 | |||||||||||||||||||||
Less: Amounts representing interest | (2,906 | ) | |||||||||||||||||||
Net present value of capital lease obligation | 9,036 | ||||||||||||||||||||
Less: Amount representing current portion | (255 | ) | |||||||||||||||||||
Finance obligation, less current portion | $ | 8,781 | |||||||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Future Minimum Rental Payments Under Operating Leases | ' | ||||
Future minimum rental payments under operating leases with initial or remaining non-cancelable lease terms of one year or more as of December 31, 2013 are as follows: | |||||
Operating | |||||
Lease | |||||
2014 | $ | 11,780 | |||
2015 | 10,461 | ||||
2016 | 7,244 | ||||
2017 | 7,035 | ||||
2018 | 6,119 | ||||
Thereafter | 44,996 | ||||
$ | 87,635 | ||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Equity [Abstract] | ' | ||||||||
Summary of Cost of Shares Purchased | ' | ||||||||
The table below shows the amount and cost of shares of common stock we repurchased for the fiscal year ended December 31, 2012 under the share repurchase program. The repurchased shares have not been retired and constitute authorized but unissued shares. The share repurchase program expired in August 2012. | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Number of shares repurchased | — | 62,334 | |||||||
Cost of shares repurchased | $ | — | $ | 600 |
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||
Summary of Total Share-Based Compensation Expense | ' | ||||||||||||||||||||
Total share-based compensation expense (inclusive of restricted common stock, common stock options, and SSARs) for the fiscal years ended December 31, 2013, 2012 and 2011 is reflected in our consolidated statements of operations as noted below: | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Cost of revenue | $ | 3,866 | $ | 2,165 | $ | 1,362 | |||||||||||||||
Product development | 635 | 181 | 267 | ||||||||||||||||||
Selling and marketing | 2,251 | 1,489 | 559 | ||||||||||||||||||
General and administrative | 7,744 | 6,456 | 2,835 | ||||||||||||||||||
Total share-based compensation expense | $ | 14,496 | (1) | $ | 10,291 | $ | 5,023 | (2) | |||||||||||||
-1 | During 2013, share-based compensation includes charges related to the resignation of our RCM president and the conformity of one officer’s terms and conditions to their 2013 performance award grant. | ||||||||||||||||||||
-2 | During 2011, we reversed $6,537 of previously recorded share-based compensation expense related to certain performance-based SSARs and performance-based restricted stock that were granted under the MedAssets, Inc. Long-Term Performance Incentive Plan in 2008. The share-based compensation expense was reversed due to non-achievement of certain performance criteria. | ||||||||||||||||||||
Fair Value of Equity Awards as of Date of Grant Using Black-Scholes Option-Pricing Model Assumptions | ' | ||||||||||||||||||||
The fair value of each equity award has been estimated as of the date of grant using the Black-Scholes option-pricing model with the following assumptions for the fiscal years ended December 31, 2013, 2012 and 2011: | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Range of calculated volatility | 49.00% | 49.3% - 51.6% | 46.5% - 49.28% | ||||||||||||||||||
Dividend yield | 0% | 0% | 0% | ||||||||||||||||||
Range of risk free interest rate | 0.72% | 0.62% - 0.92% | 0.88% - 2.30% | ||||||||||||||||||
Range of expected term | 5.0 years | 4.0 - 5.0 years | 4.0 - 5.0 years | ||||||||||||||||||
Summary of Changes in Restricted Shares | ' | ||||||||||||||||||||
A summary of changes in restricted shares during the fiscal year ended December 31, 2013 is as follows: | |||||||||||||||||||||
Total Shares(1,2) | Weighted | Weighted | Aggregate | ||||||||||||||||||
Average | Average | Intrinsic Value | |||||||||||||||||||
Grant Date | Remaining | ||||||||||||||||||||
Fair Value | Contractual | ||||||||||||||||||||
Term | |||||||||||||||||||||
Non-vested restricted shares outstanding as of January 1, 2013 | 558,000 | $ | 14.78 | 3 years | |||||||||||||||||
Granted | 1,211,000 | 18.44 | |||||||||||||||||||
Vested | (287,000 | ) | 15.68 | ||||||||||||||||||
Forfeited | (345,000 | ) | 18.03 | ||||||||||||||||||
Restricted Shares outstanding as of December 31, 2013 | 1,137,000 | $ | 17.47 | 2 years | $ | 22,546 | |||||||||||||||
-1 | Service-based shares are inclusive of certain restricted stock awards issued pursuant to the MedAssets, Inc. 2010 Special Stock Incentive Plan (the “Plan”). The Plan was adopted by the Company’s Board of Directors on November 23, 2010 in connection with the Broadlane Acquisition pursuant to an exception to the requirement for stockholder approval under NASDAQ rules; | ||||||||||||||||||||
-2 | During the year, approximately 94,000 restricted shares were surrendered from equity award holders to settle their associated tax liability. The tax liability was paid by the Company on their behalf and amounted to approximately $1,871. | ||||||||||||||||||||
Summary of Changes in SSARs | ' | ||||||||||||||||||||
A summary of changes in SSARs during the fiscal year ended December 31, 2013 is as follows: | |||||||||||||||||||||
Total SSARs(1) | Weighted | Weighted | Weighted | Aggregate | |||||||||||||||||
Average | Average | Average | Intrinsic | ||||||||||||||||||
Grant Date | Base Price | Remaining | Value | ||||||||||||||||||
Fair Value | Contractual | ||||||||||||||||||||
Term | |||||||||||||||||||||
SSARs outstanding as of January 1, 2013 | 3,387,000 | $ | 6.1 | $ | 16 | 5 years | |||||||||||||||
Granted | 3,000 | 7.15 | 16.77 | ||||||||||||||||||
Exercised | (1,340,000 | ) | 5.6 | 15.07 | |||||||||||||||||
Forfeited | (300,000 | ) | 6.62 | 17.06 | |||||||||||||||||
SSARs outstanding as of December 31, 2013 | 1,750,000 | $ | 6.41 | $ | 16.52 | 4 years | $ | 6,539 | |||||||||||||
SSARs exercisable as of December 31, 2013 | 953,000 | $ | 6.31 | $ | 17.28 | 3 years | $ | 2,989 | |||||||||||||
-1 | During the year, equity award holders surrendered SSARs to settle their associated tax liability. The tax liability was paid by the Company on their behalf and amounted to approximately $2,821. | ||||||||||||||||||||
Summary of Changes in Outstanding Options | ' | ||||||||||||||||||||
A summary of changes in outstanding options during the fiscal year ended December 31, 2013 is as follows: | |||||||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||||||
Average | Average | Intrinsic | |||||||||||||||||||
Exercise | Remaining | Value | |||||||||||||||||||
Price | Contractual | ||||||||||||||||||||
Term | |||||||||||||||||||||
Options outstanding as of January 1, 2013 | 2,342,000 | $ | 11.31 | 4 years | |||||||||||||||||
Granted | — | — | |||||||||||||||||||
Exercised | (1,364,000 | ) | 10.86 | ||||||||||||||||||
Forfeited | (52,000 | ) | 12.76 | ||||||||||||||||||
Options outstanding as of December 31, 2013 | 926,000 | $ | 11.89 | 4 years | $ | 7,677 | |||||||||||||||
Options exercisable as of December 31, 2013 | 895,000 | $ | 11.57 | 4 years | $ | 7,646 | |||||||||||||||
Summary of Exercise Price Range, Weighted Average Exercise Price, and Remaining Contractual Lives | ' | ||||||||||||||||||||
The following table summarizes the exercise price range, weighted average exercise price, and remaining contractual lives for the number of stock options outstanding as of December 31, 2013, 2012 and 2011: | |||||||||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Range of exercise prices | $ | 1.56 - $22.45 | $ | 1.56 - $23.11 | $ | 0.63 - $23.11 | |||||||||||||||
Number of options outstanding | 926,000 | 2,342,000 | 3,840,000 | ||||||||||||||||||
Weighted average exercise price | $ | 11.89 | $ | 11.31 | $ | 10.28 | |||||||||||||||
Weighted average remaining contractual life | 3.7 years | 4.4 years | 5.2 years |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Components of Provision for Income Tax Expense (Benefit) | ' | ||||||||||||
The provision for income tax expense (benefit) is as follows for the years ended December 31: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current expense | |||||||||||||
Federal | $ | 12,580 | $ | 574 | $ | 1,793 | |||||||
Foreign | — | — | 15 | ||||||||||
State | 2,089 | 1,158 | 1,075 | ||||||||||
Total current expense | 14,669 | 1,732 | 2,883 | ||||||||||
Deferred benefit | |||||||||||||
Federal | 1,791 | (3,110 | ) | (10,886 | ) | ||||||||
State | 222 | (102 | ) | (1,848 | ) | ||||||||
Total deferred expense (benefit) | 2,013 | (3,212 | ) | (12,734 | ) | ||||||||
Provision for income taxes | $ | 16,682 | $ | (1,480 | ) | $ | (9,851 | ) | |||||
Reconciliation Between Income Tax Expense (Benefit) and Amount Computed | ' | ||||||||||||
A reconciliation between reported income tax expense (benefit) and the amount computed by applying the statutory federal income tax rate of 35 percent is as follows at December 31, 2013, 2012 and 2011: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Computed tax expense (benefit) | $ | 15,443 | $ | (2,925 | ) | $ | (8,871 | ) | |||||
State taxes (net of federal benefit) | 1,534 | 719 | (525 | ) | |||||||||
Other permanent items | 139 | 143 | 190 | ||||||||||
Meals & entertainment related to operations | (362 | ) | 895 | 992 | |||||||||
Domestic production deduction | — | 290 | (284 | ) | |||||||||
Acquisition costs | — | — | (698 | ) | |||||||||
Research & development credits | (1,262 | ) | (196 | ) | (477 | ) | |||||||
Uncertain tax positions | 31 | (391 | ) | 29 | |||||||||
Non deductible compensation | 1,184 | — | — | ||||||||||
Other | (25 | ) | (15 | ) | (207 | ) | |||||||
Provision for income taxes | $ | 16,682 | $ | (1,480 | ) | $ | (9,851 | ) | |||||
Components of Deferred Tax Assets and Liabilities | ' | ||||||||||||
Significant components of the Company’s deferred tax assets and liabilities are as follows at December 31: | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax asset, current | |||||||||||||
Accrued expenses | $ | 4,478 | $ | 4,800 | |||||||||
Accounts receivable | 967 | 1,142 | |||||||||||
Deferred revenue | 7,185 | 6,629 | |||||||||||
Net operating loss carryforwards | 174 | 4,426 | |||||||||||
Returns and allowances | 1,006 | 963 | |||||||||||
Research and development credit | — | 4,222 | |||||||||||
AMT credit | 3,520 | — | |||||||||||
Deferred tax asset, current | 17,330 | 22,182 | |||||||||||
Valuation allowance | (1,539 | ) | (921 | ) | |||||||||
Total deferred tax asset, current | 15,791 | 21,261 | |||||||||||
Deferred tax liability, current | |||||||||||||
Prepaid expenses | (11,256 | ) | (10,135 | ) | |||||||||
Total deferred tax liability, current | (11,256 | ) | (10,135 | ) | |||||||||
Net deferred tax asset, current | $ | 4,535 | $ | 11,126 | |||||||||
2013 | 2012 | ||||||||||||
Deferred tax asset, non-current | |||||||||||||
AMT credit | $ | — | $ | 3,838 | |||||||||
Capital lease | 947 | 926 | |||||||||||
Capital loss limitation | 1,016 | 1,016 | |||||||||||
Debt issuance costs | 529 | 326 | |||||||||||
Deferred compensation | 8,652 | 10,712 | |||||||||||
Deferred revenue | 2,395 | 2,210 | |||||||||||
Financial hedges | — | 79 | |||||||||||
Net operating loss carryforwards | 4,813 | 4,178 | |||||||||||
Other | 371 | 42 | |||||||||||
Deferred tax asset, non-current | 18,723 | 23,327 | |||||||||||
Valuation allowance | (3,412 | ) | (3,323 | ) | |||||||||
Total deferred tax asset, non-current | 15,311 | 20,004 | |||||||||||
Deferred tax liability, non-current | |||||||||||||
Capitalized software costs | (39,786 | ) | (32,783 | ) | |||||||||
Fixed assets | (4,929 | ) | (5,906 | ) | |||||||||
Intangible assets | (91,679 | ) | (106,709 | ) | |||||||||
Total deferred tax liability, non-current | (136,394 | ) | (145,398 | ) | |||||||||
Net deferred liability, non-current | $ | (121,083 | ) | $ | (125,394 | ) | |||||||
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | ' | ||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | |||||||||||||
Balance at December 31, 2010 | $ | 1,928 | |||||||||||
Additions based on tax positions related to the current year | 121 | ||||||||||||
Additions for tax positions of prior years | 128 | ||||||||||||
Reductions for tax positions of prior years | (878 | ) | |||||||||||
Balance at December 31, 2011 | $ | 1,299 | |||||||||||
Additions for tax positions of prior years | 50 | ||||||||||||
Settlements and lapse of statue of limitations | (679 | ) | |||||||||||
Balance at December 31, 2012 | $ | 670 | |||||||||||
Additions based on tax positions related to the current year | 223 | ||||||||||||
Additions for tax positions of prior years | (17 | ) | |||||||||||
Balance at December 31, 2013 | $ | 876 |
Earnings_Loss_Per_Share_Tables
Earnings (Loss) Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Reconciliation of Basic and Diluted Weighted Average Shares Outstanding | ' | ||||||||||||
The following table is a reconciliation of the denominator for basic and diluted loss per share for the years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator for Basic and Diluted Income (Loss) Per Share: | |||||||||||||
Net income (loss) | 27,441 | (6,878 | ) | (15,494 | ) | ||||||||
Denominator for basic income (loss) per share weighted average shares | 59,705,000 | 57,452,000 | 57,298,000 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Stock options | 590,000 | — | — | ||||||||||
Stock-settled stock appreciation rights | 267,000 | — | — | ||||||||||
Restricted stock and stock warrants | 616,000 | — | — | ||||||||||
Denominator for diluted income (loss) per share—adjusted weighted average shares and assumed conversions | 61,178,000 | 57,452,000 | 57,298,000 | ||||||||||
Basic income (loss) per share: | |||||||||||||
Basic net income (loss) from continuing operations | $ | 0.46 | $ | (0.12 | ) | $ | (0.27 | ) | |||||
Diluted net income (loss) per share: | |||||||||||||
Diluted net income (loss) from continuing operations | $ | 0.45 | $ | (0.12 | ) | $ | (0.27 | ) | |||||
Summary of Potentially Dilutive Securities | ' | ||||||||||||
The following table provides a summary of those potentially dilutive securities that have been excluded from the above calculation of diluted EPS: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Stock options | — | 878,000 | 1,140,000 | ||||||||||
Stock-settled stock appreciation rights | — | 38,000 | 5,200 | ||||||||||
Restricted stock and stock warrants | — | 234,000 | 490,000 | ||||||||||
Total | — | 1,150,000 | 1,635,200 |
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Financial Information of Business Segments | ' | ||||||||||||
The following tables represent our results of operations, by segment, for the fiscal years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Revenue: | |||||||||||||
SCM | |||||||||||||
Gross administrative fees(1) | $ | 472,113 | $ | 427,698 | $ | 384,560 | |||||||
Revenue share obligation(1) | (182,638 | ) | (160,783 | ) | (134,961 | ) | |||||||
Net administrative fees | 289,475 | 266,915 | 249,599 | ||||||||||
Other service fees(2) | 134,987 | 126,656 | 114,398 | ||||||||||
Total SCM net revenue | 424,462 | 393,571 | 363,997 | ||||||||||
RCM | |||||||||||||
Revenue cycle technology | 180,362 | 169,878 | 151,221 | ||||||||||
Revenue cycle services | 75,592 | 76,672 | 63,054 | ||||||||||
Total RCM net revenue | 255,954 | 246,550 | 214,275 | ||||||||||
Total net revenue | 680,416 | 640,121 | 578,272 | ||||||||||
Operating expenses: | |||||||||||||
SCM | 317,977 | 295,486 | 304,142 | ||||||||||
RCM | 223,030 | 214,935 | 193,718 | ||||||||||
Corporate | 48,666 | 44,502 | 38,295 | ||||||||||
Total operating expenses | 589,673 | 554,923 | 536,155 | ||||||||||
Operating income (loss): | |||||||||||||
SCM | 106,485 | 98,085 | 59,855 | ||||||||||
RCM | 32,924 | 31,615 | 20,557 | ||||||||||
Corporate | (48,666 | ) | (44,502 | ) | (38,295 | ) | |||||||
Total operating income | 90,743 | 85,198 | 42,117 | ||||||||||
Interest expense | (46,907 | ) | (66,045 | ) | (71,083 | ) | |||||||
Loss on debt extinguishment | — | (28,196 | ) | — | |||||||||
Other income | 287 | 685 | 3,621 | ||||||||||
Income (loss) before income taxes | 44,123 | (8,358 | ) | (25,345 | ) | ||||||||
Income tax expense (benefit) | 16,682 | (1,480 | ) | (9,851 | ) | ||||||||
Net income (loss) | $ | 27,441 | $ | (6,878 | ) | $ | (15,494 | ) | |||||
Segment Adjusted EBITDA | |||||||||||||
SCM | $ | 189,393 | $ | 176,893 | $ | 165,672 | |||||||
RCM | 62,551 | 59,451 | 49,635 | ||||||||||
Total Segment Adjusted EBITDA | $ | 251,944 | $ | 236,344 | $ | 215,307 | |||||||
Corporate | (31,103 | ) | (29,006 | ) | (31,202 | ) | |||||||
Total Adjusted EBITDA(1) | $ | 220,841 | $ | 207,338 | $ | 184,105 | |||||||
-1 | These are non-GAAP measures. See “Use of Non-GAAP Financial Measures” section for additional information. | ||||||||||||
-2 | Other service fees primarily consists of consulting, services and technology fees. | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Capital expenditures(1): | |||||||||||||
SCM | $ | 16,181 | $ | 19,141 | $ | 14,080 | |||||||
RCM | 38,345 | 35,180 | 16,697 | ||||||||||
Corporate | 4,292 | 12,105 | 18,196 | ||||||||||
Total | $ | 58,818 | $ | 66,426 | $ | 48,973 | |||||||
-1 | Capital expenditures consist of purchases of property and equipment and capitalized software development costs (internal and external use). | ||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Financial Position: | |||||||||||||
Accounts receivable, net | |||||||||||||
SCM | $ | 38,319 | $ | 38,845 | |||||||||
RCM | 49,314 | 56,996 | |||||||||||
Corporate | 3 | 505 | |||||||||||
Total accounts receivable, net | 87,636 | 96,346 | |||||||||||
Other assets | |||||||||||||
SCM | 955,252 | 995,479 | |||||||||||
RCM | 503,359 | 479,640 | |||||||||||
Corporate | 67,502 | 106,772 | |||||||||||
Total other assets | 1,526,113 | 1,581,891 | |||||||||||
Total assets | $ | 1,613,749 | $ | 1,678,237 | |||||||||
SCM accrued revenue share obligation | $ | 77,398 | $ | 74,274 | |||||||||
Deferred revenue | |||||||||||||
SCM | 22,775 | 28,229 | |||||||||||
RCM | 40,117 | 41,920 | |||||||||||
Total deferred revenue | 62,892 | 70,149 | |||||||||||
Notes payable | 439,500 | 560,000 | |||||||||||
Bonds payable | 325,000 | 325,000 | |||||||||||
Other liabilities | |||||||||||||
SCM | 36,393 | 28,354 | |||||||||||
RCM | 26,113 | 19,453 | |||||||||||
Corporate | 156,664 | 167,384 | |||||||||||
Total other liabilities | 219,170 | 215,191 | |||||||||||
Total liabilities | $ | 1,123,960 | $ | 1,244,614 | |||||||||
Segment Adjusted EBITDA to Consolidated Net (Loss) Income | ' | ||||||||||||
The following table reconciles Segment Adjusted EBITDA to consolidated net income (loss) for each of the fiscal years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
SCM Adjusted EBITDA | $ | 189,393 | $ | 176,893 | $ | 165,672 | |||||||
RCM Adjusted EBITDA | 62,551 | 59,451 | 49,635 | ||||||||||
Total Segment Adjusted EBITDA | 251,944 | 236,344 | 215,307 | ||||||||||
Depreciation | (29,948 | ) | (19,991 | ) | (16,861 | ) | |||||||
Depreciation (included in cost of revenue) | (2,157 | ) | (1,859 | ) | (1,225 | ) | |||||||
Amortization of intangibles | (62,723 | ) | (72,652 | ) | (80,510 | ) | |||||||
Amortization of intangibles (included in cost of revenue) | — | (557 | ) | (557 | ) | ||||||||
Interest expense, net of interest income(1) | — | 4 | 14 | ||||||||||
Income tax expense | (52,600 | ) | (22,988 | ) | (31,253 | ) | |||||||
Share-based compensation expense(2) | (7,922 | ) | (5,097 | ) | (3,193 | ) | |||||||
Purchase accounting adjustments(3) | — | — | (6,245 | ) | |||||||||
RCM management restructuring expenses(4) | — | — | (1,646 | ) | |||||||||
Restructuring, acquisition and integration-related expenses(5) | (10,070 | ) | (6,348 | ) | (24,747 | ) | |||||||
Total reportable segment net income | 86,524 | 106,856 | 49,084 | ||||||||||
Corporate net loss | (59,083 | ) | (113,734 | ) | (64,578 | ) | |||||||
Consolidated net income (loss) | $ | 27,441 | $ | (6,878 | ) | $ | (15,494 | ) | |||||
-1 | Interest income is included in other income (expense) and is not netted against interest expense in our consolidated statements of operations. | ||||||||||||
-2 | Represents non-cash share-based compensation to both employees and directors. We believe excluding this non-cash expense allows us to compare our operating performance without regard to the impact of share-based compensation, which varies from period to period based on amount and timing of grants. | ||||||||||||
-3 | Upon acquiring Broadlane, we made certain purchase accounting adjustments that reflect the fair value of administrative fees related to client purchases that occurred prior to November 16, 2010 but were reported to us subsequent to that date. Under our revenue recognition accounting policy, which is in accordance with GAAP, these administrative fees would be ordinarily recorded as revenue when reported to us; however, the acquisition method of accounting requires us to estimate the amount of purchases occurring prior to the transaction date and to record the fair value of the administrative fees to be received from those purchases as an account receivable (as opposed to recognizing revenue when these transactions are reported to us) and recording any corresponding revenue share obligation as a liability. | ||||||||||||
For the fiscal year ended December 31, 2011, the $6,245 represents the net amount of: (i) $9,451 in gross administrative fees and $1,582 in other service fees based on vendor reporting received from January 1, 2011 through November 15, 2011 related to purchases made prior to the acquisition date; and (ii) a corresponding revenue share obligation of $4,788. | |||||||||||||
-4 | Amount represents restructuring costs consisting of severance that resulted from certain management changes within our RCM segment. | ||||||||||||
-5 | For the fiscal years ended December 31, 2013, 2012 and 2011, represents the amount attributable to acquisition and integration-related costs which include costs such as severance, retention, salaries relating to redundant positions, certain performance-related salary-based compensation, operating infrastructure costs and facility consolidation costs. |
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||
Fair Value of Outstanding Derivative Instruments | ' | ||||||||||||
The following table presents the fair value of our outstanding derivative instruments as of December 31, 2013 and 2012: | |||||||||||||
Balance Sheet Location | Fair Value of Financial | ||||||||||||
Instruments | |||||||||||||
As of | As of | ||||||||||||
December | December | ||||||||||||
31, 2013 | 31, 2012 | ||||||||||||
Derivative Liabilities | |||||||||||||
Derivatives designated as hedging | Other long term liabilities | $ | — | $ | — | ||||||||
instruments—interest rate contracts | |||||||||||||
Derivative Instruments Designated as Cash Flow Hedges on Income and AOCI | ' | ||||||||||||
The effects of derivative instruments designated as cash flow hedges on income and AOCI are summarized below: | |||||||||||||
Fiscal Year Ended December 31, | |||||||||||||
Derivatives designated as cash flow hedges | 2013 | 2012 | 2011 | ||||||||||
Total unrealized loss recognized in other comprehensive income—interest rate contracts | $ | — | $ | (1,166 | ) | $ | (4,061 | ) | |||||
Total realized loss reclassified into earnings—interest rate contracts | $ | — | $ | 5,227 | $ | — |
Valuation_and_Qualifying_Accou1
Valuation and Qualifying Accounts (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Allowance for Doubtful Accounts [Member] | ' | ||||||||||||||||
Valuation and Qualifying Accounts | ' | ||||||||||||||||
Valuation and Qualifying Accounts | |||||||||||||||||
Allowance for Doubtful Accounts | Balance at | Charged to Bad | Writeoffs Net of | Balance at End | |||||||||||||
Beginning of | Debt(1) | Recoveries(2) | of Year | ||||||||||||||
Year | |||||||||||||||||
Year ended December 31, 2013 | $ | 3,046 | $ | — | $ | (478 | ) | $ | 2,568 | ||||||||
Year ended December 31, 2012 | 3,891 | 735 | (1,580 | ) | 3,046 | ||||||||||||
Year ended December 31, 2011 | 5,256 | 181 | (1,546 | ) | 3,891 | ||||||||||||
-1 | Additions to the allowance account through the normal course of business are charged to expense. | ||||||||||||||||
-2 | Write-offs reduce the balance of accounts receivable and the related allowance for doubtful accounts indicating management’s belief that specific balances are not recoverable. | ||||||||||||||||
Customer Allowance and Return Reserve [Member] | ' | ||||||||||||||||
Valuation and Qualifying Accounts | ' | ||||||||||||||||
Client Allowance and Return Reserve | Balance at | Charged to Net | Writeoffs(2) | Balance at End | |||||||||||||
Beginning of | Revenue(1) | of Year | |||||||||||||||
Year | |||||||||||||||||
Year ended December 31, 2013 | $ | 2,759 | $ | 1,675 | $ | (1,761 | ) | $ | 2,673 | ||||||||
Year ended December 31, 2012 | 2,129 | 2,126 | (1,496 | ) | 2,759 | ||||||||||||
Year ended December 31, 2011 | 1,243 | 4,573 | (3,687 | ) | 2,129 | ||||||||||||
-1 | Includes client service allowance and sales returns. Additions to the allowance through the normal course of business reduce net revenue. | ||||||||||||||||
-2 | Write-offs reduce the balance of the client allowance and return reserve. | ||||||||||||||||
Self Insurance Accrual [Member] | ' | ||||||||||||||||
Valuation and Qualifying Accounts | ' | ||||||||||||||||
Self Insurance Accrual (1) | Balance at | Charged to | Claims Payments | Balance at End of | |||||||||||||
Beginning of | expense(2) | -3 | Year | ||||||||||||||
Year | |||||||||||||||||
Year ended December 31, 2013 | $ | 2,621 | $ | 25,161 | $ | (24,961 | ) | $ | 2,821 | ||||||||
Year ended December 31, 2012 | 2,966 | 25,505 | (25,850 | ) | 2,621 | ||||||||||||
Year ended December 31, 2011 | 2,066 | 22,347 | (21,447 | ) | 2,966 | ||||||||||||
-1 | We have a self-insurance policy to cover our employees’ medical and dental insurance. | ||||||||||||||||
-2 | Estimates of insurance claims expected to be incurred through the normal course of business are charged to expense. | ||||||||||||||||
-3 | Actual insurance claims payments reduce the self-insurance accrual. |
Quarterly_Financial_Informatio1
Quarterly Financial Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Information | ' | ||||||||||||||||
Unaudited summarized financial data by quarter for the years ended December 31, 2013 and 2012 is as follows: | |||||||||||||||||
Fiscal 2013 | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net revenue | $ | 172,837 | $ | 170,742 | $ | 166,371 | $ | 170,466 | |||||||||
Gross profit | 138,569 | 133,246 | 128,125 | 128,526 | |||||||||||||
Net income | 7,704 | 5,084 | 6,902 | 7,751 | |||||||||||||
Net income per basic share | $ | 0.13 | $ | 0.09 | $ | 0.12 | $ | 0.13 | |||||||||
Net income per diluted share | $ | 0.13 | $ | 0.08 | $ | 0.11 | $ | 0.13 | |||||||||
Fiscal 2012 | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net revenue | $ | 149,890 | $ | 163,010 | $ | 163,441 | $ | 163,780 | |||||||||
Gross profit | 118,607 | 128,280 | 128,871 | 125,745 | |||||||||||||
Net (loss) income | (239 | ) | 2,251 | 5,464 | (14,354 | ) | |||||||||||
Net income (loss) per basic share | $ | 0 | $ | 0.04 | $ | 0.09 | $ | (0.25 | ) | ||||||||
Net income (loss) per diluted share | $ | 0 | $ | 0.04 | $ | 0.09 | $ | (0.25 | ) | ||||||||
Description_of_Business_and_Si3
Description of Business and Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Maturity period of liquid instruments | 'Three months or less | ' | ' | ' |
Cash and cash equivalents | $2,790 | $13,734 | $62,947 | $46,836 |
Swing-line balance | 0 | 0 | ' | ' |
Revolving credit facility | 10,000 | 10,000 | ' | ' |
Outstanding checks recorded as accrued expenses | 0 | 0 | ' | ' |
Concentration of credit risk arising from cash deposit held in excess of federally insured amounts | 2,290 | ' | ' | ' |
Average customer relationship service period | '6 years | ' | ' | ' |
Contract subscription period, Minimum | '2 years | ' | ' | ' |
Contract subscription period, Maximum | '6 years | ' | ' | ' |
Finite-lived intangible assets, useful life | '3 years | '4 years | ' | ' |
Goodwill or indefinite-lived intangible asset impairments | 0 | 0 | 0 | ' |
Period of preliminary purchase price measurement | 'Up to one year | ' | ' | ' |
Contingent deferred revenue | 6,516 | 8,284 | ' | ' |
Advertising expense | 3,196 | 2,750 | 2,611 | ' |
Plan contribution | $6,062 | $5,175 | $4,327 | ' |
Employer matching contribution for each dollar contributed by employee | '50 cents for each dollar | ' | ' | ' |
Percentage of compensation contributed by employees to determine employers contribution | 6.00% | ' | ' | ' |
Trade Name [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | ' | '1 year | ' | ' |
Maximum [Member] | Customers Base [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '14 years | ' | ' | ' |
Maximum [Member] | Trade Name [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '3 years | ' | ' | ' |
Maximum [Member] | Software [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '5 years | ' | ' | ' |
Maximum [Member] | Developed Technology [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '7 years | ' | ' | ' |
Minimum [Member] | Customers Base [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '7 years | ' | ' | ' |
Minimum [Member] | Trade Name [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '2 years | ' | ' | ' |
Minimum [Member] | Developed Technology [Member] | ' | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' | ' |
Finite-lived intangible assets, useful life | '3 years | ' | ' | ' |
Description_of_Business_and_Si4
Description of Business and Significant Accounting Policies - Net Administrative Fee Revenues (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Accounting Policies [Abstract] | ' | ' | ' |
Gross administration fees | $472,113 | $427,698 | $384,560 |
Less: Revenue share obligation | -182,638 | -160,783 | -134,961 |
Administrative fees, net | $289,475 | $266,915 | $249,599 |
Description_of_Business_and_Si5
Description of Business and Significant Accounting Policies - Depreciation of Property and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Buildings [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | '30 years |
Furniture and Fixtures [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | '7 years |
Leasehold Improvements [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | 'Term of lease |
Minimum [Member] | Computer and Equipment [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | '5 years |
Minimum [Member] | Purchased Software and Capitalized Software Development Costs (Internal Use) [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | '3 years |
Maximum [Member] | Computer and Equipment [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | '7 years |
Maximum [Member] | Purchased Software and Capitalized Software Development Costs (Internal Use) [Member] | ' |
Depreciation Amortization Impairment [Line Items] | ' |
Property Plant And Equipment Useful Life | '5 years |
Description_of_Business_and_Si6
Description of Business and Significant Accounting Policies - Summary of Deferred Revenue (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, total | $62,892 | $70,149 |
Less: Deferred revenue, current portion | -46,523 | -55,756 |
Deferred revenue, non-current portion | 16,369 | 14,393 |
Software and Implementation Fees [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, total | 27,393 | 24,468 |
Service Fees [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, total | 22,363 | 26,135 |
Administrative Fees [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, total | 10,935 | 14,672 |
Other Fees [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, total | $2,201 | $4,874 |
Property_and_Equipment_Propert
Property and Equipment - Property and Equipment, Net (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property Plant And Equipments [Abstract] | ' | ' |
Land (Note 6) | $1,200 | $1,200 |
Buildings (Note 6) | 8,821 | 8,821 |
Furniture and fixtures | 14,130 | 18,914 |
Computers and equipment | 58,710 | 59,220 |
Leasehold improvements | 20,700 | 10,849 |
Purchased software | 30,931 | 26,357 |
Capitalized software development costs (internal use) | 147,828 | 113,825 |
Property and equipment, gross | 282,320 | 239,186 |
Accumulated depreciation and amortization | -124,573 | -104,825 |
Property and equipment, net | $157,747 | $134,361 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Capitalized cost of computer software development | $38,944 | $37,181 | ' |
leasehold improvement depreciated on a straight line basis | '15 years | ' | ' |
Property and equipment | 157,747 | 134,361 | ' |
Accumulated amortization related to capitalized costs of software developed for internal use | 57,823 | 39,408 | ' |
Impairment charges related to property and equipment | 3,551 | ' | ' |
Impairment charges related to property and equipment | 0 | 0 | ' |
Capitalized software development costs (external use) | 4,399 | 3,024 | ' |
Accumulated amortization related to capitalized costs of software developed for external use | 10,714 | 8,557 | ' |
Capitalized software development costs | 147,828 | 113,825 | ' |
Cost of revenue related to amortization of software (external use) | 2,157 | 1,859 | 1,225 |
Facility Consolidation [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Tenant allowance related to an operating lease | 10,378 | ' | ' |
Property and equipment | 9,802 | ' | ' |
Broadlane Acquisition [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Impairment charges related to property and equipment | 1,939 | ' | ' |
Software [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Impairment charges related to property and equipment | $1,612 | ' | ' |
Goodwill_Components_of_Goodwil
Goodwill - Components of Goodwill (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Goodwill, net | $1,027,847 | $1,027,847 |
Goodwill_Changes_in_Goodwill_D
Goodwill - Changes in Goodwill (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Goodwill [Line Items] | ' | ' |
Balance | $1,027,847 | $1,027,847 |
Consolidated [Member] | ' | ' |
Goodwill [Line Items] | ' | ' |
Balance | 1,027,847 | ' |
SCM [Member] | ' | ' |
Goodwill [Line Items] | ' | ' |
Balance | 645,202 | ' |
RCM [Member] | ' | ' |
Goodwill [Line Items] | ' | ' |
Balance | $382,645 | ' |
Goodwill_Additional_Informatio
Goodwill - Additional Information (Detail) (RCM [Member]) | 0 Months Ended |
Oct. 02, 2013 | |
RCM [Member] | ' |
Goodwill [Line Items] | ' |
Percentage of estimated Fair value of revenue cycle services exceeding carrying value | 10.00% |
Other_Intangible_Assets_Intang
Other Intangible Assets - Intangible Assets with Definite Lives (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted Average Remaining Amortization Period (Years) | '3 years | '4 years |
Gross Carrying Amount | $523,847 | $551,347 |
Accumulated Amortization | -256,407 | -221,184 |
Net | 267,440 | 330,163 |
Customer Base [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted Average Remaining Amortization Period (Years) | '3 years | '4 years |
Gross Carrying Amount | 510,547 | 510,547 |
Accumulated Amortization | -248,094 | -191,219 |
Net | 262,453 | 319,328 |
Developed Technology [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted Average Remaining Amortization Period (Years) | '2 years | '2 years |
Gross Carrying Amount | 13,300 | 36,500 |
Accumulated Amortization | -8,313 | -26,919 |
Net | 4,987 | 9,581 |
Trade Name [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted Average Remaining Amortization Period (Years) | ' | '1 year |
Gross Carrying Amount | ' | 4,300 |
Accumulated Amortization | ' | -3,046 |
Net | ' | $1,254 |
Other_Intangible_Assets_Additi
Other Intangible Assets - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | $62,723 | $72,652 | $80,510 |
SCM [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | 4,300 | ' | ' |
RCM [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | 23,200 | ' | ' |
Developed Technology [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | 62,723 | 73,209 | 81,067 |
Cost of revenue related to amortization of developed technology | 0 | 557 | 557 |
Developed Technology [Member] | Scm And Rcm [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | ' | 12,677 | ' |
Developed Technology [Member] | SCM [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | ' | 8,777 | ' |
Developed Technology [Member] | RCM [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | ' | 3,900 | ' |
Customer Base [Member] | RCM [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | ' | 6,000 | ' |
Non-compete Agreements [Member] | SCM [Member] | ' | ' | ' |
Goodwill And Other Intangibles [Line Items] | ' | ' | ' |
Reduction in gross carrying amount and related accumulated amortization Amortization expense recognized | ' | $2,900 | ' |
Other_Intangible_Assets_Future
Other Intangible Assets - Future Amortization Expense of Definite-Lived Intangible Assets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
2014 | $55,042 | ' |
2015 | 49,205 | ' |
2016 | 41,812 | ' |
2017 | 37,217 | ' |
2018 | 32,756 | ' |
Thereafter | 51,408 | ' |
Net | $267,440 | $330,163 |
Restructuring_Acquisition_and_2
Restructuring Acquisition and Integration-Related Expenses - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||
Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 31, 2012 | Dec. 31, 2013 | |
sqft | Facility Consolidation [Member] | Facility Consolidation [Member] | Facility Consolidation [Member] | Employee-related Costs [Member] | Employee-related Costs [Member] | Employee-related Costs [Member] | System Migration and Integration [Member] | System Migration and Integration [Member] | System Migration and Integration [Member] | Broadlane Acquisition [Member] | Broadlane Acquisition [Member] | ||||
Facility Consolidation [Member] | |||||||||||||||
Restructuring Acquisition And Integration Charges [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance of deferred purchase consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $120,136,000 | ' |
Charges incurred | ' | 10,070,000 | 6,348,000 | 24,551,000 | 6,891,000 | 62,000 | 6,439,000 | 807,000 | 3,276,000 | 14,207,000 | 2,372,000 | 3,010,000 | 5,551,000 | ' | ' |
Cash compensation and other employee benefit cost | ' | ' | ' | ' | ' | ' | ' | 570,000 | ' | ' | ' | ' | ' | ' | ' |
Share based compensation and other employee benefit cost | ' | ' | ' | ' | ' | ' | ' | 920,000 | ' | ' | ' | ' | ' | ' | ' |
Severance and other employee benefits cost | ' | ' | ' | ' | ' | ' | ' | 807,000 | 3,276,000 | 14,207,000 | 2,372,000 | 3,010,000 | 5,551,000 | ' | ' |
Current liabilities on Severance and other employee benefits cost | ' | ' | ' | ' | ' | ' | ' | 620,000 | ' | ' | ' | ' | ' | ' | ' |
Impaired development projects write-off | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -389,000 |
Area of office space | 231,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial term of lease agreement | 'Fifteen years plus | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extension period for lease agreement | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tenant allowance included in property and equipment | ' | ' | ' | ' | 10,378,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment | ' | 157,747,000 | 134,361,000 | ' | 9,802,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance included in other accrued expenses | ' | 12,126,000 | 14,145,000 | ' | 692,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance included in other long term liabilities | ' | 11,272,000 | 801,000 | ' | 9,110,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated exit costs | ' | ' | ' | ' | 6,891,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-cash adjustment of accrued rent | ' | ' | ' | ' | 119,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Previously accrued rent | ' | ' | ' | ' | 1,669,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility assets write off | ' | ' | ' | ' | ($1,550,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring_Acquisition_and_3
Restructuring Acquisition and Integration-Related Expenses - Schedule of Restructuring Activities (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Restructuring Reserve Accrued, Beginning Balance | $1,432,000 | $5,070,000 | $3,488,000 |
Charges incurred | 10,070,000 | 6,348,000 | 24,551,000 |
Adjustments | -270,000 | ' | ' |
Cash payments | -10,612,000 | -9,986,000 | -24,615,000 |
Restructuring Reserve Accrued, Ending Balance | 620,000 | 1,432,000 | 5,070,000 |
Employee-related Costs [Member] | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Restructuring Reserve Accrued, Beginning Balance | 995,000 | 2,908,000 | 3,488,000 |
Charges incurred | 807,000 | 3,276,000 | 14,207,000 |
Adjustments | ' | ' | ' |
Cash payments | -1,182,000 | -5,189,000 | -14,787,000 |
Restructuring Reserve Accrued, Ending Balance | 620,000 | 995,000 | 2,908,000 |
System Migration and Integration [Member] | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Restructuring Reserve Accrued, Beginning Balance | 305,000 | 216,000 | ' |
Charges incurred | 2,372,000 | 3,010,000 | 5,551,000 |
Adjustments | -389,000 | ' | ' |
Cash payments | -2,288,000 | -2,921,000 | -5,335,000 |
Restructuring Reserve Accrued, Ending Balance | ' | 305,000 | 216,000 |
Facility Consolidation [Member] | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Restructuring Reserve Accrued, Beginning Balance | 132,000 | 1,946,000 | ' |
Charges incurred | 6,891,000 | 62,000 | 6,439,000 |
Adjustments | 119,000 | ' | ' |
Cash payments | -7,142,000 | -1,876,000 | -4,493,000 |
Restructuring Reserve Accrued, Ending Balance | ' | $132,000 | $1,946,000 |
Notes_and_Bonds_Payable_Summar
Notes and Bonds Payable - Summary of Notes Payable (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total notes payable | $439,500 | $560,000 |
Bonds payable | 325,000 | 325,000 |
Total notes and bonds payable | 764,500 | 885,000 |
Less: current portions | -15,500 | -15,500 |
Total long-term notes and bonds payable | 749,000 | 869,500 |
Term A Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total notes payable | 237,500 | 250,000 |
Total notes and bonds payable | 237,500 | ' |
Term B Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total notes payable | 192,000 | 300,000 |
Total notes and bonds payable | 192,000 | ' |
Revolving Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total notes payable | 10,000 | 10,000 |
Total notes and bonds payable | $10,000 | ' |
Notes_and_Bonds_Payable_Additi
Notes and Bonds Payable - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Debt Instrument [Line Items] | ' | ' | ' |
Amount drawn on revolving credit facility | $10,000 | ' | ' |
Maturity date of debt instrument | 15-Nov-18 | ' | ' |
Outstanding letter of credit under credit facility | 189,000 | ' | ' |
Undrawn letters of credit outstanding amount | 1,000 | ' | ' |
Scheduled principal payments | 15,500 | ' | ' |
Percentage of pledged equity securities of foreign subsidiary | 65.00% | ' | ' |
Percentage of interest rate on bonds payable | 8.00% | ' | ' |
Debt issuance costs | 17,266 | ' | ' |
Amortization of debt issuance costs | 3,807 | 7,390 | 7,445 |
Write-off of unamortized debt issuance costs | ' | 19,987 | ' |
Total interest paid | 45,185 | 58,890 | ' |
Purchase of office building and adjoining retail space under lease agreement | 9,274 | ' | ' |
Letter of credit related with new lease agreement | 1,000 | ' | ' |
Period of lease agreement | '10 years | ' | ' |
Commission on sale of building | 501 | ' | ' |
Deferred Financing costs | 386 | ' | ' |
Amount of financial obligation decretion | 243 | 221 | ' |
Lease extension increased at amendment | 1,121 | ' | ' |
Lease payments included as interest expense | 676 | 676 | 665 |
Rental income and additional interest expense on the retail space | 438 | ' | ' |
Future undiscounted payments under lease agreement | 2,422 | ' | ' |
Debt Instrument, Redemption, Period One [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Percentage of Principal Amount for Redemption price | 100.00% | ' | ' |
Maximum [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Percentage of consolidated tangible assets and revenues of subsidiaries not providing guarantees | 2.50% | ' | ' |
Minimum [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Percentage of consolidated earnings before interest taxes depreciation and amortization on consolidated basis of immaterial subsidiaries not providing guarantees | 5.00% | ' | ' |
Senior Notes Due 2018 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Principal amount of senior notes | 325,000 | ' | ' |
Percentage owned by subsidiary guarantor | 100.00% | ' | ' |
Repurchase percentage of aggregate principal amount plus accrued and unpaid interest | 101.00% | ' | ' |
Percentage of par value on senior notes | 108.00% | ' | ' |
Term A Facility [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Notes payable | 237,500 | ' | ' |
Weighted average interest rate of senior term loan facility | 2.61% | ' | ' |
Term B Facility [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Notes payable | 192,000 | ' | ' |
Voluntary prepayment on Term B Facility | 105,000 | ' | ' |
Weighted average interest rate of senior term loan facility | 4.00% | ' | ' |
Revolving Credit Facility [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Notes payable | $10,000 | ' | ' |
Maturity date of debt instrument | 13-Dec-17 | ' | ' |
Weighted average interest rate of senior term loan facility | 2.59% | ' | ' |
Notes_and_Bonds_Payable_Percen
Notes and Bonds Payable - Percentage of Redemption Prices (Detail) (Senior Notes Due 2018 [Member]) | 12 Months Ended |
Dec. 31, 2013 | |
Senior Notes Due 2018 [Member] | ' |
Debt Instrument [Line Items] | ' |
2014 | 104.00% |
2015 | 102.00% |
2016 and thereafter | 100.00% |
Notes_and_Bonds_Payable_Debt_M
Notes and Bonds Payable - Debt Maturities and Scheduled Principal Repayments (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Principal Payment in 2014 | $15,500 | ' |
Principal Payment in 2015 | 21,750 | ' |
Principal Payment in 2016 | 28,000 | ' |
Principal Payment in 2017 | 194,250 | ' |
Principal Payment in 2018 | 328,000 | ' |
Thereafter | 177,000 | ' |
Total notes and bonds payable | 764,500 | 885,000 |
Term A Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Payment in 2014 | 12,500 | ' |
Principal Payment in 2015 | 18,750 | ' |
Principal Payment in 2016 | 25,000 | ' |
Principal Payment in 2017 | 181,250 | ' |
Principal Payment in 2018 | ' | ' |
Thereafter | ' | ' |
Total notes and bonds payable | 237,500 | ' |
Term B Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Payment in 2014 | 3,000 | ' |
Principal Payment in 2015 | 3,000 | ' |
Principal Payment in 2016 | 3,000 | ' |
Principal Payment in 2017 | 3,000 | ' |
Principal Payment in 2018 | 3,000 | ' |
Thereafter | 177,000 | ' |
Total notes and bonds payable | 192,000 | ' |
Revolving Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Payment in 2014 | ' | ' |
Principal Payment in 2015 | ' | ' |
Principal Payment in 2016 | ' | ' |
Principal Payment in 2017 | 10,000 | ' |
Principal Payment in 2018 | ' | ' |
Thereafter | ' | ' |
Total notes and bonds payable | 10,000 | ' |
Senior Unsecured Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Payment in 2014 | ' | ' |
Principal Payment in 2015 | ' | ' |
Principal Payment in 2016 | ' | ' |
Principal Payment in 2017 | ' | ' |
Principal Payment in 2018 | 325,000 | ' |
Thereafter | ' | ' |
Total notes and bonds payable | $325,000 | ' |
Notes_and_Bonds_Payable_Future
Notes and Bonds Payable - Future Payments of Finance Obligation (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Debt Disclosure [Abstract] | ' |
2014 | $1,114 |
2015 | 1,114 |
2016 | 1,114 |
2017 | 8,600 |
Total | 11,942 |
Less: Amounts representing interest | -2,906 |
Net present value of capital lease obligation | 9,036 |
Less: Amount representing current portion | -255 |
Finance obligation, less current portion | $8,781 |
Commitment_and_Contingencies_F
Commitment and Contingencies - Future Minimum Rental Payments Under Operating Leases (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $11,780 |
2015 | 10,461 |
2016 | 7,244 |
2017 | 7,035 |
2018 | 6,119 |
Thereafter | 44,996 |
Total | $87,635 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Commitments And Contingencies Disclosure [Abstract] | ' | ' | ' |
Rent expense | $16,635 | $11,060 | $18,145 |
lease termination fees included in rent expenses | 5,341 | ' | 6,440 |
Insurance settlement received related to litigation | ' | ' | $3,340 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Aug. 23, 2011 | Dec. 31, 2013 | Dec. 31, 2012 |
Equity [Abstract] | ' | ' | ' |
Preferred stock, shares authorized | ' | 50,000,000 | ' |
Preferred stock, Par value | ' | $0.01 | ' |
Preferred stock, issued | ' | 0 | 0 |
Preferred stock, outstanding | ' | 0 | 0 |
Warrants outstanding | ' | 0 | ' |
Common stock shares issed in connection with exercise of warrants | ' | 13,000 | ' |
Authorized amount for share repurchase program, maximum | $25,000 | ' | ' |
Stockholders_Equity_Summary_of
Stockholders' Equity - Summary of Cost of Share Purchased (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Equity [Abstract] | ' | ' | ' |
Number of shares repurchased | ' | 62,334 | ' |
Cost of shares repurchased | ' | $600 | $5,306 |
ShareBased_Compensation_Additi
Share-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Number of share based compensation plans | 3 | ' | ' | ' |
Non- compensation expense | $14,496 | $10,291 | $5,023 | ' |
Income tax benefit recognized from equity awards | 5,365 | 3,853 | 1,878 | ' |
Capitalized share-based compensation expenses | 0 | 0 | 0 | ' |
Shares reserved under 2008 equity incentive plan available for grant | 5,500,000 | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '5 years | ' | ' | ' |
Share-based Payment Award, Contractual Terms | 'Seven-year contractual terms | ' | ' | ' |
Aggregate exercise price of stock issued in connection with exercise of stock options | 10,116 | 7,684 | 1,975 | ' |
Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '1 year | ' | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '5 years | ' | ' | ' |
Restricted Stock [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares reserved under 2008 equity incentive plan available for grant | 1,160,000 | ' | ' | ' |
Weighted Average Grant Date Fair Value, Granted | $18.44 | ' | ' | ' |
Tax liability paid | 1,871 | ' | ' | ' |
Service-Based Restricted Shares Vesting Each Month Through December 31, 2013 [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares reserved under 2008 equity incentive plan available for grant | 50,000 | ' | ' | ' |
Service-Based Restricted Shares [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares reserved under 2008 equity incentive plan available for grant | 435,000 | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '3 years | ' | ' | ' |
Performance-Based Restricted Shares [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares reserved under 2008 equity incentive plan available for grant | 337,500 | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '3 years | ' | ' | ' |
Performance-Based Restricted Shares [Member] | Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Percentage to earn from performance-based equity awards | 50.00% | ' | ' | ' |
Performance-Based Restricted Shares [Member] | Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Percentage to earn from performance-based equity awards | 100.00% | ' | ' | ' |
Performance-Based Restricted Shares Using EBITDA Performance Metric [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares reserved under 2008 equity incentive plan available for grant | 337,500 | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '3 years | ' | ' | ' |
Performance-Based Restricted Shares Using EBITDA Performance Metric [Member] | Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Percentage to earn from performance-based equity awards | 50.00% | ' | ' | ' |
Performance-Based Restricted Shares Using EBITDA Performance Metric [Member] | Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Percentage to earn from performance-based equity awards | 100.00% | ' | ' | ' |
Common Stock Option Awards [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Share-based Payment Award, Award Vesting Period | '5 years | ' | ' | ' |
Period of option awards vested over continuous service | '10 years | ' | ' | ' |
Total unrecognized compensation expense | 40 | ' | ' | ' |
Total unrecognized compensation expense will be recognized over a weighted-average period | '1 year | ' | ' | ' |
Intrinsic value of options granted | $0 | $0 | $0 | ' |
Service based stock options issued | 0 | 0 | 0 | ' |
Fair value of stock options vested | 737 | 2,246 | 3,543 | ' |
Stock issued in connection with exercise of Stock Options | 1,364,000 | 1,336,000 | 373,000 | ' |
Aggregate exercise price of stock issued in connection with exercise of stock options | 14,808 | 10,618 | 2,155 | ' |
Total intrinsic value of stock options exercised | 14,180 | 10,606 | 3,655 | ' |
Employee Stock Purchase Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Non- compensation expense | 0 | 0 | 0 | ' |
Percentage of price per share of the common stock sold to participating employees | ' | ' | ' | 95.00% |
Period required for holding stock purchases as per the plan | '18 months | ' | ' | ' |
Shares reserved under 2008 equity incentive plan available for grant | 500,000 | ' | ' | ' |
Shares of common stock purchased | 24,700 | 25,400 | ' | ' |
Shares of common stock purchased, amount | $482 | $372 | ' | ' |
SSARS Awards [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of shares vested | 3,529 | 4,291 | 4,080 | ' |
Total unrecognized compensation expense | 2,404 | ' | ' | ' |
Total unrecognized compensation expense will be recognized over a weighted-average period | '1 year 7 months 6 days | ' | ' | ' |
SSARs issued | 3,000 | 653,000 | 926,000 | ' |
Weighted-average fair value of each stock option awards | $7.15 | $6.07 | $6.02 | ' |
Common stock shares issued | 267,000 | 19,000 | 1,000 | ' |
Number of shares, Exercised | 1,340,000 | 173,000 | 9,000 | ' |
Tax liability paid | 2,821 | ' | ' | ' |
Restricted Common Stock Awards [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Weighted Average Grant Date Fair Value, Granted | $18.44 | $14 | $15.58 | ' |
Restricted stock award, gross | 1,211,000 | 438,000 | 239,000 | ' |
Fair value of shares vested | 5,732 | 10,584 | 687 | ' |
Total unrecognized compensation expense | $9,668 | ' | ' | ' |
Total unrecognized compensation expense will be recognized over a weighted-average period | '1 year 4 months 24 days | ' | ' | ' |
ShareBased_Compensation_Summar
Share-Based Compensation - Summary of Total Share-Based Compensation Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Shareholders Equity And Share Based Payments [Line Items] | ' | ' | ' |
Total share-based compensation expense | $14,496 | $10,291 | $5,023 |
Cost of Revenue [Member] | ' | ' | ' |
Shareholders Equity And Share Based Payments [Line Items] | ' | ' | ' |
Total share-based compensation expense | 3,866 | 2,165 | 1,362 |
Product Development [Member] | ' | ' | ' |
Shareholders Equity And Share Based Payments [Line Items] | ' | ' | ' |
Total share-based compensation expense | 635 | 181 | 267 |
Selling and Marketing [Member] | ' | ' | ' |
Shareholders Equity And Share Based Payments [Line Items] | ' | ' | ' |
Total share-based compensation expense | 2,251 | 1,489 | 559 |
General and Administrative [Member] | ' | ' | ' |
Shareholders Equity And Share Based Payments [Line Items] | ' | ' | ' |
Total share-based compensation expense | $7,744 | $6,456 | $2,835 |
ShareBased_Compensation_Summar1
Share-Based Compensation - Summary of Total Share-Based Compensation Expense (Parenthetical) (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2011 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' |
Noncash stock compensation expense | $6,537 |
ShareBased_Compensation_Fair_V
Share-Based Compensation - Fair Value of Equity Awards as of Date of Grant Using Black-Scholes Option-Pricing Model Assumptions (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Black Scholes Method Used [Line Items] | ' | ' | ' |
Range of calculated volatility, Minimum | 49.00% | 49.30% | 46.50% |
Range of calculated volatility, Maximum | ' | 51.60% | 49.28% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Range of risk free interest rate, Minimum | 0.72% | 0.62% | 0.88% |
Range of risk free interest rate, Maximum | ' | 0.92% | 2.30% |
Minimum [Member] | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Black Scholes Method Used [Line Items] | ' | ' | ' |
Range of expected term | '5 years | '4 years | '4 years |
Maximum [Member] | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Black Scholes Method Used [Line Items] | ' | ' | ' |
Range of expected term | ' | '5 years | '5 years |
ShareBased_Compensation_Summar2
Share-Based Compensation - Summary of Changes in Restricted Shares (Detail) (Restricted Stock [Member], USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Restricted Stock [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Number of shares outstanding, Beginning balance | 558,000 | ' |
Restricted common stock granted | 1,211,000 | ' |
Vested, Shares | -287,000 | ' |
Number of shares forfeited | -345,000 | ' |
Number of shares outstanding, Ending balance | 1,137,000 | 558,000 |
Weighted Average Grant Date Fair Value, Beginning balance | $14.78 | ' |
Weighted Average Grant Date Fair Value, Granted | $18.44 | ' |
Weighted Average Grant Date Fair Value, Vested | $15.68 | ' |
Weighted Average Grant Date Fair Value, forfeited | $18.03 | ' |
Weighted Average Grant Date Fair Value, Ending balance | $17.47 | $14.78 |
Weighted average remaining contractual term, SSARs outstanding | '3 years | '2 years |
Aggregate Intrinsic Value, shares outstanding, Ending balance | $22,546 | ' |
ShareBased_Compensation_Summar3
Share-Based Compensation - Summary of Changes in Restricted Shares (Parenthetical) (Detail) (Restricted Stock [Member], USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 |
Restricted Stock [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Restricted shares received | 94,000 |
Tax liability paid | $1,871 |
ShareBased_Compensation_Summar4
Share-Based Compensation - Summary of Changes in SSARs (Detail) (Stock-Settled Stock Appreciation Rights [Member], USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Stock-Settled Stock Appreciation Rights [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Number of shares outstanding, Beginning balance | 3,387,000 | ' |
Number of shares, Granted | 3,000 | ' |
Number of shares, Exercised | -1,340,000 | ' |
Number of shares, Forfeited | -300,000 | ' |
Number of shares outstanding, Ending balance | 1,750,000 | 3,387,000 |
SSARs exercisable, Ending Balance | 953,000 | ' |
Weighted Average Grant Date Fair Value, Beginning balance | $6.10 | ' |
Weighted Average Grant Date Fair Value, Granted | $7.15 | ' |
Weighted Average Grant Date Fair Value, Exercised | $5.60 | ' |
Weighted Average Grant Date Fair Value, forfeited | $6.62 | ' |
Weighted Average Grant Date Fair Value, Ending balance | $6.41 | $6.10 |
Weighted average grant date fair value, SSARs exercisable, Ending balance | $6.31 | ' |
Weighted average base price, Beginning balance | $16 | ' |
Weighted average base price, Granted | $16.77 | ' |
Weighted average grant date fair value, Exercised | $15.07 | ' |
Weighted average base price, Forfeited | $17.06 | ' |
Weighted average base price, Ending balance | $16.52 | ' |
Weighted average base price, SSARs exercisable, Ending balance | $17.28 | ' |
Weighted average remaining contractual term, SSARs outstanding | '4 years | '5 years |
Weighted average remaining contractual term, SSARs exercisable, Ending balance | '3 years | ' |
Aggregate intrinsic value, shares outstanding, Ending balance | $6,539 | ' |
Aggregate intrinsic value, SSARs exercisable, Ending balance | $2,989 | ' |
ShareBased_Compensation_Summar5
Share-Based Compensation - Summary of Changes in SSARs (Parenthetical) (Detail) (Stock-Settled Stock Appreciation Rights [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Stock-Settled Stock Appreciation Rights [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Tax liability paid | $2,821 |
ShareBased_Compensation_Summar6
Share-Based Compensation - Summary of Changes in Outstanding Options (Detail) (Common Stock Option Awards [Member], USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Common Stock Option Awards [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares outstanding, Beginning balance | 2,342,000 | ' |
Shares outstanding, Granted | ' | ' |
Stock issued in connection with exercise of Stock Options | -1,364,000 | ' |
Shares outstanding, Forfeited | -52,000 | ' |
Shares outstanding, Ending balance | 926,000 | 2,342,000 |
Options exercisable, Ending balance | 895,000 | ' |
Weighted average exercise price, Beginning balance | $11.31 | ' |
Weighted average exercise price, Granted | ' | ' |
Weighted average exercise price, Exercised | $10.86 | ' |
Weighted average exercise price, Forfeited | $12.76 | ' |
Weighted average exercise price, Ending balance | $11.89 | $11.31 |
Weighted average exercise price, Options exercisable, Ending balance | $11.57 | ' |
Weighted average remaining contractual term, Options outstanding | '4 years | '4 years |
Weighted average remaining contractual term, Options exercisable | '4 years | ' |
Aggregate intrinsic value, Options outstanding, Ending balance | $7,677 | ' |
Aggregate intrinsic value, Options exercisable, Ending balance | $7,646 | ' |
ShareBased_Compensation_Summar7
Share-Based Compensation - Summary of Exercise Price Range Weighted Average Exercise Price and Remaining Contractual Lives (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' | ' |
Range of exercise prices, Lower range | $1.56 | $1.56 | $0.63 |
Range of exercise prices, Upper range | $22.45 | $23.11 | $23.11 |
Number of options outstanding | 926,000 | 2,342,000 | 3,840,000 |
Weighted average exercise price | $11.89 | $11.31 | $10.28 |
Weighted average remaining contractual life | '3 years 8 months 12 days | '4 years 4 months 24 days | '5 years 2 months 12 days |
Income_Taxes_Components_of_Pro
Income Taxes - Components of Provision for Income Tax Expense (Benefit) (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current expense | ' | ' | ' |
Federal | $12,580 | $574 | $1,793 |
Foreign | ' | ' | 15 |
State | 2,089 | 1,158 | 1,075 |
Total current expense | 14,669 | 1,732 | 2,883 |
Deferred benefit | ' | ' | ' |
Federal | 1,791 | -3,110 | -10,886 |
State | 222 | -102 | -1,848 |
Total deferred expense (benefit) | 2,013 | -3,212 | -12,734 |
Provision for income taxes | $16,682 | ($1,480) | ($9,851) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes [Line Items] | ' | ' | ' |
Statutory federal income tax rate | 35.00% | 35.00% | 35.00% |
Change in valuation allowance | $707 | ' | ' |
Cash paid for income taxes | 7,660 | 5,559 | ' |
Unrecognized tax benefits, interest and penalties accrued | 47 | 129 | ' |
Interest and penalties payable | 432 | ' | ' |
Uncertain positions that impact effective rate | 1,044 | ' | ' |
Federal [Member] | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Tax credits | 3,053 | ' | ' |
State [Member] | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Net operating loss carry forwards | $115,041 | ' | ' |
Expiry dates of operating loss carry forwards, Start | '2019 | ' | ' |
Expiry dates of operating loss carry forwards, End | '2033 | ' | ' |
Income_Taxes_Reconciliation_Be
Income Taxes - Reconciliation Between Income Tax Expense (Benefit) and Amount Computed (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Computed tax expense (benefit) | $15,443 | ($2,925) | ($8,871) |
State taxes (net of federal benefit) | 1,534 | 719 | -525 |
Other permanent items | 139 | 143 | 190 |
Meals & entertainment related to operations | -362 | 895 | 992 |
Domestic production deduction | ' | 290 | -284 |
Acquisition costs | ' | ' | -698 |
Research & development credits | -1,262 | -196 | -477 |
Uncertain tax positions | 31 | -391 | 29 |
Non deductible compensation | 1,184 | ' | ' |
Other | -25 | -15 | -207 |
Provision for income taxes | $16,682 | ($1,480) | ($9,851) |
Income_Taxes_Components_of_Def
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax asset, current | ' | ' |
Accrued expenses | $4,478 | $4,800 |
Accounts receivable | 967 | 1,142 |
Deferred revenue | 7,185 | 6,629 |
Net operating loss carryforwards | 174 | 4,426 |
Returns and allowances | 1,006 | 963 |
Research and development credit | ' | 4,222 |
AMT credit | 3,520 | ' |
Deferred tax asset, current | 17,330 | 22,182 |
Valuation allowance | -1,539 | -921 |
Total deferred tax asset, current | 15,791 | 21,261 |
Deferred tax liability, current | ' | ' |
Prepaid expenses | -11,256 | -10,135 |
Total deferred tax liability, current | -11,256 | -10,135 |
Net deferred tax asset, current | 4,535 | 11,126 |
Deferred tax asset, non-current | ' | ' |
AMT credit | ' | 3,838 |
Capital lease | 947 | 926 |
Capital loss limitation | 1,016 | 1,016 |
Debt issuance costs | 529 | 326 |
Deferred compensation | 8,652 | 10,712 |
Deferred revenue | 2,395 | 2,210 |
Financial hedges | ' | 79 |
Net operating loss carryforwards | 4,813 | 4,178 |
Other | 371 | 42 |
Deferred tax asset, non-current | 18,723 | 23,327 |
Valuation allowance | -3,412 | -3,323 |
Total deferred tax asset, non-current | 15,311 | 20,004 |
Deferred tax liability, non-current | ' | ' |
Capitalized software costs | -39,786 | -32,783 |
Fixed assets | -4,929 | -5,906 |
Intangible assets | -91,679 | -106,709 |
Total deferred tax liability, non-current | -136,394 | -145,398 |
Net deferred liability, non-current | ($121,083) | ($125,394) |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Beginning Balance | $670 | $1,299 | $1,928 |
Additions based on tax positions related to the current year | 223 | ' | 121 |
Additions for tax positions of prior years | -17 | 50 | 128 |
Reductions for tax positions of prior years | ' | ' | -878 |
Settlements and lapse of statue of limitations | ' | -679 | ' |
Ending Balance | $876 | $670 | $1,299 |
Earnings_Loss_Per_Share_Reconc
Earnings (Loss) Per Share - Reconciliation of Basic and Diluted Weighted Average Shares Outstanding (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Numerator for Basic and Diluted Income (Loss) Per Share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | $7,751 | $6,902 | $5,084 | $7,704 | ($14,354) | $5,464 | $2,251 | ($239) | $27,441 | ($6,878) | ($15,494) |
Denominator for basic income (loss) per share weighted average shares | ' | ' | ' | ' | ' | ' | ' | ' | 59,705,000 | 57,452,000 | 57,298,000 |
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options | ' | ' | ' | ' | ' | ' | ' | ' | 590,000 | ' | ' |
Stock-settled stock appreciation rights | ' | ' | ' | ' | ' | ' | ' | ' | 267,000 | ' | ' |
Restricted stock and stock warrants | ' | ' | ' | ' | ' | ' | ' | ' | 616,000 | ' | ' |
Denominator for diluted income (loss) per share - adjusted weighted average shares and assumed conversions | ' | ' | ' | ' | ' | ' | ' | ' | 61,178,000 | 57,452,000 | 57,298,000 |
Basic income (loss) per share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic net income (loss) from continuing operations | $0.13 | $0.12 | $0.09 | $0.13 | ($0.25) | $0.09 | $0.04 | $0 | $0.46 | ($0.12) | ($0.27) |
Diluted net income (loss) per share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Diluted net income (loss) from continuing operations | $0.13 | $0.11 | $0.08 | $0.13 | ($0.25) | $0.09 | $0.04 | $0 | $0.45 | ($0.12) | ($0.27) |
Earnings_Loss_Per_Share_Summar
Earnings (Loss) Per Share - Summary of Potentially Dilutive Securities (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Potentially dilutive securities | ' | 1,150,000 | 1,635,200 |
Stock Options [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Potentially dilutive securities | ' | 878,000 | 1,140,000 |
Stock-Settled Stock Appreciation Rights [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Potentially dilutive securities | ' | 38,000 | 5,200 |
Restricted Stock and Stock Warrants [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Potentially dilutive securities | ' | 234,000 | 490,000 |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable business segments | 2 |
Segment_Information_Financial_
Segment Information - Financial Information of Business Segments (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue share obligation | ' | ' | ' | ' | ' | ' | ' | ' | ($182,638) | ($160,783) | ($134,961) |
Administrative fees, net | ' | ' | ' | ' | ' | ' | ' | ' | 289,475 | 266,915 | 249,599 |
Other service fees | ' | ' | ' | ' | ' | ' | ' | ' | 390,941 | 373,206 | 328,673 |
Total net revenue | 170,466 | 166,371 | 170,742 | 172,837 | 163,780 | 163,441 | 163,010 | 149,890 | 680,416 | 640,121 | 578,272 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 589,673 | 554,923 | 536,155 |
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating income | ' | ' | ' | ' | ' | ' | ' | ' | 90,743 | 85,198 | 42,117 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | -46,907 | -66,045 | -71,083 |
Loss on debt extinguishment | ' | ' | ' | ' | ' | ' | ' | ' | ' | -28,196 | ' |
Other income | ' | ' | ' | ' | ' | ' | ' | ' | 287 | 685 | 3,621 |
Income (loss) before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 44,123 | -8,358 | -25,345 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 16,682 | -1,480 | -9,851 |
Net income (loss) | 7,751 | 6,902 | 5,084 | 7,704 | -14,354 | 5,464 | 2,251 | -239 | 27,441 | -6,878 | -15,494 |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 251,944 | 236,344 | 215,307 |
Capital expenditures : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 17,643 | 26,221 | 16,976 |
Accounts receivable, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total accounts receivable, net | 87,636 | ' | ' | ' | 96,346 | ' | ' | ' | 87,636 | 96,346 | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total assets | 1,613,749 | ' | ' | ' | 1,678,237 | ' | ' | ' | 1,613,749 | 1,678,237 | ' |
SCM accrued revenue share obligation | 77,398 | ' | ' | ' | 74,274 | ' | ' | ' | 77,398 | 74,274 | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total deferred revenue | 62,892 | ' | ' | ' | 70,149 | ' | ' | ' | 62,892 | 70,149 | ' |
Bonds payable | 325,000 | ' | ' | ' | 325,000 | ' | ' | ' | 325,000 | 325,000 | ' |
Other liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total liabilities | 1,123,960 | ' | ' | ' | 1,244,614 | ' | ' | ' | 1,123,960 | 1,244,614 | ' |
Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total net revenue | ' | ' | ' | ' | ' | ' | ' | ' | 680,416 | 640,121 | 578,272 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 589,673 | 554,923 | 536,155 |
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating income | ' | ' | ' | ' | ' | ' | ' | ' | 90,743 | 85,198 | 42,117 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | -46,907 | -66,045 | -71,083 |
Loss on debt extinguishment | ' | ' | ' | ' | ' | ' | ' | ' | 0 | -28,196 | ' |
Other income | ' | ' | ' | ' | ' | ' | ' | ' | 287 | 685 | 3,621 |
Income (loss) before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 44,123 | -8,358 | -25,345 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 16,682 | -1,480 | -9,851 |
Net income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 27,441 | -6,878 | -15,494 |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 251,944 | 236,344 | 215,307 |
Total Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 220,841 | 207,338 | 184,105 |
Capital expenditures : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 58,818 | 66,426 | 48,973 |
Accounts receivable, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total accounts receivable, net | 87,636 | ' | ' | ' | 96,346 | ' | ' | ' | 87,636 | 96,346 | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other assets | 1,526,113 | ' | ' | ' | 1,581,891 | ' | ' | ' | 1,526,113 | 1,581,891 | ' |
Total assets | 1,613,749 | ' | ' | ' | 1,678,237 | ' | ' | ' | 1,613,749 | 1,678,237 | ' |
SCM accrued revenue share obligation | 77,398 | ' | ' | ' | 74,274 | ' | ' | ' | 77,398 | 74,274 | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total deferred revenue | 62,892 | ' | ' | ' | 70,149 | ' | ' | ' | 62,892 | 70,149 | ' |
Notes payable | 439,500 | ' | ' | ' | 560,000 | ' | ' | ' | 439,500 | 560,000 | ' |
Bonds payable | 325,000 | ' | ' | ' | 325,000 | ' | ' | ' | 325,000 | 325,000 | ' |
Other liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other liabilities | 219,170 | ' | ' | ' | 215,191 | ' | ' | ' | 219,170 | 215,191 | ' |
Total liabilities | 1,123,960 | ' | ' | ' | 1,244,614 | ' | ' | ' | 1,123,960 | 1,244,614 | ' |
SCM [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 189,393 | 176,893 | 165,672 |
SCM [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross administrative fees | ' | ' | ' | ' | ' | ' | ' | ' | 472,113 | 427,698 | 384,560 |
Revenue share obligation | ' | ' | ' | ' | ' | ' | ' | ' | -182,638 | -160,783 | -134,961 |
Administrative fees, net | ' | ' | ' | ' | ' | ' | ' | ' | 289,475 | 266,915 | 249,599 |
Other service fees | ' | ' | ' | ' | ' | ' | ' | ' | 134,987 | 126,656 | 114,398 |
Total net revenue | ' | ' | ' | ' | ' | ' | ' | ' | 424,462 | 393,571 | 363,997 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 317,977 | 295,486 | 304,142 |
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating income | ' | ' | ' | ' | ' | ' | ' | ' | 106,485 | 98,085 | 59,855 |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 189,393 | 176,893 | 165,672 |
Capital expenditures : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 16,181 | 19,141 | 14,080 |
Accounts receivable, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total accounts receivable, net | 38,319 | ' | ' | ' | 38,845 | ' | ' | ' | 38,319 | 38,845 | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other assets | 955,252 | ' | ' | ' | 995,479 | ' | ' | ' | 955,252 | 995,479 | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total deferred revenue | 22,775 | ' | ' | ' | 28,229 | ' | ' | ' | 22,775 | 28,229 | ' |
Other liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other liabilities | 36,393 | ' | ' | ' | 28,354 | ' | ' | ' | 36,393 | 28,354 | ' |
RCM [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 62,551 | 59,451 | 49,635 |
RCM [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue cycle technology | 180,362 | ' | ' | ' | 169,878 | ' | ' | ' | 180,362 | 169,878 | 151,221 |
Revenue cycle services | ' | ' | ' | ' | ' | ' | ' | ' | 75,592 | 76,672 | 63,054 |
Total net revenue | ' | ' | ' | ' | ' | ' | ' | ' | 255,954 | 246,550 | 214,275 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 223,030 | 214,935 | 193,718 |
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating income | ' | ' | ' | ' | ' | ' | ' | ' | 32,924 | 31,615 | 20,557 |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 62,551 | 59,451 | 49,635 |
Capital expenditures : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 38,345 | 35,180 | 16,697 |
Accounts receivable, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total accounts receivable, net | 49,314 | ' | ' | ' | 56,996 | ' | ' | ' | 49,314 | 56,996 | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other assets | 503,359 | ' | ' | ' | 479,640 | ' | ' | ' | 503,359 | 479,640 | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total deferred revenue | 40,117 | ' | ' | ' | 41,920 | ' | ' | ' | 40,117 | 41,920 | ' |
Other liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other liabilities | 26,113 | ' | ' | ' | 19,453 | ' | ' | ' | 26,113 | 19,453 | ' |
Corporate [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -59,083 | -113,734 | -64,578 |
Corporate [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 48,666 | 44,502 | 38,295 |
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating income | ' | ' | ' | ' | ' | ' | ' | ' | -48,666 | -44,502 | -38,295 |
Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | -31,103 | -29,006 | -31,202 |
Capital expenditures : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 4,292 | 12,105 | 18,196 |
Accounts receivable, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total accounts receivable, net | 3 | ' | ' | ' | 505 | ' | ' | ' | 3 | 505 | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other assets | 67,502 | ' | ' | ' | 106,772 | ' | ' | ' | 67,502 | 106,772 | ' |
Other liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total other liabilities | $156,664 | ' | ' | ' | $167,384 | ' | ' | ' | $156,664 | $167,384 | ' |
Segment_Information_Segment_Ad
Segment Information - Segment Adjusted Ebitda Consolidated Net (Loss) Income (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | $251,944 | $236,344 | $215,307 |
Depreciation | ' | ' | ' | ' | ' | ' | ' | ' | -40,803 | -30,190 | -22,402 |
Net (loss) income | 7,751 | 6,902 | 5,084 | 7,704 | -14,354 | 5,464 | 2,251 | -239 | 27,441 | -6,878 | -15,494 |
Amortization of intangibles | ' | ' | ' | ' | ' | ' | ' | ' | -62,723 | -72,652 | -80,510 |
Income tax expense | ' | ' | ' | ' | ' | ' | ' | ' | 16,682 | -1,480 | -9,851 |
Share-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | -14,496 | -10,291 | -5,023 |
SCM [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 189,393 | 176,893 | 165,672 |
Amortization of intangibles | ' | ' | ' | ' | ' | ' | ' | ' | -4,300 | ' | ' |
RCM [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Segment Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 62,551 | 59,451 | 49,635 |
Amortization of intangibles | ' | ' | ' | ' | ' | ' | ' | ' | -23,200 | ' | ' |
Segment Reporting Reconciling Items [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation | ' | ' | ' | ' | ' | ' | ' | ' | -29,948 | -19,991 | -16,861 |
Depreciation (included in cost of revenue) | ' | ' | ' | ' | ' | ' | ' | ' | -2,157 | -1,859 | -1,225 |
Amortization of intangibles | ' | ' | ' | ' | ' | ' | ' | ' | -62,723 | -72,652 | -80,510 |
Amortization of intangibles (included in cost of revenue) | ' | ' | ' | ' | ' | ' | ' | ' | ' | -557 | -557 |
Interest expense, net of interest income | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | 14 |
Income tax expense | ' | ' | ' | ' | ' | ' | ' | ' | -52,600 | -22,988 | -31,253 |
Share-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | -7,922 | -5,097 | -3,193 |
Purchase accounting adjustments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -6,245 |
RCM management restructuring expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,646 |
Restructuring, acquisition and integration-related expenses | ' | ' | ' | ' | ' | ' | ' | ' | -10,070 | -6,348 | -24,747 |
Reportable Segment [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net (loss) income | ' | ' | ' | ' | ' | ' | ' | ' | 86,524 | 106,856 | 49,084 |
Corporate [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net (loss) income | ' | ' | ' | ' | ' | ' | ' | ' | ($59,083) | ($113,734) | ($64,578) |
Segment_Information_Segment_Ad1
Segment Information - Segment Adjusted Ebitda Consolidated Net (Loss) Income (Parenthetical) (Detail) (USD $) | 12 Months Ended | 10 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 15, 2011 | Dec. 31, 2011 |
Broadlane Acquisition [Member] | Broadlane Acquisition [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' | ' | ' | ' |
Net Revenue | ' | ' | ' | ' | $6,245 |
Administrative fees | ' | ' | ' | ' | 9,451 |
Other service fees based on vendor reporting | ' | ' | ' | 1,582 | ' |
Revenue share obligation | $182,638 | $160,783 | $134,961 | ' | $4,788 |
Derivative_Financial_Instrumen2
Derivative Financial Instruments - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2012 | 5-May-11 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
HedgingArrangements | 3% of LIBOR Interest Rate [Member] | 2.80% of LIBOR Interest Rate [Member] | 2.78% of LIBOR Interest Rate [Member] | ||
Schedule Of Loans And Allowance For Loan By Class Individually And Collectively Evaluated For Impairment [Line Items] | ' | ' | ' | ' | ' |
Number of hedging arrangements | ' | 3 | ' | ' | ' |
Percentage of variable rate debt fixed rate debt by credit agreement | ' | 50.00% | ' | ' | ' |
Description of variable rate basis | ' | ' | 'LIBOR | 'Three-month LIBOR | 'Three-month LIBOR |
LIBOR interest rate | ' | ' | 3.00% | 2.80% | 2.78% |
Notional amount of LIBOR interest rate swap | ' | ' | $317,500 | $158,750 | $158,750 |
Expenses paid to counter parties | 8,209 | ' | ' | ' | ' |
Expenses paid to counter parties, net of tax | 5,227 | ' | ' | ' | ' |
Interest rate expense on interest rate cap | $20 | ' | ' | ' | ' |
Derivative_Financial_Instrumen3
Derivative Financial Instruments - Fair Value of Outstanding Derivative Instruments (Detail) (Other Long Term Liabilities [Member], Derivatives Designated as Hedging Instruments [Member], Interest Rate Contracts [Member], USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Other Long Term Liabilities [Member] | Derivatives Designated as Hedging Instruments [Member] | Interest Rate Contracts [Member] | ' | ' |
Schedule Of Loans And Allowance For Loan By Class Individually And Collectively Evaluated For Impairment [Line Items] | ' | ' |
Derivatives designated as hedging instruments - interest rate contracts | ' | ' |
Derivative_Financial_Instrumen4
Derivative Financial Instruments - Derivative Instruments Designated as Cash Flow Hedges on Income and AOCI (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Derivatives, Fair Value [Line Items] | ' | ' | ' |
Total unrealized loss recognized in other comprehensive income - interest rate contracts | ' | ($1,166) | ($4,061) |
Total realized loss reclassified into earnings - interest rate contracts | ' | 5,227 | ' |
Interest Rate Contracts [Member] | Cash Flow Hedging [Member] | ' | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' | ' |
Total unrealized loss recognized in other comprehensive income - interest rate contracts | ' | -1,166 | -4,061 |
Total realized loss reclassified into earnings - interest rate contracts | ' | $5,227 | ' |
Valuation_and_Qualifying_Accou2
Valuation and Qualifying Accounts - Valuation and Qualifying Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Allowance for Doubtful Accounts [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at Beginning of Year | $3,046 | $3,891 | $5,256 |
Charged to Expense | ' | 735 | 181 |
Writeoffs Net of Recoveries | -478 | -1,580 | -1,546 |
Balance at End of Year | 2,568 | 3,046 | 3,891 |
Customer Allowance and Return Reserve [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at Beginning of Year | 2,759 | 2,129 | 1,243 |
Charged to Expense | 1,675 | 2,126 | 4,573 |
Writeoffs | -1,761 | -1,496 | -3,687 |
Balance at End of Year | 2,673 | 2,759 | 2,129 |
Self Insurance Accrual [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at Beginning of Year | 2,621 | 2,966 | 2,066 |
Charged to Expense | 25,161 | 25,505 | 22,347 |
Claims Payments | -24,961 | -25,850 | -21,447 |
Balance at End of Year | $2,821 | $2,621 | $2,966 |
Quarterly_Financial_Informatio2
Quarterly Financial Information - Quarterly Financial Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue | $170,466 | $166,371 | $170,742 | $172,837 | $163,780 | $163,441 | $163,010 | $149,890 | $680,416 | $640,121 | $578,272 |
Gross profit | 128,526 | 128,125 | 133,246 | 138,569 | 125,745 | 128,871 | 128,280 | 118,607 | ' | ' | ' |
Net income (loss) | $7,751 | $6,902 | $5,084 | $7,704 | ($14,354) | $5,464 | $2,251 | ($239) | $27,441 | ($6,878) | ($15,494) |
Net income (loss) per basic share | $0.13 | $0.12 | $0.09 | $0.13 | ($0.25) | $0.09 | $0.04 | $0 | $0.46 | ($0.12) | ($0.27) |
Net income (loss) per diluted share | $0.13 | $0.11 | $0.08 | $0.13 | ($0.25) | $0.09 | $0.04 | $0 | $0.45 | ($0.12) | ($0.27) |
Related_Party_Transaction_Addi
Related Party Transaction - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Related Party Transactions [Abstract] | ' | ' | ' |
Charges incurred with respect to transactions with Mr. Bardis | $2,250 | $1,861 | $2,191 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||
Aug. 23, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 26, 2014 | Jan. 03, 2014 | |
Maximum [Member] | Scm And Rcm [Member] | |||||
Subsequent Event [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' |
Restructuring operations amount | ' | $10,070,000 | $6,348,000 | $24,551,000 | ' | $2,000 |
Common stock authorized in share repurchase program | $25,000,000 | ' | ' | ' | $75,000 | ' |