Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 16, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | Huron Consulting Group Inc. | ||
Trading Symbol | HURN | ||
Entity Central Index Key | 1,289,848 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 21,554,771 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,579.3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 58,437 | $ 256,872 |
Receivables from clients, net | 85,297 | 76,490 |
Unbilled services, net | 56,527 | 84,206 |
Income tax receivable | 406 | 8,016 |
Deferred income taxes, net | 0 | 14,629 |
Prepaid expenses and other current assets | 28,922 | 13,583 |
Current assets of discontinued operations | 0 | 32,363 |
Total current assets | 229,589 | 486,159 |
Property and equipment, net | 28,888 | 30,691 |
Long-term investment | 34,831 | 12,250 |
Other non-current assets | 24,460 | 19,920 |
Intangible assets, net | 94,992 | 21,729 |
Goodwill | 751,400 | 514,591 |
Non-current assets of discontinued operations | 0 | 70,574 |
Total assets | 1,164,160 | 1,155,914 |
Current liabilities: | ||
Accounts payable | 7,220 | 10,804 |
Accrued expenses | 24,276 | 17,051 |
Accrued payroll and related benefits | 80,839 | 105,522 |
Current maturities of long-term debt | 0 | 28,750 |
Deferred revenues | 19,086 | 12,469 |
Current liabilities of discontinued operations | 0 | 1,780 |
Total current liabilities | 131,421 | 176,376 |
Non-current liabilities: | ||
Deferred compensation and other liabilities | 23,768 | 11,221 |
Long-term debt, net of current portion | 311,993 | 327,852 |
Deferred lease incentives | 9,965 | 12,671 |
Deferred income taxes, net | 34,688 | 26,657 |
Non-current liabilities of discontinued operations | 0 | 503 |
Total non-current liabilities | $ 380,414 | $ 378,904 |
Commitments and Contingencies | ||
Stockholders’ equity | ||
Common stock; $0.01 par value; 500,000,000 shares authorized; 24,775,823 and 24,976,395 shares issued at December 31, 2015 and December 31, 2014, respectively | $ 241 | $ 241 |
Treasury stock, at cost, 2,249,630 and 2,097,173 shares at December 31, 2015 and December 31, 2014, respectively | (103,734) | (94,074) |
Additional paid-in capital | 438,367 | 442,308 |
Retained earnings | 313,866 | 254,814 |
Accumulated other comprehensive income (loss) | 3,585 | (2,655) |
Total stockholders’ equity | 652,325 | 600,634 |
Total liabilities and stockholders’ equity | $ 1,164,160 | $ 1,155,914 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 24,775,823 | 24,976,395 |
Treasury stock, shares | 2,249,630 | 2,097,173 |
Consolidated Statements of Earn
Consolidated Statements of Earnings and Other Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues and reimbursable expenses: | |||
Revenues | $ 699,010 | $ 627,686 | $ 538,128 |
Reimbursable expenses | 70,013 | 73,847 | 64,623 |
Total revenues and reimbursable expenses | 769,023 | 701,533 | 602,751 |
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): | |||
Direct costs | 401,915 | 384,277 | 323,398 |
Amortization of intangible assets and software development costs | 16,788 | 4,590 | 2,660 |
Reimbursable expenses | 69,932 | 73,855 | 64,665 |
Total direct costs and reimbursable expenses | 488,635 | 462,722 | 390,723 |
Operating expenses and other operating gains: | |||
Selling, general and administrative expenses | 157,902 | 132,799 | 116,976 |
Restructuring charges | 3,329 | 2,811 | 305 |
Litigation and other gains, net | (9,476) | (590) | (5,875) |
Depreciation and amortization | 25,135 | 15,451 | 10,723 |
Total operating expenses and other operating gains | 176,890 | 150,471 | 122,129 |
Operating income | 103,498 | 88,340 | 89,899 |
Other income (expense), net: | |||
Interest expense, net of interest income | (18,136) | (8,679) | (6,475) |
Other income (expense), net | (1,797) | 400 | 353 |
Total other expense, net | (19,933) | (8,279) | (6,122) |
Income from continuing operations before income tax expense | 83,565 | 80,061 | 83,777 |
Income tax expense | 21,670 | 33,059 | 32,200 |
Net income from continuing operations | 61,895 | 47,002 | 51,577 |
Income (loss) from discontinued operations, net of tax | (2,843) | 32,049 | 14,856 |
Net income | $ 59,052 | $ 79,051 | $ 66,433 |
Net earnings per basic share: | |||
Net income from continuing operations, per basic share (in USD per share) | $ 2.80 | $ 2.10 | $ 2.31 |
Income (loss) from discontinued operations, net of tax, per basic share (In USD per share) | (0.13) | 1.42 | 0.67 |
Net income, per basic share (in USD per share) | 2.67 | 3.52 | 2.98 |
Net earnings per diluted share: | |||
Net income from continuing operations, per diluted share (in USD per share) | 2.74 | 2.05 | 2.26 |
Income (loss) from discontinued operations, net of tax, per diluted share (in USD per share) | (0.13) | 1.40 | 0.66 |
Net income, per diluted share (in USD per share) | $ 2.61 | $ 3.45 | $ 2.92 |
Weighted average shares used in calculating earnings per share: | |||
Basic (shares) | 22,136 | 22,431 | 22,322 |
Diluted (shares) | 22,600 | 22,925 | 22,777 |
Comprehensive income: | |||
Net income | $ 59,052 | $ 79,051 | $ 66,433 |
Foreign currency translation gain (loss), net of tax | 1,817 | (1,618) | 89 |
Unrealized gain (loss) on investment, net of tax | 4,435 | (250) | 0 |
Unrealized gain (loss) on cash flow hedging instruments, net of tax | (12) | 10 | 473 |
Other comprehensive income (loss) | 6,240 | (1,858) | 562 |
Comprehensive income | $ 65,292 | $ 77,193 | $ 66,995 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance at Dec. 31, 2012 | $ 445,321 | $ 240 | $ (83,715) | $ 420,825 | $ 109,330 | $ (1,359) |
Beginning balance, shares at Dec. 31, 2012 | (23,904,125) | (1,889,465) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income | 66,995 | 66,433 | 562 | |||
Issuance of common stock in connection with: | ||||||
Restricted stock awards, net of cancellations | $ 5 | $ (2,927) | 2,922 | |||
Restricted stock awards, net of cancellations, shares | (508,477) | (82,674) | ||||
Exercise of stock options | 198 | 198 | ||||
Exercise of stock options, shares | 40,859 | |||||
Share-based compensation | 17,084 | 17,084 | ||||
Shares redeemed for employee tax withholdings | (1,449) | $ (1,449) | ||||
Shares redeemed for employee tax withholdings, shares | (31,565) | |||||
Income tax benefit on share-based compensation | 2,115 | 2,115 | ||||
Ending balance at Dec. 31, 2013 | 530,264 | $ 245 | $ (88,091) | 443,144 | 175,763 | (797) |
Ending balance, shares at Dec. 31, 2013 | (24,453,461) | (2,003,704) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income | 77,193 | 79,051 | (1,858) | |||
Issuance of common stock in connection with: | ||||||
Restricted stock awards, net of cancellations | $ 4 | $ (2,330) | 2,326 | |||
Restricted stock awards, net of cancellations, shares | (429,482) | (50,276) | ||||
Exercise of stock options | 857 | 857 | ||||
Exercise of stock options, shares | 38,042 | |||||
Share-based compensation | 20,118 | 20,118 | ||||
Shares redeemed for employee tax withholdings | (3,653) | $ (3,653) | ||||
Shares redeemed for employee tax withholdings, shares | (55,336) | |||||
Income tax benefit on share-based compensation | 5,103 | 5,103 | ||||
Equity component of convertible senior notes, net of tax and issuance costs | 22,739 | 22,739 | ||||
Purchase of convertible senior note hedges, net of tax | 25,612 | 25,612 | ||||
Purchase of convertible senior note hedges, net of tax | 23,625 | 23,625 | ||||
Share repurchases | (50,000) | $ (8) | (49,992) | |||
Share repurchases, shares | (805,392) | |||||
Ending balance at Dec. 31, 2014 | 600,634 | $ 241 | $ (94,074) | 442,308 | 254,814 | (2,655) |
Ending balance, shares at Dec. 31, 2014 | (24,115,593) | (2,109,316) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income | $ 65,292 | 59,052 | 6,240 | |||
Issuance of common stock in connection with: | ||||||
Restricted stock awards, net of cancellations | $ 5 | $ (2,506) | 2,501 | |||
Restricted stock awards, net of cancellations, shares | (504,955) | (42,797) | ||||
Exercise of stock options, shares | 0 | |||||
Business acquisition | $ 2,204 | 2,204 | ||||
Business acquisition, shares | 28,486 | |||||
Share-based compensation | 22,484 | 22,484 | ||||
Shares redeemed for employee tax withholdings | (7,154) | $ (7,154) | ||||
Shares redeemed for employee tax withholdings, shares | (109,967) | |||||
Income tax benefit on share-based compensation | 3,456 | 3,456 | ||||
Share repurchases | (34,591) | $ (5) | (34,586) | |||
Share repurchases, shares | (583,880) | |||||
Ending balance at Dec. 31, 2015 | $ 652,325 | $ 241 | $ (103,734) | $ 438,367 | $ 313,866 | $ 3,585 |
Ending balance, shares at Dec. 31, 2015 | (24,065,154) | (2,262,080) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net income | $ 59,052 | $ 79,051 | $ 66,433 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 58,053 | 30,989 | 23,609 |
Share-based compensation | 21,487 | 20,130 | 18,347 |
Amortization of debt discount and issuance costs | 9,329 | 3,832 | 1,363 |
Allowances for doubtful accounts and unbilled services | 1,025 | 5,918 | 4,411 |
Deferred income taxes | 2,765 | 8,096 | 4,683 |
Loss on sale of business | 2,303 | 0 | 0 |
Changes in operating assets and liabilities, net of acquisitions and divestitures: | |||
(Increase) decrease in receivables from clients | (2,836) | 30,072 | (21,731) |
(Increase) decrease in unbilled services | 31,696 | (38,211) | (11,932) |
(Increase) decrease in current income tax receivable / payable, net | 8,818 | (10,773) | (5,027) |
(Increase) decrease in other assets | (14,742) | 2,324 | (174) |
Increase (decrease) in accounts payable and accrued liabilities | 7,679 | 9,164 | 1,514 |
Increase (decrease) in accrued payroll and related benefits | (25,221) | 8,835 | 34,724 |
Increase (decrease) in deferred revenues | 4,859 | (2,974) | (962) |
Net cash provided by operating activities | 164,267 | 146,453 | 115,258 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (18,571) | (25,913) | (20,225) |
Investment in life insurance policies | (5,804) | (1,775) | (1,002) |
Purchases of businesses, net of cash acquired | (339,966) | (53,971) | (30,297) |
Purchases of convertible debt investment | (15,438) | (12,500) | 0 |
Capitalization of internally developed software | (866) | 0 | (1,572) |
Proceeds from note receivable | 0 | 328 | 438 |
Proceeds from sale of business, net of cash sold | 108,487 | 0 | 0 |
Net cash used in investing activities | (272,158) | (93,831) | (52,658) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 0 | 857 | 198 |
Shares redeemed for employee tax withholdings | (7,154) | (3,653) | (1,449) |
Tax benefit from share-based compensation | 3,588 | 5,107 | 2,354 |
Share repurchases | (34,591) | (50,000) | 0 |
Proceeds from borrowings under credit facility | 314,000 | 129,000 | 96,000 |
Repayments on credit facility | (365,750) | (154,000) | (119,750) |
Proceeds from convertible senior notes issuance | 0 | 250,000 | 0 |
Proceeds from sale of warrants | 0 | 23,625 | 0 |
Payments for convertible senior note hedges | 0 | (42,125) | 0 |
Payments for debt issuance costs | 0 | (7,346) | (1,155) |
Payments of capital lease obligations | (48) | (79) | (19) |
Deferred payments for purchase of property and equipment | 0 | (471) | (471) |
Deferred acquisition payments | 0 | (4,745) | (5,356) |
Net cash provided by (used in) financing activities | (89,955) | 146,170 | (29,648) |
Effect of exchange rate changes on cash | (589) | (51) | 17 |
Net increase (decrease) in cash and cash equivalents | (198,435) | 198,741 | 32,969 |
Cash and cash equivalents at beginning of the period | 256,872 | 58,131 | 25,162 |
Cash and cash equivalents at end of the period | 58,437 | 256,872 | 58,131 |
Non-cash investing and financing activities: | |||
Property and equipment expenditures included in accounts payable and accrued expenses | 2,089 | 3,533 | 4,548 |
Contingent consideration related to business acquisitions | 2,963 | 816 | 0 |
Common stock issued related to business acquisitions | 2,204 | 0 | 0 |
Cash paid during the year for: | |||
Interest | 9,274 | 4,006 | 4,912 |
Income taxes | $ 10,955 | $ 31,815 | $ 45,658 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business Huron is a global professional services firm focused on assisting clients with their most complex business issues by delivering high-value, quality solutions to support their long-term strategic objectives. Huron specializes in serving clients in the healthcare, higher education, life sciences, and commercial sectors as these organizations face significant transformational change and regulatory or economic pressures in dynamic market environments. With its deep industry and technical expertise, Huron provides advisory, consulting, technology, and analytic solutions to deliver sustainable and measurable results. We provide consulting services to a wide variety of both financially sound and distressed organizations, including healthcare organizations, leading academic institutions, Fortune 500 companies, and governmental entities. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements reflect the financial position at December 31, 2015 and 2014 , and the results of operations and cash flows for the years ended December 31, 2015 , 2014 , and 2013 . Certain amounts reported in previous years have been reclassified to conform to the 2015 presentation. The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation. During 2015, we began evaluating strategic alternatives related to our Huron Legal segment, including the potential divestiture of the practice. On December 10, 2015, we entered into an agreement to sell our Huron Legal segment to Consilio, Inc. ("Consilio"). Pursuant to the agreement, Consilio acquired substantially all of the assets and assumed certain liabilities of Huron Legal, and acquired all issued and outstanding equity interests in certain entities wholly owned by the Company. As a result of the divestiture, the operating results of Huron Legal are reported as “discontinued operations.” All other operations of the business are considered “continuing operations.” Amounts previously reported have been reclassified to conform to this presentation in accordance with Financial Accounting Standards Board (“FASB”) ASC 205, Presentation of Financial Statements to allow for meaningful comparison of continuing operations. Unless indicated otherwise, the information presented in the notes to the consolidated financial statements relates to our continuing operations and does not include results of Huron Legal. See Note 3 “Discontinued Operations” for additional information on our discontinued operations. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions. Revenue Recognition We recognize revenues in accordance with ASC 605, Revenue Recognition . Under ASC 605, revenue is recognized when persuasive evidence of an arrangement exists, the related services are provided, the price is fixed or determinable, and collectability is reasonably assured. We generate the majority of our revenues from providing professional services under four types of billing arrangements: fixed-fee (including software license revenue), time-and-expense, performance-based, and software support and maintenance and subscriptions. In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. It is the client's expectation in these engagements that the pre-established fee will not be exceeded except in mutually agreed upon circumstances. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Studer Group solution are fixed-fee partner contracts with multiple deliverables, which primarily consist of coaching services, as well as seminars, materials and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts are recognized at the time the service is provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable. We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract in accordance with ASC 605. License revenue from our research administration and compliance software is recognized in accordance with ASC 985-605, generally in the month in which the software is delivered. Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publication orders purchased by our clients outside of Partner Contracts within our Studer Group solution. We recognize revenues under time-and-expense arrangements as the related services or publications are delivered. In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We do not recognize revenues under performance-based billing arrangements until all related performance criteria are met. Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. The software support and maintenance and subscription-based revenues are recognized ratably over the support or subscription period, which ranges from one to three years. These fees are billed in advance and included in deferred revenues until recognized. We have arrangements with clients in which we provide multiple elements of services under one engagement contract. Revenues under these types of arrangements are allocated to each element based on the element’s fair value in accordance with ASC 605 and recognized pursuant to the criteria described above. Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts. Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses, and typically an equivalent amount of reimbursable expenses are included in total direct costs and reimbursable expenses. Reimbursable expenses are primarily recognized as revenue in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the accompanying consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement. Allowances for Doubtful Accounts and Unbilled Services We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses. Direct Costs and Reimbursable Expenses Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefit and share-based compensation costs, the cost of outside consultants or subcontractors assigned to revenue-generating activities, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred. Cash and Cash Equivalents We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of three months or less to be cash equivalents. Concentrations of Credit Risk To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable, and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note 18 “Segment Information” for concentration of accounts receivable and unbilled services. We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. Investments Our long-term investment consists of our convertible debt investment in Shorelight Holdings, LLC. We classified the investment as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income (loss). When the investment is in an unrealized loss position, we assess whether the investment is other than temporarily impaired. We consider impairments to be other than temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other than temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other than temporary, we will record the amount in earnings. See Note 12 “Fair Value of Financial Instruments” for further information on our convertible debt investment. Fair Value of Financial Instruments See Note 12 “Fair Value of Financial Instruments” for the accounting policies used to measure the fair value of our financial assets and liabilities that are measured at fair value on a recurring basis. Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to four years. Furniture and fixtures are depreciated over five years. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease. Software Development Costs We expense development costs for software products that will be sold, leased, or otherwise marketed until technological feasibility has been established. Similarly, we expense all development costs after the software is available for general release to customers. During the period between the establishment of technological feasibility and availability for general release to customers, software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. Capitalized development costs are amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We classify capitalized development costs for software products to be sold, leased, or otherwise marketed as other non-current assets on our consolidated balance sheet. Unamortized capitalized software development costs were $1.4 million at both December 31, 2015 and 2014 . During the years ended December 31, 2015 , 2014 , and 2013 , we amortized $1.0 million , $0.8 million , and $0.2 million , respectively, of capitalized software development costs. Impairment of Long-Lived Assets Long-lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with ASC 360, Property, Plant and Equipment . Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows. No impairment charges for long-lived assets were recorded in 2015 , 2014 , or 2013 . Intangible Assets Other Than Goodwill We account for intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other . This Topic requires that certain identifiable intangible assets be amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. Intangible assets are reviewed for impairment in a similar manner to our long-lived assets described above. No impairment charges for intangible assets were recorded in 2015 , 2014 , or 2013 . Goodwill For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have five reporting units, which consist of our Huron Healthcare, Huron Education and Life Sciences, and All Other operating segments, and our Financial Advisory practice and Enterprise Performance Management and Analytics (“EPM&A”) practice, which together make up our Huron Business Advisory operating segment. We test goodwill for impairment annually and whenever events or circumstances make it more likely than not that an impairment may have occurred. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. Pursuant to our policy, we performed the annual goodwill impairment test as of November 30, 2015 and determined that no impairment of goodwill existed as of that date. Further, we evaluated whether any events have occurred or any circumstances have changed since November 30, 2015 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2015 , we determined that no indications of impairment have arisen since our annual goodwill impairment test. See Note 5 “Goodwill and Intangible Assets” for information regarding our recent goodwill impairment tests. Business Combinations We use the acquisition method of accounting in accordance with ASC 805, Business Combinations. Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled. Refer to Note 12 “Fair Value of Financial Instruments” for further information regarding our contingent acquisition liability balances. Deferred Lease Incentives We record as non-current the portion of the deferred lease incentive liability that we expect to recognize over a period greater than one year. The non-current portion of the deferred lease incentive liability totaled $10.0 million and $12.7 million at December 31, 2015 and 2014 , respectively, and was primarily generated from tenant improvement allowances and rent abatement. Deferred lease incentives are amortized on a straight-line basis over the life of the lease. The portion of the deferred lease incentive corresponding to the rent payments that will be paid within 12 months of the balance sheet date is classified as current liabilities. We monitor the classification of such liabilities based on the expectation of their utilization periods. Income Taxes We account for income taxes in accordance with ASC 740, Income Taxes . Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. Share-Based Compensation We account for share-based compensation in accordance with ASC 718, Compensation—Stock Compensation . Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. We net share-based compensation expense with our estimated amount of expected forfeitures. Sponsorship and Advertising Costs Sponsorship and advertising costs are expensed as incurred. Such expenses for 2015 , 2014 , and 2013 totaled $6.4 million , $6.0 million , and $4.6 million , respectively, and are a component of selling, general and administrative expenses on our consolidated statement of earnings. Convertible Senior Notes In September 2014, we issued $250 million principal amount of 1.25% convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. In accordance with ASC 470, Debt , we have separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying value of the equity component representing the conversion option, which is recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount is amortized to interest expense using the effective interest method over the term of the Convertible Notes. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification. Refer to Note 7 “Financing Arrangements” for further information regarding the Convertible Notes. Debt Issuance Costs We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of earnings. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of prepaid expenses and other current assets and other non-current assets. Foreign Currency Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive loss, which is a component of stockholders’ equity. Foreign currency transaction gains and losses are included in other income, net on the statement of earnings. We recognized $1.6 million of foreign currency transaction losses in 2015 and immaterial foreign currency transaction losses in 2014 and 2013 . Segment Reporting ASC 280, Segment Reporting, establishes annual and interim reporting standards for an enterprise’s business segments and related disclosures about its products, services, geographic areas, and major customers. Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under four operating segments, which are reportable segments: Huron Healthcare, Huron Education and Life Sciences, Huron Business Advisory, and All Other. During the fourth quarter of 2015, we divested the Huron Legal segment. Refer to Note 3 “Discontinued Operations” for additional information on the divestiture. New Accounting Pronouncements In January 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The amendments to the guidance enhance the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. The updated guidance is effective for us beginning January 1, 2018. We are currently evaluating the potential effect this guidance will have on our consolidated financial statements. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes to simplify the presentation of deferred taxes in the statement of financial position. The amendments to the guidance require that deferred tax assets and liabilities be classified as noncurrent in a classified balance sheet. The updated guidance is effective for us beginning January 1, 2017 with early application permitted as of the beginning of any interim or annual reporting period. This guidance may be applied either prospectively to all deferred tax assets and liabilities or retrospectively to all periods presented. We have elected to early adopt the amendments to this guidance beginning with this Annual Report on Form 10-K for the year ended December 31, 2015 and apply the amendments prospectively. As a result, we reclassed $14.5 million of net current deferred tax assets to non-current deferred income taxes, net on the consolidated balance sheet as of December 31, 2015. Prior periods were not retrospectively adjusted. In April 2015, the FASB issued ASU No. 2015-05, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement . The amendments in ASU 2015-05 provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This guidance is effective for us beginning in the first quarter of 2016 with early adoption permitted. The guidance may be applied either prospectively to all arrangements entered into or materially modified after the effective date or retrospectively. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs . The amendments to the guidance require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No. 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements: Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting , which clarifies the treatment of debt issuance costs from line-of-credit arrangements after the adoption of ASU 2015-03. ASU 2015-15 clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs related to a line-of-credit arrangement as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of such arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance is effective for us beginning in the first quarter of 2016 and will be applied on a retrospective basis. Upon adoption of these amendments, we expect to reclassify debt issuance costs of $1.2 million included in prepaid expenses and other current assets and $3.4 million included in other non-current assets to long-term debt, net of current portion on our consolidated balance sheet as of December 31, 2015. In February 2015, the FASB issued ASU No. 2015-02, Amendments to the Consolidation Analysis , which amends the consolidation requirements in ASC 810, Consolidation . ASU 2015-02 makes targeted amendments to the current consolidation guidance, which could change consolidation conclusions. This guidance will be effective for us beginning in the first quarter of 2016 and early adoption is permitted. We do not expect the adoption of this guidance to have any impact on our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , as a new Topic, ASC 606. The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which delays the effective date of ASU 2014-09 by one year. As a result, ASU 2014-09, as amended, is effective for us beginning in the first quarter of 2018 and is to be applied retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. Early adoption will be permitted as of the original effective date in ASU 2014-09 (i.e., annual reporting periods beginning after December 15, 2016). We are currently evaluating the potential effect of adopting this guidance on our consolidated financial statements, as well as the transition methods. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations During 2015, we began evaluating strategic alternatives related to our Huron Legal segment, including the potential divestiture of the practice. On December 10, 2015, we entered into an agreement to sell Huron Legal to Consilio, Inc. ("Consilio"). Pursuant to the agreement, Consilio acquired substantially all of the assets and assumed certain liabilities of Huron Legal, and acquired all issued and outstanding equity interests in certain entities wholly owned by the Company. Huron Legal provides eDiscovery services, consulting services and contract management services related to law department management, information governance and compliance, legal discovery, litigation management, and legal analytics to legal departments, law firms and companies in connection with their eDiscovery, law department operations and contract and litigation management needs. The sale closed on December 31, 2015, at which time we received proceeds of $110.1 million , which consisted of the following: Fair value of consideration received Gross cash proceeds $ 112,000 Estimated net working capital adjustment 4,536 Transaction costs and other closing payments (6,402 ) Total $ 110,134 The divestiture of the Huron Legal segment represents a strategic shift that has a major effect on our operations and financial results as contemplated under ASC 205-20, Presentation of Financial Statements - Discontinued Operations . As such, the operations of our Huron Legal segment have been reclassified as discontinued operations in our consolidated statements of earnings for the years ended December 31, 2015, 2014 and 2013 and in our consolidated balance sheets as of December 31, 2015 and 2014. We recognized a pretax disposal loss of $2.3 million , which is reported in discontinued operations for the year ended December 31, 2015. As of December 31, 2015, no assets or liabilities of the disposed business remained on our consolidated balance sheet. The following table summarizes Huron Legal's assets and liabilities classified as discontinued operations as of December 31, 2014. December 31, 2014 Assets Current assets: Receivables from clients, net $ 22,150 Unbilled services, net 7,186 Prepaid expenses and other current assets 3,027 Total current assets of discontinued operations $ 32,363 Non-current assets: Property and equipment, net $ 13,986 Other non-current assets 1,078 Intangible assets, net 2,955 Goodwill 52,555 Total non-current assets of discontinued operations $ 70,574 Liabilities Current liabilities: Accrued expenses and other current liabilities 1,780 Total current liabilities of discontinued operations $ 1,780 Non-current liabilities: Deferred compensation and other liabilities $ 503 Total non-current liabilities of discontinued operations $ 503 The table below summarizes the operating results of Huron Legal for the years ended December 31, 2015, 2014, and 2013. For the Year Ended December 31, 2015 2014 2013 Revenues and reimbursable expenses: Revenues $ 139,430 $ 183,646 $ 182,394 Reimbursable expenses 3,148 4,028 2,644 Total revenues and reimbursable expenses 142,578 187,674 185,038 Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): Direct costs 95,247 115,894 120,141 Amortization of intangible assets and software development costs 233 298 431 Reimbursable expenses 3,153 4,001 2,655 Total direct costs and reimbursable expenses 98,633 120,193 123,227 Operating expenses and other operating gains: Selling, general and administrative expenses 20,640 22,635 21,562 Restructuring charges (1) 13,341 627 456 Other gains (900 ) — — Depreciation and amortization 9,605 9,563 9,787 Total operating expenses and other operating gains 42,686 32,825 31,805 Operating income 1,259 34,656 30,006 Other expense, net (13 ) (109 ) (144 ) Income from discontinued operations before income tax expense 1,246 34,547 29,862 Loss on disposal (2,303 ) — — Total income (loss) from discontinued operations before income tax expense (1,057 ) 34,547 29,862 Income tax expense (2) 1,786 2,498 14,976 Net income (loss) from discontinued operations $ (2,843 ) $ 32,049 $ 14,886 (1) During 2015, the Huron Legal segment incurred a $13.3 million restructuring charge. Of the $13.3 million , $6.1 million related to accelerated depreciation on assets disposed of as a result of the sale, $5.1 million related to employee costs incurred in connection with the sale, $1.1 million related to the accrual of our remaining lease obligations for vacated spaces, net of estimated sublease income, and $1.0 million related to severance costs incurred from prior workforce reductions. (2) See Note 16 "Income Taxes" for additional detail on the income tax expense recognized for discontinued operations. The table below summarizes the amounts reflected in our consolidated statements of cash flows that relate to the discontinued operations for the years ended December 31, 2015, 2014, and 2013. For the Year Ended December 31, 2015 2014 2013 Depreciation and amortization $ 15,974 $ 9,861 $ 10,218 Share-based compensation $ 2,215 $ 1,374 $ 2,299 Purchases of property and equipment $ 6,234 $ 11,910 $ 6,888 Significant noncash investing items of discontinued operations: Property and equipment expenditures included in accounts payable and accrued expenses $ — $ 1,464 $ 3,124 Contingent consideration related to business acquisitions $ 900 $ — $ — In connection with the sale of Huron Legal, we entered into a transition services agreement ("TSA") with Consilio, whereby Huron will provide certain post-closing services and support to Consilio to facilitate an orderly transfer of the Huron Legal business operations. Billings under the TSA will be recorded as a reduction of the costs to provide the respective service, primarily in selling, general and administrative expenses in the consolidated statements of earnings. Services under the TSA began on January 1, 2016 and are expected to continue for six to twelve months. Other than the TSA, we have no continuing involvement with the Huron Legal segment. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Studer Holdings, Inc. On February 12, 2015 , we acquired 100% of the outstanding stock of Studer Holdings, Inc. (“Studer Group”) from the existing shareholders in accordance with an Agreement and Plan of Merger dated January 26, 2015 (the “Merger Agreement”). Studer Group is a professional services firm that assists healthcare providers achieve cultural transformation to deliver and sustain improvement in clinical outcomes and financial results. The acquisition combines Huron Healthcare’s performance improvement and clinical transformation capabilities with Studer Group’s Evidence-Based Leadership SM framework to provide leadership and cultural transformation expertise for healthcare provider clients. The acquisition date fair value of the consideration transferred for Studer Group was approximately $325.2 million , which consisted of the following: Fair value of consideration transferred Cash $ 323,237 Common stock 2,204 Net working capital adjustment (255 ) Total consideration transferred $ 325,186 We funded the cash component of the purchase price with cash on hand and borrowings of $102.0 million under our senior secured credit facility. We issued 28,486 shares of our common stock as part of the consideration transferred, with an acquisition date fair value of $2.2 million based on the closing price of $77.35 on the date of acquisition. The acquisition was accounted for using the acquisition method of accounting. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date. Amount Assets acquired: Accounts receivable $ 14,906 Prepaid expenses and other current assets 1,385 Deferred income tax asset 4,335 Property and equipment 4,509 Intangible assets 97,500 Liabilities assumed: Accounts payable 760 Accrued expenses and other current liabilities 2,868 Accrued payroll and related benefits 1,574 Deferred revenues 2,449 Deferred income tax liability 21,263 Other non-current liabilities 1,211 Total identifiable net assets 92,510 Goodwill 232,676 Total purchase price $ 325,186 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date. Fair Value Useful Life in Years Customer relationships $ 42,400 9 Customer contracts 25,100 4 Trade name 22,800 5 Technology and software 3,900 3 Publishing content 3,300 3 Total intangible assets subject to amortization $ 97,500 The weighted-average amortization period for the identifiable intangible assets shown above is 6.3 years. Customer relationships and customer contracts represent the fair values of the underlying relationships and agreements with Studer Group customers. The trade name represents the fair value of the brand and name recognition associated with the marketing of Studer Group’s service offerings. Technology and software and publishing content represent the estimated fair values of Studer Group’s software and books that are sold to customers. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed, and largely reflects the expanded market opportunities expected from combining the service offerings of Huron and Studer Group, as well as the assembled workforce of Studer Group. Goodwill recognized in conjunction with the acquisition of Studer Group was recorded in the Huron Healthcare segment. Goodwill of $119.5 million is expected to be deductible for income tax purposes. Studer Group’s results of operations have been included in our consolidated statements of earnings and other comprehensive income and results of operations of our Huron Healthcare segment from the date of acquisition. For the twelve months ended December 31, 2015 , revenues from Studer Group were $79.9 million and operating income was $5.1 million , which included $21.3 million of amortization expense for intangible assets acquired. In connection with the acquisition of Studer Group, we incurred $2.1 million of transaction and acquisition-related expenses, $0.9 million of which were incurred in 2014, and $1.2 million of which were incurred in 2015. These costs are recorded in selling, general and administrative expenses in the period in which they were incurred. The following supplemental pro forma information summarizes the combined results of operations for Huron and Studer Group as though the companies were combined on January 1, 2014. For the Year Ended December 31, 2015 2014 Revenues $ 709,813 $ 705,285 Net income from continuing operations $ 63,600 $ 44,495 Net income from continuing operations per share - basic $ 2.87 $ 1.98 Net income from continuing operations per share - diluted $ 2.81 $ 1.94 The historical financial information has been adjusted to give effect to pro forma adjustments, which consist of intangible assets amortization expense, transaction and acquisition-related costs, interest expense, the related income tax effects, and shares issued as consideration. These adjustments are based upon currently available information and certain assumptions. Therefore, the pro forma consolidated results are not necessarily indicative of what the Company’s consolidated results of operations actually would have been had it completed the acquisition on January 1, 2014. The historical results included in the pro forma consolidated results do not purport to project future results of operations of the combined companies nor do they reflect the expected realization of any cost savings or revenue synergies associated with the acquisition. Sky Analytics, Inc. Effective January 1, 2015, we completed the acquisition of Sky Analytics, Inc. ("Sky Analytics"), a Massachusetts-based provider of legal spend management software for corporate law departments. The acquisition date fair value of the consideration transferred totaled $9.7 million , which included cash of $8.8 million and the fair value of contingent consideration of $0.9 million . Sky Analytics' results of operations have been included in the results of operations of our Huron Legal segment from the date of acquisition, and classified as discontinued operations upon the sale of the Huron Legal segment in the fourth quarter of 2015. Refer to Note 3 "Discontinued Operations" for additional detail on the sale of the Huron Legal segment. Rittman Mead India Effective July 1, 2015, we completed the acquisition of Rittman Mead Consulting Private Limited ("Rittman Mead India"), the India affiliate of Rittman Mead Consulting Ltd. Rittman Mead India is a data and analytics consulting firm that specializes in the implementation of enterprise performance management and analytics systems. The acquisition date fair value of the consideration transferred totaled $1.2 million . Rittman Mead India's results of operations have been included in our consolidated financial statements and results of operations of our Huron Business Advisory segment from the date of acquisition. Cloud62, Inc. Effective October 1, 2015, we completed the acquisition of Cloud62, Inc. ("Cloud62"), a New York-based consulting firm specializing in Salesforce.com implementations and related cloud-based applications. The acquisition date fair value of the consideration transferred totaled $9.2 million , which included cash of $7.1 million and the fair value of contingent consideration of $2.1 million . As part of the purchase price allocation, we recorded $4.2 million of intangible assets and $4.4 million of goodwill. Cloud62's results of operations have been included in our consolidated financial statements and results of operations of our Huron Business Advisory segment from the date of acquisition. The Frankel Group Associates LLC During the first quarter of 2014, we completed the acquisition of The Frankel Group Associates LLC, a New York-based life sciences consulting firm, within the Huron Education and Life Sciences segment. The acquisition date fair value of the consideration transferred totaled $18.0 million , which included the fair value of contingent consideration of $0.6 million . As part of the purchase price allocation, we recorded $5.7 million of intangible assets and $8.3 million of goodwill. Vonlay, LLC During the second quarter of 2014, we completed the acquisition of Vonlay, LLC, a healthcare technology consulting firm, within the Huron Healthcare segment. The fair value of the consideration transferred totaled $34.5 million . As part of the purchase price allocation, we recorded $8.3 million of intangible assets and $21.7 million of goodwill. Threshold Consulting, Inc. During the fourth quarter of 2014, we completed the acquisition of Threshold Consulting, Inc., a provider of cloud-based software as a service applications, data warehousing and business intelligence solutions, as well as customer relationship management consulting services, within the Huron Business Advisory segment. The fair value of the consideration transferred totaled $2.1 million , which included the fair value of contingent consideration of $0.2 million . As part of the purchase price allocation, we recorded $0.6 million of intangible assets and $1.5 million of goodwill. Blue Stone International, LLC During 2013, we completed the acquisition of Blue Stone International, LLC, a Chicago-based provider of professional services supporting Oracle enterprise performance management, information management and business intelligence solutions. The aggregate fair value of the consideration transferred totaled $30.0 million . We recorded $8.8 million of intangible assets and $17.1 million of goodwill related to this acquisition. Blue Stone's results of operations have been included in our consolidated financial statements and results of operations of our Huron Business Advisory segment from the date of acquisition. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2015 and 2014 . Huron Healthcare Huron Education and Life Sciences Huron Business Advisory Total Balance as of December 31, 2013: Goodwill $ 355,880 $ 111,504 $ 159,077 $ 626,461 Accumulated impairment losses — — (142,983 ) (142,983 ) Goodwill, net as of December 31, 2013 355,880 111,504 16,094 483,478 Goodwill recorded in connection with business combinations (1) 21,708 8,308 1,489 31,505 Goodwill reallocation (2) — (16,744 ) 16,744 — Foreign currency translation — (162 ) (230 ) (392 ) Balance as of December 31, 2014: Goodwill 377,588 102,906 177,080 657,574 Accumulated impairment losses — — (142,983 ) (142,983 ) Goodwill, net as of December 31, 2014 $ 377,588 $ 102,906 $ 34,097 $ 514,591 Goodwill recorded in connection with business combinations (1) 232,676 — 4,874 237,550 Foreign currency translation — — (741 ) (741 ) Balance as of December 31, 2015: Goodwill 610,264 102,906 181,213 894,383 Accumulated impairment losses — — (142,983 ) (142,983 ) Balance as of December 31, 2015 (3) $ 610,264 $ 102,906 $ 38,230 $ 751,400 (1) Refer to Note 4 "Acquisitions" for additional information on the goodwill recorded in connection with business combinations. (2) During the first quarter of 2014, we reorganized our internal operating structure to better align our service offerings and moved our Enterprise Performance Management and Analytics (“EPM&A”) practice (formerly referred to as Blue Stone International, LLC, a business which we acquired during the fourth quarter of 2013) from the Huron Education and Life Sciences segment to the Huron Business Advisory segment. As a result of this change, we reassigned the goodwill balance of the EPM&A practice, which totaled $16.7 million as of March 31, 2014, from the Huron Education and Life Sciences reporting unit to the EPM&A reporting unit, which is part of the Huron Business Advisory segment. (3) In connection with the sale of the Huron Legal segment in 2015, we wrote off $59.5 million of goodwill, which represents the Huron Legal segment goodwill carrying balance as of the closing date. Refer to Note 3 "Discontinued Operations" for additional information on the sale. First Quarter 2015 Goodwill Impairment Test During the first three months of 2015, the operating results for Huron Legal were generally in line with management’s expectations for the quarter but still significantly below the results achieved during the first three quarters of 2014. Given the increase in the reporting unit’s carrying value as a result of the Sky Analytics acquisition and weakened results compared to the first nine months of 2014, we performed an interim impairment test for the goodwill balances within our Huron Legal reporting unit as of March 31, 2015. Our goodwill impairment test was performed using the quantitative two-step process. Based on the results of the first step of the goodwill impairment test, we determined that the fair value of our Huron Legal reporting unit exceeded its carrying value, and, therefore, the second step of the goodwill impairment test was not necessary. 2015 Annual Goodwill Impairment Test Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2015 on our five reporting units with goodwill balances: Huron Healthcare, Huron Education and Life Sciences, Financial Advisory, EPM&A, and Huron Legal, which was subsequently sold in December 2015. Our All Other reporting unit does not have a goodwill balance. For each reporting unit, we reviewed goodwill for impairment utilizing the quantitative two-step process. We performed the first step of the quantitative two-step impairment test by comparing the fair value of each reporting unit to its respective carrying amount, including goodwill. Based on the results of the first step of the goodwill impairment test, we determined that the fair values of all reporting units exceeded their carrying value. Therefore, the second step of the goodwill impairment test was not necessary. Intangible Assets Intangible assets as of December 31, 2015 and 2014 consisted of the following: December 31, 2015 2014 Useful Life in Years Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer contracts 1 to 4 $ 25,332 $ 11,943 $ 243 $ 71 Customer relationships 5 to 13 79,449 22,360 33,586 15,168 Non-competition agreements 2 to 5 3,415 1,498 3,005 758 Trade names 5 22,800 5,396 40 27 Technology and software 3 4,180 1,324 4,321 3,461 Publishing content 3 3,300 963 — — License 2 — — 50 31 Total $ 138,476 $ 43,484 $ 41,245 $ 19,516 In connection with the sale of the Huron Legal segment in 2015, we wrote off $3.3 million of intangible assets, which represents the Huron Legal segment intangible asset carrying balance as of the closing date. Refer to Note 3 "Discontinued Operations" for additional information on the sale. Identifiable intangible assets with finite lives are amortized over their estimated useful lives. The majority of the customer relationships, as well as the customer contracts and the trade name acquired in the acquisition of Studer Group, are amortized on an accelerated basis to correspond to the cash flows expected to be derived from these assets. All other intangible assets are amortized on a straight-line basis. Intangible assets amortization expense for the years ended December 31, 2015 , 2014 , and 2013 was $28.7 million , $8.9 million , and $3.9 million , respectively. The table below sets forth the estimated annual amortization expense for the next five years for the intangible assets recorded as of December 31, 2015 . Year Ending December 31, Estimated Amortization Expense 2016 $ 29,082 2017 $ 25,069 2018 $ 14,987 2019 $ 9,427 2020 $ 5,830 Actual future amortization expense could differ from these estimated amounts as a result of future acquisitions, dispositions, and other factors. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Depreciation expense for property and equipment was $12.3 million , $10.3 million , and $9.2 million for 2015 , 2014 , and 2013 , respectively. Property and equipment at December 31, 2015 and 2014 are detailed below: December 31, 2015 2014 Computers, related equipment, and software $ 48,033 $ 65,464 Leasehold improvements 32,163 40,701 Furniture and fixtures 12,891 15,908 Assets under capital lease 409 925 Assets under construction 261 594 Property and equipment 93,757 123,592 Accumulated depreciation and amortization (64,869 ) (92,901 ) Property and equipment, net $ 28,888 $ 30,691 |
Financing Arrangements
Financing Arrangements | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | Financing Arrangements A summary of the carrying amounts of our debt follows: December 31, 2015 2014 1.25% convertible senior notes due 2019 $ 219,993 $ 212,852 Senior secured credit facility 92,000 143,750 Total debt 311,993 356,602 Current maturities of debt — (28,750 ) Long-term debt, net of current portion $ 311,993 $ 327,852 A summary of the scheduled maturities of our debt follows: Scheduled Maturities of Long-Term Debt 2016 $ — 2017 $ — 2018 $ — 2019 $ 250,000 2020 $ 92,000 Convertible Notes In September 2014, the Company issued $250 million principal amount of 1.25% convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes are governed by the terms of an indenture between the Company and U.S. Bank National Association, as Trustee (the “Indenture”). The Convertible Notes are senior unsecured obligations of the Company and will pay interest semi-annually on April 1 and October 1 of each year at an annual rate of 1.25% . The Convertible Notes will mature on October 1, 2019 , unless earlier repurchased by the Company or converted in accordance with their terms. Upon conversion, the Convertible Notes will be settled, at our election, in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. Our current intent and policy is to settle conversions with a combination of cash and shares of common stock with the principal amount of the Convertible Notes paid in cash, in accordance with the settlement provisions of the Indenture. The initial conversion rate for the Convertible Notes is 12.5170 shares of our common stock per $1,000 principal amount of the Convertible Notes, which is equal to an initial conversion price of approximately $79.89 per share of our common stock. The conversion rate will be subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid interest, except in certain limited circumstances described in the Indenture. Upon the occurrence of a “make-whole fundamental change” (as defined in the Indenture) the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its Convertible Notes in connection with such make-whole fundamental change. Additionally, if the Company undergoes a “fundamental change” (as defined in the Indenture), a holder will have the option to require the Company to repurchase all or a portion of its Convertible Notes for cash at a price equal to 100% of the principal amount of the Convertible Notes being repurchased plus any accrued and unpaid interest. As discussed below, the warrants, which were entered into in connection with the Convertible Notes, effectively raise the price at which economic dilution would occur from the initial conversion price of approximately $79.89 to approximately $97.12 per share. Holders of the Convertible Notes may convert their Convertible Notes at their option at any time prior to July 1, 2019 , only under the following circumstances: • during any calendar quarter (and only during such calendar quarter) commencing after December 31, 2014 if, for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the last trading day of the immediately preceding calendar quarter, the last reported sale price of the Company’s common stock for such trading day is equal to or greater than 130% of the applicable conversion price on such trading day; • during the five consecutive business day period immediately following any five consecutive trading day period (such five consecutive trading day period, the “measurement period”) in which, for each trading day of the measurement period, the “trading price” (as defined in the Indenture) per $1,000 principal amount of the Convertible Notes for such trading day was less than 98% of the product of the last reported sale price of the Company’s common stock for such trading day and the applicable conversion rate on such trading day; or • upon the occurrence of specified corporate transactions described in the Indenture. On or after July 1, 2019 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or a portion of its Convertible Notes, regardless of the foregoing circumstances. In accordance with ASC 470, Debt , we have separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature, assuming our non-convertible debt borrowing rate. The carrying value of the equity component representing the conversion option, which is recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount is amortized to interest expense using an effective interest rate of 4.751% over the term of the Convertible Notes. As of December 31, 2015 , the remaining life of the Convertible Notes is 3.8 years. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification. As of December 31, 2015 and 2014 , the Convertible Notes consisted of the following: December 31, 2015 2014 Liability component: Proceeds $ 250,000 $ 250,000 Less: debt discount, net of amortization (30,007 ) (37,148 ) Net carrying amount $ 219,993 $ 212,852 Equity component (1) $ 39,287 $ 39,287 (1) Included in Additional paid-in capital on the consolidated balance sheet. The transaction costs related to the issuance of the Convertible Notes were separated into liability and equity components based on their relative values, as determined above. Transaction costs attributable to the liability component are capitalized and amortized to interest expense over the term of the Convertible Notes, and transaction costs attributable to the equity component were netted with the equity component of the Convertible Notes in stockholders’ equity. Total debt issuance costs were $7.3 million , of which $6.2 million was allocated to liability issuance costs and $1.1 million was allocated to equity issuance costs. The following table presents the amount of interest expense recognized related to the Convertible Notes: Year Ended December 31, 2015 2014 Contractual interest coupon $ 3,125 $ 964 Amortization of debt issuance costs 1,180 360 Amortization of debt discount 7,141 2,139 Total interest expense recognized $ 11,446 $ 3,463 In connection with the issuance of the Convertible Notes, we entered into convertible note hedge transactions and warrant transactions. The convertible note hedge transactions are intended to reduce the potential future economic dilution associated with the conversion of the Convertible Notes and, combined with the warrants, effectively raise the price at which economic dilution would occur from the initial conversion price of approximately $79.89 to approximately $97.12 per share. For purposes of the computation of diluted earnings per share in accordance with U.S. GAAP, dilution will occur when the average share price of our common stock for a given period exceeds the conversion price of the Convertible Notes, which initially is equal to approximately $79.89 per share. The convertible note hedge transactions and warrant transactions are discussed separately below. • Convertible Note Hedge Transactions . In connection with the issuance of the Convertible Notes, the Company entered into the convertible note hedge transactions whereby the Company has call options to purchase a total of approximately 3.1 million shares of the Company’s common stock, which is the number of shares initially issuable upon conversion of the Convertible Notes in full, at a price of approximately $79.89 , which corresponds to the initial conversion price of the Convertible Notes, subject to customary anti-dilution adjustments substantially similar to those in the Convertible Notes. The convertible note hedge transactions are exercisable upon conversion of the Convertible Notes and will expire in 2019 if not earlier exercised. We paid an aggregate amount of $42.1 million for the convertible note hedge transactions, which was recorded as additional paid-in capital in the consolidated balance sheets. The convertible note hedge transactions are separate transactions and are not part of the terms of the Convertible Notes. • Warrants. In connection with the issuance of the Convertible Notes, the Company sold warrants whereby the holders of the warrants have the option to purchase a total of approximately 3.1 million shares of the Company’s common stock at a strike price of approximately $97.12 . The warrants will expire incrementally on 100 different dates from January 6, 2020 to May 28, 2020 and are exercisable at each such expiry date. If the average market value per share of our common stock for the reporting period exceeds the strike price of the warrants, the warrants will have a dilutive effect on our earnings per share. We received aggregate proceeds of $23.6 million from the sale of the warrants, which was recorded as additional paid-in capital in the consolidated balance sheets. The warrants are separate transactions and are not part of the terms of the Convertible Notes or the convertible note hedge transactions. The Company recorded an initial deferred tax liability of $15.4 million in connection with the debt discount associated with the Convertible Notes and recorded an initial deferred tax asset of $16.5 million in connection with the convertible note hedge transactions. The deferred tax liability and deferred tax asset are included in non-current deferred tax liabilities on the consolidated balance sheets. Senior Secured Credit Facility On March 31, 2015, the Company and certain of the Company’s subsidiaries entered into a Second Amended and Restated Credit Agreement dated as of March 31, 2015 (the “Amended Credit Agreement”) by and among the Company, as borrower, certain subsidiaries of the Company, as guarantors, the lenders identified therein, and Bank of America, N.A., as administrative agent and collateral agent, consisting of a $500 million five -year senior secured revolving credit facility. The Amended Credit Agreement becomes due and payable in full upon maturity on March 31, 2020 . The Amended Credit Agreement amended and restated, in its entirety, the credit agreement entered into as of April 14, 2011 (as amended and modified, the “Existing Credit Agreement”). The Amended Credit Agreement provides for, among other things, an extension of the maturity date and a reduction in pricing, and replaced the existing revolving credit and term loan facility with an increased revolving credit facility. The Amended Credit Agreement provides for the option to increase the revolving credit facility or establish term loan facilities in an aggregate amount of up to $100 million , subject to customary conditions and the approval of any lender whose commitment would be increased, resulting in a maximum available principal amount under the Amended Credit Agreement of $600 million . The initial borrowings under the Amended Credit Agreement were used to refinance borrowings outstanding under the Existing Credit Agreement, and future borrowings under the Amended Credit Agreement may be used for working capital, capital expenditures, share repurchases, and general corporate purposes. Fees and interest on borrowings vary based on our Consolidated Leverage Ratio (as defined in the Amended Credit Agreement). At our option, borrowings under the Amended Credit Agreement will bear interest at one, two, three or six-month LIBOR or an alternate base rate, in each case plus the applicable margin. The applicable margin will fluctuate between 1.25% per annum and 1.75% per annum, in the case of LIBOR borrowings, or between 0.25% per annum and 0.75% per annum, in the case of base rate loans, based upon our Consolidated Leverage Ratio at such time. Amounts borrowed under the Amended Credit Agreement may be prepaid at any time without premium or penalty. We are required to prepay the amounts outstanding under the Amended Credit Agreement in certain circumstances, including a requirement to pay all amounts outstanding under the Amended Credit Agreement 90 days prior to the Convertible Indebtedness Maturity Date (as defined in the Amended Credit Agreement) unless (1) the Convertible Indebtedness Maturity Date is waived or extended to a later date, (2) the Company can demonstrate (a) Liquidity (as defined in the Amended Credit Agreement) in an amount at least equal to the principal amount due on the Convertible Indebtedness Maturity Date, and (b) financial covenant compliance after giving effect to such payments and any additional indebtedness incurred on a pro forma basis, or (3) this requirement is waived by the Required Lenders (as defined in the Amended Credit Agreement). In addition, we have the right to permanently reduce or terminate the unused portion of the commitments provided under the Amended Credit Agreement at any time. The loans and obligations under the Amended Credit Agreement are secured pursuant to a Second Amended and Restated Security Agreement and a Second Amended and Restated Pledge Agreement (the “Amended Pledge Agreement”) with Bank of America, N.A. as collateral agent, pursuant to which the Company and the subsidiary guarantors grant Bank of America, N.A., for the ratable benefit of the lenders under the Amended Credit Agreement, a first-priority lien, subject to permitted liens, on substantially all of the personal property assets of the Company and the subsidiary guarantors, and a pledge of 100% of the stock or other equity interests in all domestic subsidiaries and 65% of the stock or other equity interests in each “material first-tier foreign subsidiary” (as defined in the Amended Pledge Agreement). The Amended Credit Agreement contains usual and customary representations and warranties; affirmative and negative covenants, which include limitations on liens, investments, additional indebtedness, and restricted payments; and two quarterly financial covenants as follows: (i) a maximum Consolidated Leverage Ratio (defined as the ratio of debt to consolidated EBITDA) of either 3.25 to 1.00 or 3.50 to 1.00, depending on the measurement period, and (ii) a minimum Consolidated Interest Coverage Ratio (defined as the ratio of consolidated EBITDA to interest) of 3.50 to 1.00. Consolidated EBITDA for purposes of the financial covenants is calculated on a continuing operations basis and includes adjustments to add back share-based compensation costs, certain non-cash restructuring charges, and pro forma historical EBITDA for businesses acquired. At December 31, 2015 , we were in compliance with these financial covenants with a Consolidated Leverage Ratio of 2.09 to 1.00 and a Consolidated Interest Coverage Ratio of 15.70 to 1.00. Borrowings outstanding under the Amended Credit Agreement at December 31, 2015 totaled $92.0 million . These borrowings carried a weighted average interest rate of 2.4% , including the effect of the interest rate swaps described below in Note 11 “Derivative Instruments and Hedging Activity." Borrowings outstanding under the Existing Credit Agreement at December 31, 2014 were $143.8 million and carried a weighted average interest rate of 2.3% . The borrowing capacity under the revolving credit facility is reduced by any outstanding borrowings under the revolving credit facility and outstanding letters of credit. At December 31, 2015 , we had outstanding letters of credit totaling $4.8 million , which are primarily used as security deposits for our office facilities. As of December 31, 2015 , the unused borrowing capacity under the revolving credit facility was $403.2 million . |
Capital Structure
Capital Structure | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Capital Structure | Capital Structure Preferred Stock We are authorized to issue up to 50,000,000 shares of preferred stock. Our certificate of incorporation authorizes our board of directors, without any further stockholder action or approval, to issue these shares in one or more classes or series, to establish from time to time the number of shares to be included in each class or series, and to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions. As of December 31, 2015 and 2014 , no such preferred stock has been approved or issued. Common Stock We are authorized to issue up to 500,000,000 shares of common stock, par value $.01 per share. The holders of common stock are entitled to one vote for each share held of record on each matter submitted to a vote of stockholders. Subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock are entitled to such dividends as our board of directors may declare. In the event of any liquidation, dissolution or winding-up of our affairs, after payment of all of our debts and liabilities and subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock will be entitled to receive the distribution of any of our remaining assets. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period, excluding unvested restricted common stock. Diluted earnings per share reflects the potential reduction in earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock under the treasury stock method. Such securities or other contracts include unvested restricted stock awards, outstanding common stock options, convertible senior notes, and outstanding warrants, to the extent dilutive. Earnings per share under the basic and diluted computations are as follows: Year Ended December 31, 2015 2014 2013 Net income from continuing operations $ 61,895 $ 47,002 $ 51,577 Income (loss) from discontinued operations, net of tax (2,843 ) 32,049 14,856 Net income $ 59,052 $ 79,051 $ 66,433 Weighted average common shares outstanding—basic 22,136 22,431 22,322 Weighted average common stock equivalents 464 494 455 Weighted average common shares outstanding—diluted 22,600 22,925 22,777 Net earnings per basic share: Net income from continuing operations $ 2.80 $ 2.10 $ 2.31 Income (loss) from discontinued operations, net of tax (0.13 ) 1.42 0.67 Net income $ 2.67 $ 3.52 $ 2.98 Net earnings per diluted share: Net income from continuing operations $ 2.74 $ 2.05 $ 2.26 Income (loss) from discontinued operations, net of tax (0.13 ) 1.40 0.66 Net income $ 2.61 $ 3.45 $ 2.92 The anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows: As of December 31, 2015 2014 2013 Unvested restricted stock awards 21 17 — Outstanding common stock options — — 76 Convertible senior notes 3,129 3,129 — Warrants related to the issuance of convertible senior notes 3,129 3,129 — Total anti-dilutive securities 6,279 6,275 76 See Note 7 “Financing Arrangements” for further information on the convertible senior notes and warrants related to the issuance of convertible notes. In February 2014, our board of directors authorized a share repurchase program allowing us to repurchase up to $50 million of our common stock through February 28, 2015 (the “February 2014 Share Repurchase Program”). During the twelve months ended December 31, 2014, we completed the February 2014 Share Repurchase Program by repurchasing 805,392 shares at an average cost of $62.08 per share. In October 2014, our board of directors authorized an additional share repurchase program pursuant to which we may, from time to time, repurchase up to $50 million of our common stock through October 31, 2015 (the “October 2014 Share Repurchase Program”). In October 2015, our board of directors authorized an extension of the October 2014 Share Repurchase Program through October 31, 2016; and in December 2015, our board of directors increased the authorized amount to $125 million . The amount and timing of the repurchases will be determined by management and will depend on a variety of factors, including the trading price of our common stock, general market and business conditions, and applicable legal requirements. No shares were repurchased under this program in 2014. During the twelve months ended December 31, 2015, we repurchased 583,880 shares at an average cost of $59.24 per share. |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges During 2015 , we incurred $3.3 million of pretax restructuring expense. This expense primarily consisted of the following charges: Office exit costs - In 2015, we incurred $0.5 million of office exit costs primarily related to updated assumptions for the lease accrual of the Washington, D.C. space vacated in the fourth quarter of 2014. Severance - In 2015, we incurred $2.8 million of severance expense to better align our resources with market demand. Of the $3.3 million pretax restructuring expense, $1.2 million was incurred by our Healthcare segment, $1.1 million was incurred by our All Other segment as we wind down our public sector consulting practice and our foreign consulting operations based in the Middle East, and $1.0 million was incurred from corporate operations. During 2014 , we incurred $2.8 million of pretax restructuring expense. This expense primarily consisted of the following charges: Office exit costs - In 2014, we incurred charges totaling $1.8 million related to the consolidation of office space in Washington, D.C., Chicago, and New York, and the closure of our office in San Diego. The charges primarily consisted of the accrual of remaining lease obligations at vacated spaces, net of estimated sublease income. The vacated locations in Chicago and New York were acquired as part of business acquisitions during 2013 and 2014. Accelerated depreciation - We incurred $0.9 million of accelerated depreciation expense on leasehold improvements at our vacated offices discussed above. Contract termination costs - In the fourth quarter of 2014, we paid $0.1 million for the early termination of certain telecom contracts related to the vacated office space in San Diego. All of the $2.8 million pretax restructuring expense incurred in 2014 was related to corporate operations. During 2013 , we incurred $0.3 million of pretax restructuring expense. This expense primarily consisted of the early termination of certain computer lease contracts related to the integration of our Blue Stone acquisition. The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, 2015 and 2014. Employee Costs Office Space Reductions Total Balance as of December 31, 2013 $ 98 $ 752 $ 850 Additions (1)(2) 188 2,837 3,025 Payments (280 ) (1,385 ) (1,665 ) Adjustments — — — Balance as of December 31, 2014 6 2,204 2,210 Additions (1)(2) 7,209 5,820 13,029 Payments (4,938 ) (2,014 ) (6,952 ) Adjustments (3) 46 369 415 Balance as of December 31, 2015 $ 2,323 $ 6,379 $ 8,702 (1) Additions for the years ended December 31, 2015 and 2014 include $10.2 million and $0.4 million , respectively, related to discontinued operations. Refer to Note 3 "Discontinued Operations" for additional information on our discontinued operation. (2) Additions for the years ended December 31, 2015 and 2014 exclude $3.5 million and $0.2 million , respectively, of net noncash restructuring charges as these items do not result in a restructuring charge liability. (3) Adjustments to office space reductions represents changes in sublease assumptions and reductions in our remaining lease obligations. As of December 31, 2015 , our restructuring charge liability related to office space reductions of $6.4 million represented the present value of remaining lease payments, net of estimated sublease income, primarily for our vacated office spaces in Washington, D.C., New York, and Houston. The $2.3 million restructuring charge liability related to employee costs at December 31, 2015 is expected to be paid in 2016. The restructuring charge liability is included as a component of accrued expenses and deferred compensation and other liabilities. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activity | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activity | Derivative Instruments and Hedging Activity On December 8, 2011, we entered into a forward amortizing interest rate swap agreement effective on February 29, 2012 and ending on April 14, 2016 . We entered into this derivative instrument to hedge against the interest rate risks of our variable-rate borrowings described in Note 7 “Financing Arrangements.” The swap had an initial notional amount of $56.6 million and amortizes throughout the term. Under the terms of the interest rate swap agreement, we receive from the counterparty interest on the notional amount based on one -month LIBOR and we pay to the counterparty a fixed rate of 0.9875% . On May 30, 2012, we entered into an amortizing interest rate swap agreement effective on May 31, 2012 and ending on April 14, 2016 . We entered into this derivative instrument to further hedge against the interest rate risks of our variable-rate borrowings. The swap had an initial notional amount of $37.0 million and amortizes throughout the term. Under the terms of the interest rate swap agreement, we receive from the counterparty interest on the notional amount based on one -month LIBOR and we pay to the counterparty a fixed rate of 0.70% . On April 4, 2013, we entered into a forward amortizing interest rate swap agreement effective on March 31, 2014 and ending on August 31, 2017 . We entered into this derivative instrument to further hedge against the interest rate risks of our variable-rate borrowings. The swap has an initial notional amount of $60.0 million and amortizes throughout the term. Under the terms of the interest rate swap agreement, we will receive from the counterparty interest on the notional amount based on one -month LIBOR and we will pay to the counterparty a fixed rate of 0.985% . ASC 815, Derivatives and Hedging , requires companies to recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. In accordance with ASC 815, we have designated these derivative instruments as cash flow hedges. As such, changes in the fair value of the derivative instruments are recorded as a component of other comprehensive income (“OCI”) to the extent of effectiveness and reclassified into interest expense upon settlement. The ineffective portion of the change in fair value of the derivative instruments is recognized in interest expense. As of December 31, 2015 , it was anticipated that $0.1 million of the losses, net of tax, currently recorded in accumulated other comprehensive income will be reclassified into earnings within the next 12 months. Our interest rate swap agreements were effective during the twelve months ended December 31, 2015 , inclusive of consideration of our credit facility amendment discussed in Note 7 “Financing Arrangements.” The table below sets forth additional information relating to these interest rate swaps designated as cash flow hedging instruments as of December 31, 2015 and December 31, 2014 . Fair Value (Derivative Asset and Liability) December 31, Balance Sheet Location 2015 2014 Other non-current assets $ 86 $ 516 Accrued expenses $ 242 $ 643 Deferred compensation and other liabilities $ — $ 10 All of the Company’s derivative instruments are transacted under the International Swaps and Derivatives Association (ISDA) master agreements. These agreements permit the net settlement of amounts owed in the event of default and certain other termination events. Although netting is permitted, it is the Company’s policy to record all derivative assets and liabilities on a gross basis on our consolidated balance sheet. All of the Company’s derivative instruments as of December 31, 2015 and 2014 were held with the same counterparty. We do not use derivative instruments for trading or other speculative purposes. Refer to Note 13 “Other Comprehensive Income (Loss)” for additional information on our derivative instruments. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Certain of our assets and liabilities are measured at fair value. ASC 820, Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows: Level 1 Inputs Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 Inputs Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Inputs Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability. The table below sets forth the fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 . Level 1 Level 2 Level 3 Total December 31, 2015 Assets: Promissory note $ — $ — $ 2,309 $ 2,309 Convertible debt investment — — 34,831 34,831 Total assets $ — $ — $ 37,140 $ 37,140 Liabilities: Interest rate swaps $ — $ 156 $ — $ 156 Contingent consideration for business acquisitions — — 2,063 2,063 Total liabilities $ — $ 156 $ 2,063 $ 2,219 December 31, 2014 Assets: Promissory note $ — $ — $ 2,137 $ 2,137 Interest rate swaps — 172 — 172 Convertible debt investment — — 12,250 12,250 Total assets $ — $ 172 $ 14,387 $ 14,559 Liabilities: Interest rate swaps $ — $ 309 $ — $ 309 Contingent consideration for business acquisitions — — 226 226 Total liabilities $ — $ 309 $ 226 $ 535 Promissory note : As part of the consideration received for the sale of our Accounting Advisory practice on December 30, 2011, the Company received a $3.5 million promissory note payable over four years. During the second quarter of 2014, we agreed to amend and restate the note such that principal payments will be paid to us annually based on the amount of excess cash flows earned each year by the maker of the note until the maturity date of December 31, 2018 , at which time the remaining principal balance and any accrued interest is due. The fair value of the note is based on the net present value of the projected cash flows using a discount rate of 17% , which accounts for the risks associated with the note. The increase in the fair value of the note during 2015 reflects the accretion of interest income in excess of interest payments received. The portion of the note expected to be received in the next twelve months is recorded as a receivable in prepaid expenses and other current assets. The remaining portion of the note is recorded in other non-current assets. Interest rate swaps: The fair value of the interest rate swaps was derived using estimates to settle the interest rate swap agreements, which are based on the net present value of expected future cash flows on each leg of the swaps utilizing market-based inputs and discount rates reflecting the risks involved. Convertible debt investment: In the third quarter of 2014, we invested $12.5 million , in the form of zero coupon convertible debt, in Shorelight Holdings, LLC (“Shorelight”), the parent company of Shorelight Education, a U.S.-based company that partners with leading nonprofit universities to increase access to and retention of international students, boost institutional growth, and enhance an institution’s global footprint. In 2015, we invested an additional $15.4 million in convertible notes of Shorelight, increasing the cost basis of our investment to $27.9 million . The notes will mature on July 1, 2020 , unless converted earlier. To determine the appropriate accounting treatment for our investment, we performed a variable interest entity (“VIE”) analysis and concluded that Shorelight does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the convertible notes are not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment to be that of an available-for-sale security in accordance with ASC 320, Investments—Debt and Equity Securities . The investment is carried at fair value with unrealized holding gains and losses excluded from earnings and reported in other comprehensive income. We estimated the fair value of our investment using a Monte Carlo simulation model, cash flow projections discounted at a risk-adjusted rate, and certain assumptions related to equity volatility, default probability, and recovery rate, all of which are Level 3 inputs. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of the investment, which would result in different impacts to our consolidated balance sheet and comprehensive income. Actual results may differ from our estimates. An unrealized pretax gain of $7.1 million was recorded in other comprehensive income for the twelve months ended December 31, 2015. The fair value of the convertible debt investment is recorded in long-term investment. Contingent acquisition liability: We estimate the fair value of acquisition-related contingent consideration using either a probability-weighted discounted cash flow model or a Monte Carlo simulation model, as appropriate. These fair value measurements are based on significant inputs not observed in the market and thus represents a Level 3 measurement. The significant unobservable inputs used in the fair value measurements of our contingent consideration are our measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of the contingent consideration is reassessed on a quarterly basis based on assumptions used in our latest projections and input provided by practice leaders and management. Any change in the fair value estimate is recorded in the earnings of that period. During the year ended December 31, 2015, we recorded a $2.1 million contingent consideration liability for an acquisition that was completed during 2015. In addition, we determined that the fair value of another contingent consideration liability for a separate acquisition that was also completed during 2015 had declined to zero and recorded a remeasurement gain of $0.3 million . Refer to Note 5 “Goodwill and Intangible Assets” for information on the acquisitions completed in 2015. The fair value of the contingent acquisition liability is recorded in accrued consideration for business acquisitions. Financial assets and liabilities not recorded at fair value are as follows: Senior Secured Credit Facility The carrying value of our borrowings outstanding under senior secured credit facility is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the senior secured credit facility bears interest at variable rates based on market rates as set forth in the Amended Credit Agreement. Refer to Note 7 “Financing Arrangements.” Convertible Notes The carrying amount and estimated fair value of the Convertible Notes are as follows (in thousands): December 31, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Estimated 1.25% convertible senior notes due 2019 $ 219,993 $ 248,010 $ 212,852 $ 261,903 The difference between the $250 million principal amount of the Convertible Notes and the carrying amounts represents the unamortized debt discount. As of December 31, 2015 and 2014, the carrying value of the equity component of $39.3 million was unchanged from the date of issuance. Refer to Note 7 “Financing Arrangements” for additional details of our Convertible Notes. The estimated fair value of the Convertible Notes was determined based on the quoted bid price of the Convertible Notes in an over-the-counter market on December 31, 2015 and 2014, which is a Level 2 input. Based on the closing price of our common stock of $59.40 on December 31, 2015 , the if-converted value of the Convertible Notes was less than the principal amount. Cash and cash equivalents are stated at cost, which approximates fair market value. The carrying values for receivables from clients, unbilled services, accounts payable, deferred revenues, and other accrued liabilities reasonably approximate fair market value due to the nature of the financial instrument and the short-term maturity of these items. |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended December 31, 2015 , 2014 , and 2013 . Foreign Currency Translation Available-for- Sale Investments Cash Flow Hedges (1) Total Balance as of December 31, 2012 $ (805 ) $ — $ (554 ) $ (1,359 ) Foreign currency translation adjustment, net of tax of $48 89 — — 89 Unrealized gain (loss) on cash flow hedges: Change in fair value, net of tax of $(83) — — 139 139 Reclassification adjustment into earnings, net of tax of $(223) — — 334 334 Balance as of December 31, 2013 (716 ) — (81 ) (797 ) Foreign currency translation adjustment, net of tax of $111 (1,618 ) — — (1,618 ) Unrealized loss on investments, net of tax of $0 — (250 ) — (250 ) Unrealized gain (loss) on cash flow hedges: Change in fair value, net of tax of $341 — — (510 ) (510 ) Reclassification adjustment into earnings, net of tax of $(347) — — 520 520 Balance as of December 31, 2014 (2,334 ) (250 ) (71 ) (2,655 ) Foreign currency translation adjustment, net of tax of $(33) (403 ) — — (403 ) Reclassification adjustment into earnings, net of tax of $0 (2) 2,220 2,220 Unrealized gain on investments, net of tax of $(2,709) — 4,435 — 4,435 Unrealized gain (loss) on cash flow hedges: Change in fair value, net of tax of $327 — — (492 ) (492 ) Reclassification adjustment into earnings, net of tax of $(320) — — 480 480 Balance as of December 31, 2015 $ (517 ) $ 4,185 $ (83 ) $ 3,585 (1) The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income. (2) In connection with the divestiture of Huron Legal, which included the sale of certain wholly-owned foreign subsidiaries, we reclassified $2.2 million of accumulated translation losses to net income from discontinued operations. |
Employee Benefit and Deferred C
Employee Benefit and Deferred Compensation Plans | 12 Months Ended |
Dec. 31, 2015 | |
Postemployment Benefits [Abstract] | |
Employee Benefit and Deferred Compensation Plans | Employee Benefit and Deferred Compensation Plans We sponsor a qualified defined contribution 401(k) plan covering substantially all of our employees. Under the plan, employees are entitled to make pretax contributions. We match an amount equal to the employees’ contributions up to 6% of the employees’ salaries. Our matching contributions, including those related to our discontinued operations, for the years ended December 31, 2015 , 2014 , and 2013 were $17.8 million , $16.2 million , and $13.8 million , respectively. We have a non-qualified deferred compensation plan (the “Plan”) that is administered by our board of directors or a committee designated by the board of directors. Under the Plan, members of the board of directors and a select group of our employees may elect to defer the receipt of their director retainers and meeting fees or base salary and bonus, as applicable. Additionally, we may credit amounts to a participant’s deferred compensation account in accordance with employment or other agreements entered into between us and the participant. At our sole discretion, we may, but are not required to, credit any additional amount we desire to any participant’s deferred compensation account. Amounts credited are subject to vesting schedules set forth in the Plan, employment agreement or any other agreement entered into between us and the participant. The deferred compensation liability at December 31, 2015 and 2014 was $13.1 million and $7.5 million , respectively. |
Equity Incentive Plans
Equity Incentive Plans | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans | Equity Incentive Plans In 2012, Huron adopted the 2012 Omnibus Incentive Plan (the “2012 Plan”), in order to increase the number of shares of common stock available as equity compensation to employees, non-employee directors, and independent contractors, and to make certain updates to reflect changes in market practices. The 2012 Plan permits the grant of stock options, stock appreciation rights, restricted stock, performance shares and other share-based or cash-based awards valued in whole or in part by reference to, or otherwise based on, our common stock. The 2012 Plan replaced, on a prospective basis, our 2004 Plan such that future grants will be granted under the 2012 Plan and any outstanding awards granted under the 2004 Plan that are cancelled, expired, forfeited, settled in cash, or otherwise terminated without a delivery of shares to the participant will not become available for grant under the 2012 Plan. The 2012 Plan was amended on May 2, 2014 to increase the number of shares authorized for issuance by 850,000 shares. On May 1, 2015, we adopted the Stock Ownership Participation Program (the “SOPP”), which is available to Huron employees below the managing director level who do not receive equity-based awards as part of their normal compensation plan. Under the SOPP, eligible employees may elect to use after-tax payroll deductions, or cash contributions, to purchase shares of the Company’s common stock on certain designated purchase dates. Employees who purchase stock under the SOPP are granted restricted stock equal to 25% of their purchased shares. Vesting of the restricted stock is subject to both a time-based vesting schedule and requirement that the purchased shares be held for a specified holding period. The initial shares available for issuance under the SOPP was 300,000 . Prior to adopting the SOPP, the matching share grants and the employee purchased shares under the stock ownership participation program were governed by the 2012 Plan. As of December 31, 2015, approximately 1.2 million shares remain available for issuance under the 2012 Plan and SOPP. It has been our practice to issue shares of common stock upon exercise of stock options and granting of restricted stock from authorized but unissued shares, with the exception of the SOPP under which shares are issued from treasury stock. The Compensation Committee of the board of directors has the responsibility of interpreting the 2012 Plan and SOPP and determining all of the terms and conditions of awards made under the plans, including when the awards will become exercisable or otherwise vest. In the fourth quarter of 2013, the Compensation Committee amended certain share-based awards outstanding under our 2012 Plan and our 2004 Plan to provide for a retirement eligibility provision. Under this provision, eligible employees who have reached 62 years of age and have completed seven years of employment with the Company will continue vesting in their share-based awards after retirement, subject to certain conditions. This retirement eligibility provision will also apply to future awards granted to eligible employees under the 2012 Plan. Total share-based compensation cost recognized for the years ended December 31, 2015 , 2014 , and 2013 was $19.2 million , $18.8 million , and $16.0 million , respectively, with related income tax benefits of $7.6 million , $7.4 million , and $6.3 million , respectively. As of December 31, 2015 , there was $24.3 million of total unrecognized compensation cost related to nonvested share-based awards. This cost is expected to be recognized over a weighted average period of 2.4 years. Stock Options During 2013, the Company granted stock option awards to certain named executive officers. No stock option awards were granted in 2014 and 2015. The exercise prices of stock options are equal to the fair value of a share of common stock on the date of grant. Subject to acceleration under certain conditions, our stock options vest annually over four years. All stock options have a ten -year contractual term. The fair value of the options granted during 2013 were calculated using the Black-Scholes option-pricing model using the following assumptions: 2013 Expected dividend yield —% Expected volatility 45.0% Risk-free rate 1.1% Expected option life (in years) 6.25 Expected volatility was based on our historical stock prices, the historical volatility of comparable companies, and implied volatilities from traded options in our stock. The risk-free interest rate was based on the rate of U.S. Treasury bills with equivalent expected terms of the stock options at the time of the option grant. The expected option life was estimated using the simplified method. The simplified method was used due to the lack of sufficient historical data available to provide a reasonable basis upon which to estimate the expected term. Stock option activity for the year ended December 31, 2015 was as follows: Number of Options (in thousands) Weighted Average Exercise Price (in dollars) Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Outstanding at December 31, 2014 199 $ 28.99 6.3 $ 7.8 Granted — Exercised — Forfeited or expired — Outstanding at December 31, 2015 199 $ 28.99 5.3 $ 6.1 Exercisable at December 31, 2015 173 $ 27.53 5.0 $ 5.5 The weighted average grant date fair value of stock options granted during the year ended December 31, 2013 was $17.46 . No stock options were granted in 2014 and 2015. The aggregate intrinsic value of options exercised during 2014 and 2013 was $1.6 million and $1.7 million , respectively. No options were exercised in 2015. Restricted Stock Awards The grant date fair values of our restricted stock awards are measured pursuant to ASC 718 and amortized into expense over the service period. Subject to acceleration under certain conditions, the majority of our restricted stock vests annually over four years. The table below summarizes the restricted stock activity for the year ended December 31, 2015 , which includes activity related to our discontinued operations. As of December 31, 2015, there were no nonvested restricted stock awards outstanding related to our discontinued operations. Number of Shares (in thousands) Weighted Average Grant Date Fair Value (in dollars) Nonvested restricted stock at December 31, 2014 780 $ 50.61 Granted 307 $ 66.21 Vested (363 ) $ 46.57 Forfeited (56 ) $ 57.40 Nonvested restricted stock at December 31, 2015 668 $ 59.41 The aggregate fair value of restricted stock that vested during the years ended December 31, 2015 , 2014 , and 2013 was $23.9 million , $19.8 million , and $14.3 million , respectively. The weighted average grant date fair value per share of restricted stock granted during 2014 and 2013 was $66.21 and $39.76 , respectively. Performance-based Share Awards During 2015 , 2014 , and 2013 , the Company granted performance-based share awards to our named executive officers and certain managing directors. The total number of shares earned by recipients of these awards is contingent upon meeting practice and Company-wide performance goals. Following the performance period, the awards are subject to the completion of a service period, which is generally an additional two to three years. The earned awards vest on a graded vesting schedule over the service period. For certain performance awards, the recipients may earn additional shares of stock for performance achieved above the stated target. The grant date fair values of our performance-based share awards are measured based on the fair value of our common stock at grant date. Compensation cost is amortized into expense over the service period. The table below summarizes the performance-based stock activity for the year ended December 31, 2015 , which includes activity related to our discontinued operations. As of December 31, 2015, there were no nonvested performance-based stock awards outstanding related to our discontinued operations. Number of Shares (in thousands) Weighted Average Grant Date Fair Value (in dollars) Nonvested performance-based stock at December 31, 2014 236 $ 55.55 Granted (1) 162 $ 66.63 Vested (98 ) $ 47.67 Forfeited (2) (66 ) $ 66.21 Nonvested performance-based stock at December 31, 2015 (3) 234 $ 63.54 (1) Shares granted in 2015 are presented at the stated target level, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target level based on the achievement of specific financial goals. Included in the granted shares amount are 8,100 shares earned above the target level for awards granted in 2014. (2) Forfeited shares includes shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination. (3) Of the 234,000 nonvested performance-based shares outstanding as of December 31, 2015 , 178,100 shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on 2015 financial results, 111,041 shares that were granted in 2015 will be forfeited in the first quarter of 2016. The aggregate fair value of performance-based stock that vested during the years ended December 31, 2015 , 2014 , and 2013 was $6.5 million , $5.2 million , and $3.6 million , respectively. The weighted average grant date fair value per share of performance-based stock granted during 2014 and 2013 was $64.52 and $39.19 , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The income tax expense for continuing operations for the years ended December 31, 2015 , 2014 , and 2013 consists of the following: Year ended December 31, 2015 2014 2013 Current: Federal $ 4,806 $ 16,361 $ 19,760 State 2,380 4,881 4,642 Foreign 350 (175 ) (205 ) Total current 7,536 21,067 24,197 Deferred: Federal 12,450 10,637 6,953 State 1,482 1,170 995 Foreign 202 185 55 Total deferred 14,134 11,992 8,003 Income tax expense for continuing operations $ 21,670 $ 33,059 $ 32,200 The components of income from continuing operations before income tax expense were as follows: Year ended December 31, 2015 2014 2013 U.S. $ 85,164 $ 83,851 $ 88,664 Foreign (1,599 ) (3,790 ) (4,887 ) Total $ 83,565 $ 80,061 $ 83,777 A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: Year ended December 31, 2015 2014 2013 Percent of pretax income from continuing operations: At U.S. statutory tax rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal benefit 4.6 4.5 3.9 Meals and entertainment 0.6 0.6 0.5 Valuation allowance 0.5 1.2 0.6 Foreign source income 0.5 0.9 0.2 Tax credits / Section 199 Deduction (1.0 ) (0.9 ) (1.1 ) Net tax (benefit) expense related to “check-the-box” election (14.7 ) 0.4 — Other 0.4 (0.4 ) (0.7 ) Effective income tax expense rate for continuing operations 25.9 % 41.3 % 38.4 % In the fourth quarter of 2015, we made a tax election to classify two of our wholly-owned foreign subsidiaries as disregarded entities for U.S. federal income tax purposes (commonly referred to as a “check-the-box” election). As a result of this election, we expect to realize an income tax benefit of $13.0 million , of which $0.7 million is unrecognized, resulting in a net recognized tax benefit of $12.3 million . The effective tax rate for discontinued operations in 2015 was 169.0% , based on tax expense of $1.8 million , and was higher than the statutory tax rate primarily due to the tax expense recognized from the sale of the Huron Legal segment. Refer to Note 3 "Discontinued Operations" for further detail on the sale of the Huron Legal segment. The effective tax rate for discontinued operations in 2014 was 7.2% , based on tax expense of $2.5 million , and was lower than the statutory tax rate primarily due to the impact of a "check-the-box" election made in the first quarter of 2014. As a result of this election, we realized an income tax benefit of $13.8 million , of which $2.4 million is unrecognized, resulting in a net recognized tax benefit for discontinued operations of $11.4 million . The effective tax rate for discontinued operations in 2013 was 50.2% based on tax expense of $15.0 million . The net deferred tax liabilities for continuing operations at December 31, 2015 and 2014 consist of the following: December 31, 2015 2014 Deferred tax assets: Share-based compensation $ 10,234 $ 10,234 Accrued payroll and other liabilities 9,074 8,215 Deferred lease incentives 4,691 6,143 Convertible note hedge transactions 12,690 15,582 Revenue recognition 1,611 2,074 Net operating loss carry-forwards 529 2,069 Tax credits 1,935 1,182 Other 3,632 1,084 Total deferred tax assets 44,396 46,583 Valuation allowance (2,242 ) (2,431 ) Net deferred tax assets 42,154 44,152 Deferred tax liabilities: Prepaid expenses (2,943 ) (3,316 ) Property and equipment (2,406 ) (4,037 ) Intangibles and Goodwill (56,584 ) (33,288 ) Convertible note discount (11,793 ) (14,562 ) Other (3,116 ) (926 ) Total deferred tax liabilities (76,842 ) (56,129 ) Net deferred tax liability for continuing operations (34,688 ) (11,977 ) As of December 31, 2015 and 2014 , we had valuation allowances of $2.2 million and $2.4 million , respectively, primarily due to uncertainties relating to the ability to utilize deferred tax assets recorded for foreign losses and foreign tax credits. The Company has federal net operating losses of $1.4 million which expire in 2029 and state net operating loss carry-forwards of $0.6 million which will expire between 2029 and 2030 . The Company also has federal and state tax credit carry-forwards of $1.9 million which expire in 2021 and 2020 , respectively. In accordance with ASC 740, Income Taxes , we recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: Balance at January 1, 2012 $ 441 Additions based on tax positions related to the prior years 40 Decrease based on tax positions related to the prior year (51 ) Decrease based on settlements with taxing authorities (19 ) Balance at December 31, 2013 $ 411 Additions based on tax positions related to the current year 2,410 Decrease based on tax positions related to the prior year (333 ) Balance at December 31, 2014 $ 2,488 Additions based on tax positions related to the current year 735 Balance at December 31, 2015 $ 3,223 Of the $3.2 million of unrecognized tax benefits at December 31, 2015 , $0.8 million would affect the effective tax rate of continuing operations and $2.4 million would affect the effective tax rate of discontinued operations, if recognized. We do not expect that changes in the liability for unrecognized tax benefits during the next 12 months will have a significant impact on our financial position or results of operations. As of December 31, 2015 and 2014 , an immaterial amount was accrued for the potential payment of interest and penalties. Accrued interest and penalties are recorded as a component of provision for income taxes on our consolidated statement of operations. We file income tax returns with federal, state, local and foreign jurisdictions. Tax years 2012, 2013, and 2014 are subject to future examinations by federal tax authorities. Tax years 2009 through 2014 are subject to future examinations by state and local tax authorities. The Company is currently under audit by the states of Illinois, New York, and Florida. Our foreign income tax filings are subject to future examinations by the local foreign tax authorities for tax years 2007 through 2014 . |
Commitments, Contingencies and
Commitments, Contingencies and Guarantees | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Guarantees | Commitments, Contingencies and Guarantees Lease Commitments We lease office space under non-cancelable operating lease arrangements expiring on various dates through 2026, with various renewal options. Our principal executive offices located in Chicago, Illinois are under a lease expiring in September 2024. We have a five -year renewal option that will allow us to continue to occupy this office space until September 2029. Office facilities under operating leases include fixed or minimum payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require monthly payments of real estate taxes, insurance and other operating expenses applicable to the property. Some of the leases contain provisions whereby the future rental payments may be adjusted for increases in operating expenses above the specified amount. Rental expense, including operating costs and taxes, for the years ended December 31, 2015 , 2014 , and 2013 was $12.3 million , $9.8 million , and $8.2 million , respectively. Future minimum rental commitments under non-cancelable leases and sublease income as of December 31, 2015 , are as follows: Operating Lease Obligations Sublease Income 2016 $ 16,896 $ 2,943 2017 12,392 1,141 2018 10,795 945 2019 8,345 — 2020 8,112 — Thereafter 26,505 — Total $ 83,045 $ 5,029 Litigation Tamalluk Business Development LLC v. Huron Consulting Services LLC (Abu Dhabi Court of First Instance) On August 22, 2013, we learned that Tamalluk Business Development LLC, who was Huron’s agent in Abu Dhabi, and its principal, Mubarak Ahmad Bin Hamouda Al Dhaheri, filed a claim against Huron Consulting Services LLC in the Abu Dhabi Court of First Instance. The lawsuit alleged that under the agency agreement, Tamalluk was entitled to a commission on certain amounts that Huron collected from Abu Dhabi clients, and that Huron breached the agreement with Tamalluk and caused damages by declining to enter into a client engagement in Abu Dhabi and subsequently terminating the agency agreement with Tamalluk. Claimants alleged they were entitled to $50 million for damage to reputation and defamation and another $50 million for breach of contract. Huron submitted its written response on September 25, 2013. The response stated that Huron had the right to terminate the agency agreement with Tamalluk, and Huron had the sole discretion whether to accept or reject an engagement. Huron also filed a counterclaim on October 10, 2013 seeking a judicial order to permit the cancellation of Huron’s commercial license to allow Huron to cease doing business in Abu Dhabi. On December 17, 2013, the Abu Dhabi court ruled in Huron’s favor on all claims and held that Huron permissibly terminated the contract with Tamalluk and Huron did not owe Tamalluk any compensation related to Tamalluk’s claims. In addition, the court terminated the Local Sponsorship Agreement as requested by Huron in its counterclaim. Tamalluk appealed the decision, and on March 18, 2014, the appellate court upheld the decision in Huron’s favor. Tamalluk filed an appeal on May 18, 2014 to the Court of Cassation, which is the highest court in Abu Dhabi. On October 21, 2014, the Court of Cassation referred the case back to the appellate court for consideration of Claimants’ allegations relating to damage to reputation and defamation, which the appellate court had not previously addressed. The Court of Cassation ruled in Huron’s favor on the other claims and on Huron’s counterclaim. On October 13, 2015, the appellate court ruled in Huron's favor and denied Tamalluk's claims for damage to reputation and defamation. Tamalluk did not appeal to the Court of Cassation in the time period prescribed by law, and therefore the litigation is concluded. Physiotherapy Associates In 2011, Huron was engaged to design and implement new processes, software, tools, and techniques to assist Physiotherapy Associates, Inc. (“PA”) in reducing older accounts receivable levels and optimizing cash flow. The engagement agreement specifically provided that Huron will not be auditing financial statements and that Huron’s services are not designed, and should not be relied on, to disclose weaknesses in internal controls, financial statement errors, irregularities, illegal acts, or disclosure deficiencies. In November 2013, Physiotherapy Holdings, Inc., and certain subsidiaries and affiliates (including PA) filed a voluntary petition for bankruptcy pursuant to Chapter 11 of the Bankruptcy Code, which resulted in part from claims related to an alleged overstatement of PA’s revenues and profitability in connection with the sale of PA in 2012. The Joint Prepackaged Plan of Reorganization (the “Plan”), which was confirmed by the Bankruptcy Court in December 2013, established and funded a Litigation Trust to pursue certain claims on behalf of certain beneficiaries. The Plan disclosed a lengthy list of potential defendants and witnesses regarding these claims, including but not limited to the debtors’ officers, directors, certain employees, former owners, investment bankers, auditors, and various consultants. This list of potential defendants and witnesses included Huron, as well as three of Huron’s current or former employees. The Plan suggested that Huron, among others, was involved in “actively marketing PA” for sale and provided opinions to unnamed parties “defending the quality of PA’s earnings.” While we believe that we have meritorious defenses, to avoid the time and expense of protracted litigation, in September 2015 we reached an agreement with the Litigation Trust to settle the matter for $3.6 million . As a result, in the third quarter of 2015 we increased our accrued liability from $1.3 million to $3.6 million , and increased our insurance receivable from $0.5 million to $2.8 million . The settlement agreement has been finalized and approved by the Bankruptcy Court. Other Litigation During the fourth quarter of 2015, we settled two lawsuits brought by Huron, resulting in a gain of $10.0 million being recorded. We collected the $10.0 million in January 2016. From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. As of the date of this Annual Report on Form 10-K, e are not a party to any other litigation or legal proceeding that, in the current opinion of management, could have a material adverse effect on our financial position or results of operations. However, due to the risks and uncertainties inherent in legal proceedings, actual results could differ from current expected results. Guarantees Guarantees in the form of letters of credit totaling $4.8 million and $5.1 million were outstanding at December 31, 2015 and 2014 , respectively, to support certain office lease obligations as well as Middle East performance and bid bonds. In connection with certain business acquisitions, we may be required to pay post-closing consideration to the sellers if specific financial performance targets are met over a number of years as specified in the related purchase agreement. As of December 31, 2015 and 2014, the estimated fair value of our contingent consideration liability was $2.1 million and $0.2 million , respectively. To the extent permitted by law, our bylaws and articles of incorporation require that we indemnify our officers and directors against judgments, fines and amounts paid in settlement, including attorneys’ fees, incurred in connection with civil or criminal action or proceedings, as it relates to their services to us if such person acted in good faith. Although there is no limit on the amount of indemnification, we may have recourse against our insurance carrier for certain payments made. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Segments are defined by ASC 280, Segment Reporting , as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under four operating segments, which are our reportable segments: Huron Healthcare, Huron Education and Life Sciences, Huron Business Advisory, and All Other. • Huron Healthcare Our Huron Healthcare segment provides strategic advisory, consulting, and technology solutions to national and regional hospitals and integrated health systems, academic medical centers, community hospitals, and physician practices. We deliver solutions to address challenges in the rapidly evolving healthcare environment to improve quality and patient outcomes, increase revenue, reduce expenses, and enhance physician, patient, and employee satisfaction across the healthcare enterprise. By partnering with healthcare organizations, we design solutions that teach providers how to achieve cultural transformation and deliver and sustain improvement in clinical outcomes and financial results. Our people provide a depth of expertise across the healthcare industry, and our culture of collaboration extends to our client engagements, enabling teams to effectively implement successful client projects. • Huron Education and Life Sciences Our Huron Education and Life Sciences segment provides management consulting services and technology solutions to the higher education, academic medical center, pharmaceutical and medical device, and research industries. We work with our clients to develop and implement strategic priorities, performance improvement, technology, and research enterprise solutions to help them address challenges relating to financial management, strategy, operational and organizational effectiveness, research administration, and regulatory compliance. • Huron Business Advisory Our Huron Business Advisory segment provides services to the C-suite of middle market and large organizations, lending institutions, law firms, investment banks, and private equity firms. We assist clients in a broad range of industries and across the spectrum from healthy, well-capitalized companies to organizations in transition, and to creditors, owners, and other key constituents. Also included in the Huron Business Advisory segment is our Enterprise Performance Management and Analytics practice, which delivers solutions that enable organizations to manage and optimize their financial performance, operational efficiency, and client experience. With expertise in full-service enterprise performance management (EPM), business analytics, customer relationship management (CRM), and big data professional services, Huron's global presence and remote delivery capabilities help clients drive results and gain a competitive advantage. • All Other Our All Other segment consists of any line of business not managed by our other three operating segments. These businesses include our public sector consulting practice and our foreign consulting operations based in the Middle East, both of which we wound down in 2015. Segment operating income consists of the revenues generated by a segment, less the direct costs of revenue and selling, general and administrative costs that are incurred directly by the segment. Unallocated corporate costs include costs related to administrative functions that are performed in a centralized manner that are not attributable to a particular segment. These administrative function costs include costs for corporate office support, certain office facility costs, costs relating to accounting and finance, human resources, legal, marketing, information technology, and Company-wide business development functions, as well as costs related to overall corporate management. The table below sets forth information about our operating segments along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial. Refer to Note 3 “Discontinued Operations” for information on the divestiture of the Huron Legal segment completed in 2015. Year Ended December 31, 2015 2014 2013 Huron Healthcare: Revenues $ 446,887 $ 415,803 $ 358,766 Operating income $ 169,560 $ 159,015 $ 141,870 Segment operating income as a percentage of segment revenues 37.9 % 38.2 % 39.5 % Huron Education and Life Sciences: Revenues $ 167,933 $ 145,962 $ 143,609 Operating income $ 44,216 $ 36,131 $ 35,966 Segment operating income as a percentage of segment revenues 26.3 % 24.8 % 25.0 % Huron Business Advisory: Revenues $ 82,968 $ 62,840 $ 34,669 Operating income $ 19,263 $ 14,035 $ 7,211 Segment operating income as a percentage of segment revenues 23.2 % 22.3 % 20.8 % All Other: Revenues $ 1,222 $ 3,081 $ 1,084 Operating loss $ (1,718 ) $ (2,466 ) $ (1,256 ) Segment operating loss as a percentage of segment revenues N/M N/M N/M Total Company: Revenues $ 699,010 $ 627,686 $ 538,128 Reimbursable expenses 70,013 73,847 64,623 Total revenues and reimbursable expenses $ 769,023 $ 701,533 $ 602,751 Statements of Earnings reconciliation: Segment operating income $ 231,321 $ 206,715 $ 183,791 Items not allocated at the segment level: Other operating expenses and gains 102,688 102,924 83,169 Depreciation and amortization expense 25,135 15,451 10,723 Other expense, net 19,933 8,279 6,122 Income from continuing operations before income tax expense $ 83,565 $ 80,061 $ 83,777 N/M – Not Meaningful December 31, Segment Assets: 2015 2014 Huron Healthcare $ 84,088 $ 112,190 Huron Education and Life Sciences 35,916 28,973 Huron Business Advisory 21,885 19,134 All Other — 379 Unallocated assets (1) 1,022,271 995,238 Total assets $ 1,164,160 $ 1,155,914 (1) Unallocated assets includes goodwill and intangible assets, our convertible debt investment, and assets of discontinued operations, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. See Note 5 “Goodwill and Intangible Assets,” Note 12 "Fair Value of Financial Instruments," and Note 3 “Discontinued Operations” for further information on these assets. For the years ended December 31, 2015 , 2014 , and 2013 , substantially all of our revenues and long-lived assets were attributed to or located in the United States. No single client generated greater than 10% of our consolidated revenues for the years ended December 31, 2015 , 2014 , and 2013 . At December 31, 2015 and 2014 , no single client’s total receivables and unbilled services balance represented greater than 10% of our total receivables and unbilled services balance. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Valuation and Qualifying Accounts The following table summarizes the activity of the allowances for doubtful accounts and unbilled services and the valuation allowance for deferred tax assets: Beginning balance Additions (1) Deductions Ending balance Year ended December 31, 2013: Allowances for doubtful accounts and unbilled services $ 6,675 28,948 25,698 $ 9,925 Valuation allowance for deferred tax assets $ 1,290 116 — $ 1,406 Year ended December 31, 2014: Allowances for doubtful accounts and unbilled services $ 9,925 36,044 31,840 $ 14,129 Valuation allowance for deferred tax assets $ 1,406 1,025 — $ 2,431 Year ended December 31, 2015: Allowances for doubtful accounts and unbilled services $ 14,129 40,003 37,246 $ 16,886 Valuation allowance for deferred tax assets $ 2,431 1,212 1,401 $ 2,242 (1) Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (unaudited) | Selected Quarterly Financial Data (unaudited) Quarter Ended 2015 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 154,426 $ 184,019 $ 175,465 $ 185,100 Reimbursable expenses 16,308 20,867 16,091 16,747 Total revenues and reimbursable expenses 170,734 204,886 191,556 201,847 Gross profit 50,479 77,793 76,160 75,956 Operating income 7,936 28,797 30,056 36,709 Net income from continuing operations 968 14,148 14,277 32,502 Income (loss) from discontinued operations, net of tax 534 4,685 5,097 (13,159 ) Net income 1,502 18,833 19,374 19,343 Net earnings per basic share: Net income from continuing operations $ 0.04 $ 0.64 $ 0.65 $ 1.47 Income (loss) from discontinued operations, net of tax 0.03 0.21 0.23 (0.59 ) Net income $ 0.07 $ 0.85 $ 0.88 $ 0.88 Net earnings per diluted share: Net income from continuing operations $ 0.04 $ 0.62 $ 0.63 $ 1.44 Income (loss) from discontinued operations, net of tax 0.03 0.21 0.23 (0.58 ) Net income $ 0.07 $ 0.83 $ 0.86 $ 0.86 Weighted average shares used in calculating earnings per share: Basic 22,126 22,220 22,107 22,093 Diluted 22,602 22,654 22,592 22,551 Quarter Ended 2014 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 155,756 $ 156,109 $ 151,904 $ 163,917 Reimbursable expenses 18,617 19,907 17,689 17,634 Total revenues and reimbursable expenses 174,373 176,016 169,593 181,551 Gross profit 66,832 62,704 50,862 58,413 Operating income 32,060 21,517 13,130 21,633 Net income from continuing operations 17,094 12,473 7,467 9,968 Income from discontinued operations, net of tax 17,032 7,440 4,752 2,825 Net income 34,126 19,913 12,219 12,793 Net earnings per basic share: Net income from continuing operations $ 0.76 $ 0.55 $ 0.33 $ 0.45 Income from discontinued operations, net of tax 0.75 0.33 0.21 0.13 Net income $ 1.51 $ 0.88 $ 0.54 $ 0.58 Net earnings per diluted share: Net income from continuing operations $ 0.74 $ 0.54 $ 0.33 $ 0.44 Income from discontinued operations, net of tax 0.74 0.32 0.20 0.13 Net income $ 1.48 $ 0.86 $ 0.53 $ 0.57 Weighted average shares used in calculating earnings per share: Basic 22,588 22,645 22,488 22,010 Diluted 23,086 23,098 22,975 22,548 |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Effective February 1, 2016, we completed our acquisition of MyRounding Solutions LLC ("MyRounding"), a Denver, Colorado-based firm specializing in digital health solutions to improve patient care. The addition of MyRounding strengthens Huron’s cultural transformation services for healthcare providers and expands the integration of Huron’s software and consulting solutions. The results of operations of MyRounding will be included within the Huron Healthcare segment. We have not yet completed a valuation of the assets acquired and liabilities assumed in the acquisition. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements reflect the financial position at December 31, 2015 and 2014 , and the results of operations and cash flows for the years ended December 31, 2015 , 2014 , and 2013 . Certain amounts reported in previous years have been reclassified to conform to the 2015 presentation. The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions. |
Revenue Recognition | Revenue Recognition We recognize revenues in accordance with ASC 605, Revenue Recognition . Under ASC 605, revenue is recognized when persuasive evidence of an arrangement exists, the related services are provided, the price is fixed or determinable, and collectability is reasonably assured. We generate the majority of our revenues from providing professional services under four types of billing arrangements: fixed-fee (including software license revenue), time-and-expense, performance-based, and software support and maintenance and subscriptions. In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. It is the client's expectation in these engagements that the pre-established fee will not be exceeded except in mutually agreed upon circumstances. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Studer Group solution are fixed-fee partner contracts with multiple deliverables, which primarily consist of coaching services, as well as seminars, materials and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts are recognized at the time the service is provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable. We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract in accordance with ASC 605. License revenue from our research administration and compliance software is recognized in accordance with ASC 985-605, generally in the month in which the software is delivered. Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publication orders purchased by our clients outside of Partner Contracts within our Studer Group solution. We recognize revenues under time-and-expense arrangements as the related services or publications are delivered. In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We do not recognize revenues under performance-based billing arrangements until all related performance criteria are met. Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. The software support and maintenance and subscription-based revenues are recognized ratably over the support or subscription period, which ranges from one to three years. These fees are billed in advance and included in deferred revenues until recognized. We have arrangements with clients in which we provide multiple elements of services under one engagement contract. Revenues under these types of arrangements are allocated to each element based on the element’s fair value in accordance with ASC 605 and recognized pursuant to the criteria described above. Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts. Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses, and typically an equivalent amount of reimbursable expenses are included in total direct costs and reimbursable expenses. Reimbursable expenses are primarily recognized as revenue in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the accompanying consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement. |
Allowances for Doubtful Accounts and Unbilled Services | Allowances for Doubtful Accounts and Unbilled Services We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses. |
Direct Costs and Reimbursable Expenses | Direct Costs and Reimbursable Expenses Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefit and share-based compensation costs, the cost of outside consultants or subcontractors assigned to revenue-generating activities, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of three months or less to be cash equivalents. |
Concentrations of Credit Risk | Concentrations of Credit Risk To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable, and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note 18 “Segment Information” for concentration of accounts receivable and unbilled services. We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. |
Investments | Investments Our long-term investment consists of our convertible debt investment in Shorelight Holdings, LLC. We classified the investment as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income (loss). When the investment is in an unrealized loss position, we assess whether the investment is other than temporarily impaired. We consider impairments to be other than temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other than temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other than temporary, we will record the amount in earnings. See Note 12 “Fair Value of Financial Instruments” for further information on our convertible debt investment. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to four years. Furniture and fixtures are depreciated over five years. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease. |
Software Development Costs | Software Development Costs We expense development costs for software products that will be sold, leased, or otherwise marketed until technological feasibility has been established. Similarly, we expense all development costs after the software is available for general release to customers. During the period between the establishment of technological feasibility and availability for general release to customers, software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. Capitalized development costs are amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We classify capitalized development costs for software products to be sold, leased, or otherwise marketed as other non-current assets on our consolidated balance sheet. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with ASC 360, Property, Plant and Equipment . Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows. |
Intangible Assets Other Than Goodwill | Intangible Assets Other Than Goodwill We account for intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other . This Topic requires that certain identifiable intangible assets be amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. Intangible assets are reviewed for impairment in a similar manner to our long-lived assets described above. |
Goodwill | Goodwill For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have five reporting units, which consist of our Huron Healthcare, Huron Education and Life Sciences, and All Other operating segments, and our Financial Advisory practice and Enterprise Performance Management and Analytics (“EPM&A”) practice, which together make up our Huron Business Advisory operating segment. We test goodwill for impairment annually and whenever events or circumstances make it more likely than not that an impairment may have occurred. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. |
Business Combinations | Business Combinations We use the acquisition method of accounting in accordance with ASC 805, Business Combinations. Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled. |
Deferred Lease Incentives | Deferred Lease Incentives We record as non-current the portion of the deferred lease incentive liability that we expect to recognize over a period greater than one year. The non-current portion of the deferred lease incentive liability totaled $10.0 million and $12.7 million at December 31, 2015 and 2014 , respectively, and was primarily generated from tenant improvement allowances and rent abatement. Deferred lease incentives are amortized on a straight-line basis over the life of the lease. The portion of the deferred lease incentive corresponding to the rent payments that will be paid within 12 months of the balance sheet date is classified as current liabilities. We monitor the classification of such liabilities based on the expectation of their utilization periods. |
Income Taxes | Income Taxes We account for income taxes in accordance with ASC 740, Income Taxes . Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. In accordance with ASC 740, Income Taxes , we recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. |
Share-Based Compensation | Share-Based Compensation We account for share-based compensation in accordance with ASC 718, Compensation—Stock Compensation . Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. We net share-based compensation expense with our estimated amount of expected forfeitures. |
Sponsorship and Advertising Costs | Sponsorship and Advertising Costs Sponsorship and advertising costs are expensed as incurred. |
Debt Issuance Costs | Debt Issuance Costs We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of earnings. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of prepaid expenses and other current assets and other non-current assets. |
Foreign Currency | Foreign Currency Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive loss, which is a component of stockholders’ equity. Foreign currency transaction gains and losses are included in other income, net on the statement of earnings. |
Segment Reporting | Segment Reporting ASC 280, Segment Reporting, establishes annual and interim reporting standards for an enterprise’s business segments and related disclosures about its products, services, geographic areas, and major customers. Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under four operating segments, which are reportable segments: Huron Healthcare, Huron Education and Life Sciences, Huron Business Advisory, and All Other. |
New Accounting Pronouncements | New Accounting Pronouncements In January 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The amendments to the guidance enhance the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. The updated guidance is effective for us beginning January 1, 2018. We are currently evaluating the potential effect this guidance will have on our consolidated financial statements. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes to simplify the presentation of deferred taxes in the statement of financial position. The amendments to the guidance require that deferred tax assets and liabilities be classified as noncurrent in a classified balance sheet. The updated guidance is effective for us beginning January 1, 2017 with early application permitted as of the beginning of any interim or annual reporting period. This guidance may be applied either prospectively to all deferred tax assets and liabilities or retrospectively to all periods presented. We have elected to early adopt the amendments to this guidance beginning with this Annual Report on Form 10-K for the year ended December 31, 2015 and apply the amendments prospectively. As a result, we reclassed $14.5 million of net current deferred tax assets to non-current deferred income taxes, net on the consolidated balance sheet as of December 31, 2015. Prior periods were not retrospectively adjusted. In April 2015, the FASB issued ASU No. 2015-05, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement . The amendments in ASU 2015-05 provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This guidance is effective for us beginning in the first quarter of 2016 with early adoption permitted. The guidance may be applied either prospectively to all arrangements entered into or materially modified after the effective date or retrospectively. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs . The amendments to the guidance require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No. 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements: Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting , which clarifies the treatment of debt issuance costs from line-of-credit arrangements after the adoption of ASU 2015-03. ASU 2015-15 clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs related to a line-of-credit arrangement as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of such arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance is effective for us beginning in the first quarter of 2016 and will be applied on a retrospective basis. Upon adoption of these amendments, we expect to reclassify debt issuance costs of $1.2 million included in prepaid expenses and other current assets and $3.4 million included in other non-current assets to long-term debt, net of current portion on our consolidated balance sheet as of December 31, 2015. In February 2015, the FASB issued ASU No. 2015-02, Amendments to the Consolidation Analysis , which amends the consolidation requirements in ASC 810, Consolidation . ASU 2015-02 makes targeted amendments to the current consolidation guidance, which could change consolidation conclusions. This guidance will be effective for us beginning in the first quarter of 2016 and early adoption is permitted. We do not expect the adoption of this guidance to have any impact on our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , as a new Topic, ASC 606. The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which delays the effective date of ASU 2014-09 by one year. As a result, ASU 2014-09, as amended, is effective for us beginning in the first quarter of 2018 and is to be applied retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. Early adoption will be permitted as of the original effective date in ASU 2014-09 (i.e., annual reporting periods beginning after December 15, 2016). We are currently evaluating the potential effect of adopting this guidance on our consolidated financial statements, as well as the transition methods. |
Derivatives | ASC 815, Derivatives and Hedging , requires companies to recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. In accordance with ASC 815, we have designated these derivative instruments as cash flow hedges. As such, changes in the fair value of the derivative instruments are recorded as a component of other comprehensive income (“OCI”) to the extent of effectiveness and reclassified into interest expense upon settlement. The ineffective portion of the change in fair value of the derivative instruments is recognized in interest expense. |
Fair Value of Financial Instr29
Fair Value of Financial Instruments - (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair value measurement policy | Certain of our assets and liabilities are measured at fair value. ASC 820, Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows: Level 1 Inputs Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 Inputs Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Inputs Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability. |
Income Taxes - (Policies)
Income Taxes - (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We account for income taxes in accordance with ASC 740, Income Taxes . Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. In accordance with ASC 740, Income Taxes , we recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Fair Value of Consideration Received | The sale closed on December 31, 2015, at which time we received proceeds of $110.1 million , which consisted of the following: Fair value of consideration received Gross cash proceeds $ 112,000 Estimated net working capital adjustment 4,536 Transaction costs and other closing payments (6,402 ) Total $ 110,134 The acquisition date fair value of the consideration transferred for Studer Group was approximately $325.2 million , which consisted of the following: Fair value of consideration transferred Cash $ 323,237 Common stock 2,204 Net working capital adjustment (255 ) Total consideration transferred $ 325,186 |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | The following table summarizes Huron Legal's assets and liabilities classified as discontinued operations as of December 31, 2014. December 31, 2014 Assets Current assets: Receivables from clients, net $ 22,150 Unbilled services, net 7,186 Prepaid expenses and other current assets 3,027 Total current assets of discontinued operations $ 32,363 Non-current assets: Property and equipment, net $ 13,986 Other non-current assets 1,078 Intangible assets, net 2,955 Goodwill 52,555 Total non-current assets of discontinued operations $ 70,574 Liabilities Current liabilities: Accrued expenses and other current liabilities 1,780 Total current liabilities of discontinued operations $ 1,780 Non-current liabilities: Deferred compensation and other liabilities $ 503 Total non-current liabilities of discontinued operations $ 503 The table below summarizes the operating results of Huron Legal for the years ended December 31, 2015, 2014, and 2013. For the Year Ended December 31, 2015 2014 2013 Revenues and reimbursable expenses: Revenues $ 139,430 $ 183,646 $ 182,394 Reimbursable expenses 3,148 4,028 2,644 Total revenues and reimbursable expenses 142,578 187,674 185,038 Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): Direct costs 95,247 115,894 120,141 Amortization of intangible assets and software development costs 233 298 431 Reimbursable expenses 3,153 4,001 2,655 Total direct costs and reimbursable expenses 98,633 120,193 123,227 Operating expenses and other operating gains: Selling, general and administrative expenses 20,640 22,635 21,562 Restructuring charges (1) 13,341 627 456 Other gains (900 ) — — Depreciation and amortization 9,605 9,563 9,787 Total operating expenses and other operating gains 42,686 32,825 31,805 Operating income 1,259 34,656 30,006 Other expense, net (13 ) (109 ) (144 ) Income from discontinued operations before income tax expense 1,246 34,547 29,862 Loss on disposal (2,303 ) — — Total income (loss) from discontinued operations before income tax expense (1,057 ) 34,547 29,862 Income tax expense (2) 1,786 2,498 14,976 Net income (loss) from discontinued operations $ (2,843 ) $ 32,049 $ 14,886 (1) During 2015, the Huron Legal segment incurred a $13.3 million restructuring charge. Of the $13.3 million , $6.1 million related to accelerated depreciation on assets disposed of as a result of the sale, $5.1 million related to employee costs incurred in connection with the sale, $1.1 million related to the accrual of our remaining lease obligations for vacated spaces, net of estimated sublease income, and $1.0 million related to severance costs incurred from prior workforce reductions. (2) See Note 16 "Income Taxes" for additional detail on the income tax expense recognized for discontinued operations. The table below summarizes the amounts reflected in our consolidated statements of cash flows that relate to the discontinued operations for the years ended December 31, 2015, 2014, and 2013. For the Year Ended December 31, 2015 2014 2013 Depreciation and amortization $ 15,974 $ 9,861 $ 10,218 Share-based compensation $ 2,215 $ 1,374 $ 2,299 Purchases of property and equipment $ 6,234 $ 11,910 $ 6,888 Significant noncash investing items of discontinued operations: Property and equipment expenditures included in accounts payable and accrued expenses $ — $ 1,464 $ 3,124 Contingent consideration related to business acquisitions $ 900 $ — $ — |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Summary of Fair Value of Consideration Transferred | The sale closed on December 31, 2015, at which time we received proceeds of $110.1 million , which consisted of the following: Fair value of consideration received Gross cash proceeds $ 112,000 Estimated net working capital adjustment 4,536 Transaction costs and other closing payments (6,402 ) Total $ 110,134 The acquisition date fair value of the consideration transferred for Studer Group was approximately $325.2 million , which consisted of the following: Fair value of consideration transferred Cash $ 323,237 Common stock 2,204 Net working capital adjustment (255 ) Total consideration transferred $ 325,186 |
Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date. Amount Assets acquired: Accounts receivable $ 14,906 Prepaid expenses and other current assets 1,385 Deferred income tax asset 4,335 Property and equipment 4,509 Intangible assets 97,500 Liabilities assumed: Accounts payable 760 Accrued expenses and other current liabilities 2,868 Accrued payroll and related benefits 1,574 Deferred revenues 2,449 Deferred income tax liability 21,263 Other non-current liabilities 1,211 Total identifiable net assets 92,510 Goodwill 232,676 Total purchase price $ 325,186 |
Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date. Fair Value Useful Life in Years Customer relationships $ 42,400 9 Customer contracts 25,100 4 Trade name 22,800 5 Technology and software 3,900 3 Publishing content 3,300 3 Total intangible assets subject to amortization $ 97,500 |
Summary of Supplemental Pro Forma Consolidated Results of Operations | The following supplemental pro forma information summarizes the combined results of operations for Huron and Studer Group as though the companies were combined on January 1, 2014. For the Year Ended December 31, 2015 2014 Revenues $ 709,813 $ 705,285 Net income from continuing operations $ 63,600 $ 44,495 Net income from continuing operations per share - basic $ 2.87 $ 1.98 Net income from continuing operations per share - diluted $ 2.81 $ 1.94 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2015 and 2014 . Huron Healthcare Huron Education and Life Sciences Huron Business Advisory Total Balance as of December 31, 2013: Goodwill $ 355,880 $ 111,504 $ 159,077 $ 626,461 Accumulated impairment losses — — (142,983 ) (142,983 ) Goodwill, net as of December 31, 2013 355,880 111,504 16,094 483,478 Goodwill recorded in connection with business combinations (1) 21,708 8,308 1,489 31,505 Goodwill reallocation (2) — (16,744 ) 16,744 — Foreign currency translation — (162 ) (230 ) (392 ) Balance as of December 31, 2014: Goodwill 377,588 102,906 177,080 657,574 Accumulated impairment losses — — (142,983 ) (142,983 ) Goodwill, net as of December 31, 2014 $ 377,588 $ 102,906 $ 34,097 $ 514,591 Goodwill recorded in connection with business combinations (1) 232,676 — 4,874 237,550 Foreign currency translation — — (741 ) (741 ) Balance as of December 31, 2015: Goodwill 610,264 102,906 181,213 894,383 Accumulated impairment losses — — (142,983 ) (142,983 ) Balance as of December 31, 2015 (3) $ 610,264 $ 102,906 $ 38,230 $ 751,400 (1) Refer to Note 4 "Acquisitions" for additional information on the goodwill recorded in connection with business combinations. (2) During the first quarter of 2014, we reorganized our internal operating structure to better align our service offerings and moved our Enterprise Performance Management and Analytics (“EPM&A”) practice (formerly referred to as Blue Stone International, LLC, a business which we acquired during the fourth quarter of 2013) from the Huron Education and Life Sciences segment to the Huron Business Advisory segment. As a result of this change, we reassigned the goodwill balance of the EPM&A practice, which totaled $16.7 million as of March 31, 2014, from the Huron Education and Life Sciences reporting unit to the EPM&A reporting unit, which is part of the Huron Business Advisory segment. (3) In connection with the sale of the Huron Legal segment in 2015, we wrote off $59.5 million of goodwill, which represents the Huron Legal segment goodwill carrying balance as of the closing date. Refer to Note 3 "Discontinued Operations" for additional information on the sale. |
Intangible Assets | Intangible assets as of December 31, 2015 and 2014 consisted of the following: December 31, 2015 2014 Useful Life in Years Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer contracts 1 to 4 $ 25,332 $ 11,943 $ 243 $ 71 Customer relationships 5 to 13 79,449 22,360 33,586 15,168 Non-competition agreements 2 to 5 3,415 1,498 3,005 758 Trade names 5 22,800 5,396 40 27 Technology and software 3 4,180 1,324 4,321 3,461 Publishing content 3 3,300 963 — — License 2 — — 50 31 Total $ 138,476 $ 43,484 $ 41,245 $ 19,516 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The table below sets forth the estimated annual amortization expense for the next five years for the intangible assets recorded as of December 31, 2015 . Year Ending December 31, Estimated Amortization Expense 2016 $ 29,082 2017 $ 25,069 2018 $ 14,987 2019 $ 9,427 2020 $ 5,830 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment at December 31, 2015 and 2014 are detailed below: December 31, 2015 2014 Computers, related equipment, and software $ 48,033 $ 65,464 Leasehold improvements 32,163 40,701 Furniture and fixtures 12,891 15,908 Assets under capital lease 409 925 Assets under construction 261 594 Property and equipment 93,757 123,592 Accumulated depreciation and amortization (64,869 ) (92,901 ) Property and equipment, net $ 28,888 $ 30,691 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Carrying Amounts of Debt | A summary of the carrying amounts of our debt follows: December 31, 2015 2014 1.25% convertible senior notes due 2019 $ 219,993 $ 212,852 Senior secured credit facility 92,000 143,750 Total debt 311,993 356,602 Current maturities of debt — (28,750 ) Long-term debt, net of current portion $ 311,993 $ 327,852 |
Schedule of Maturities of Long-term Debt | A summary of the scheduled maturities of our debt follows: Scheduled Maturities of Long-Term Debt 2016 $ — 2017 $ — 2018 $ — 2019 $ 250,000 2020 $ 92,000 |
Schedule of Notes | As of December 31, 2015 and 2014 , the Convertible Notes consisted of the following: December 31, 2015 2014 Liability component: Proceeds $ 250,000 $ 250,000 Less: debt discount, net of amortization (30,007 ) (37,148 ) Net carrying amount $ 219,993 $ 212,852 Equity component (1) $ 39,287 $ 39,287 (1) Included in Additional paid-in capital on the consolidated balance sheet. |
Summary of Interest Expense Recognized | The following table presents the amount of interest expense recognized related to the Convertible Notes: Year Ended December 31, 2015 2014 Contractual interest coupon $ 3,125 $ 964 Amortization of debt issuance costs 1,180 360 Amortization of debt discount 7,141 2,139 Total interest expense recognized $ 11,446 $ 3,463 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Earnings Per Share | Earnings per share under the basic and diluted computations are as follows: Year Ended December 31, 2015 2014 2013 Net income from continuing operations $ 61,895 $ 47,002 $ 51,577 Income (loss) from discontinued operations, net of tax (2,843 ) 32,049 14,856 Net income $ 59,052 $ 79,051 $ 66,433 Weighted average common shares outstanding—basic 22,136 22,431 22,322 Weighted average common stock equivalents 464 494 455 Weighted average common shares outstanding—diluted 22,600 22,925 22,777 Net earnings per basic share: Net income from continuing operations $ 2.80 $ 2.10 $ 2.31 Income (loss) from discontinued operations, net of tax (0.13 ) 1.42 0.67 Net income $ 2.67 $ 3.52 $ 2.98 Net earnings per diluted share: Net income from continuing operations $ 2.74 $ 2.05 $ 2.26 Income (loss) from discontinued operations, net of tax (0.13 ) 1.40 0.66 Net income $ 2.61 $ 3.45 $ 2.92 |
Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents | The anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows: As of December 31, 2015 2014 2013 Unvested restricted stock awards 21 17 — Outstanding common stock options — — 76 Convertible senior notes 3,129 3,129 — Warrants related to the issuance of convertible senior notes 3,129 3,129 — Total anti-dilutive securities 6,279 6,275 76 |
Restructuring Charges - (Tables
Restructuring Charges - (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, 2015 and 2014. Employee Costs Office Space Reductions Total Balance as of December 31, 2013 $ 98 $ 752 $ 850 Additions (1)(2) 188 2,837 3,025 Payments (280 ) (1,385 ) (1,665 ) Adjustments — — — Balance as of December 31, 2014 6 2,204 2,210 Additions (1)(2) 7,209 5,820 13,029 Payments (4,938 ) (2,014 ) (6,952 ) Adjustments (3) 46 369 415 Balance as of December 31, 2015 $ 2,323 $ 6,379 $ 8,702 (1) Additions for the years ended December 31, 2015 and 2014 include $10.2 million and $0.4 million , respectively, related to discontinued operations. Refer to Note 3 "Discontinued Operations" for additional information on our discontinued operation. (2) Additions for the years ended December 31, 2015 and 2014 exclude $3.5 million and $0.2 million , respectively, of net noncash restructuring charges as these items do not result in a restructuring charge liability. (3) Adjustments to office space reductions represents changes in sublease assumptions and reductions in our remaining lease obligations. |
Derivative Instruments and He38
Derivative Instruments and Hedging Activity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments | The table below sets forth additional information relating to these interest rate swaps designated as cash flow hedging instruments as of December 31, 2015 and December 31, 2014 . Fair Value (Derivative Asset and Liability) December 31, Balance Sheet Location 2015 2014 Other non-current assets $ 86 $ 516 Accrued expenses $ 242 $ 643 Deferred compensation and other liabilities $ — $ 10 |
Fair Value of Financial Instr39
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The table below sets forth the fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 . Level 1 Level 2 Level 3 Total December 31, 2015 Assets: Promissory note $ — $ — $ 2,309 $ 2,309 Convertible debt investment — — 34,831 34,831 Total assets $ — $ — $ 37,140 $ 37,140 Liabilities: Interest rate swaps $ — $ 156 $ — $ 156 Contingent consideration for business acquisitions — — 2,063 2,063 Total liabilities $ — $ 156 $ 2,063 $ 2,219 December 31, 2014 Assets: Promissory note $ — $ — $ 2,137 $ 2,137 Interest rate swaps — 172 — 172 Convertible debt investment — — 12,250 12,250 Total assets $ — $ 172 $ 14,387 $ 14,559 Liabilities: Interest rate swaps $ — $ 309 $ — $ 309 Contingent consideration for business acquisitions — — 226 226 Total liabilities $ — $ 309 $ 226 $ 535 |
Summary of Carrying Amount and Estimated Fair Value of Convertible Senior Notes | The carrying amount and estimated fair value of the Convertible Notes are as follows (in thousands): December 31, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Estimated 1.25% convertible senior notes due 2019 $ 219,993 $ 248,010 $ 212,852 $ 261,903 |
Other Comprehensive Income (L40
Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss, Net of Tax | The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended December 31, 2015 , 2014 , and 2013 . Foreign Currency Translation Available-for- Sale Investments Cash Flow Hedges (1) Total Balance as of December 31, 2012 $ (805 ) $ — $ (554 ) $ (1,359 ) Foreign currency translation adjustment, net of tax of $48 89 — — 89 Unrealized gain (loss) on cash flow hedges: Change in fair value, net of tax of $(83) — — 139 139 Reclassification adjustment into earnings, net of tax of $(223) — — 334 334 Balance as of December 31, 2013 (716 ) — (81 ) (797 ) Foreign currency translation adjustment, net of tax of $111 (1,618 ) — — (1,618 ) Unrealized loss on investments, net of tax of $0 — (250 ) — (250 ) Unrealized gain (loss) on cash flow hedges: Change in fair value, net of tax of $341 — — (510 ) (510 ) Reclassification adjustment into earnings, net of tax of $(347) — — 520 520 Balance as of December 31, 2014 (2,334 ) (250 ) (71 ) (2,655 ) Foreign currency translation adjustment, net of tax of $(33) (403 ) — — (403 ) Reclassification adjustment into earnings, net of tax of $0 (2) 2,220 2,220 Unrealized gain on investments, net of tax of $(2,709) — 4,435 — 4,435 Unrealized gain (loss) on cash flow hedges: Change in fair value, net of tax of $327 — — (492 ) (492 ) Reclassification adjustment into earnings, net of tax of $(320) — — 480 480 Balance as of December 31, 2015 $ (517 ) $ 4,185 $ (83 ) $ 3,585 (1) The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income. (2) In connection with the divestiture of Huron Legal, which included the sale of certain wholly-owned foreign subsidiaries, we reclassified $2.2 million of accumulated translation losses to net income from discontinued operations. |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Fair Value of Options Granted | The fair value of the options granted during 2013 were calculated using the Black-Scholes option-pricing model using the following assumptions: 2013 Expected dividend yield —% Expected volatility 45.0% Risk-free rate 1.1% Expected option life (in years) 6.25 |
Schedule of Stock Option Activity | Stock option activity for the year ended December 31, 2015 was as follows: Number of Options (in thousands) Weighted Average Exercise Price (in dollars) Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Outstanding at December 31, 2014 199 $ 28.99 6.3 $ 7.8 Granted — Exercised — Forfeited or expired — Outstanding at December 31, 2015 199 $ 28.99 5.3 $ 6.1 Exercisable at December 31, 2015 173 $ 27.53 5.0 $ 5.5 |
Schedule of Restricted Stock Activity | The table below summarizes the restricted stock activity for the year ended December 31, 2015 , which includes activity related to our discontinued operations. As of December 31, 2015, there were no nonvested restricted stock awards outstanding related to our discontinued operations. Number of Shares (in thousands) Weighted Average Grant Date Fair Value (in dollars) Nonvested restricted stock at December 31, 2014 780 $ 50.61 Granted 307 $ 66.21 Vested (363 ) $ 46.57 Forfeited (56 ) $ 57.40 Nonvested restricted stock at December 31, 2015 668 $ 59.41 |
Schedule of Performance-Based Stock Activity | Number of Shares (in thousands) Weighted Average Grant Date Fair Value (in dollars) Nonvested performance-based stock at December 31, 2014 236 $ 55.55 Granted (1) 162 $ 66.63 Vested (98 ) $ 47.67 Forfeited (2) (66 ) $ 66.21 Nonvested performance-based stock at December 31, 2015 (3) 234 $ 63.54 (1) Shares granted in 2015 are presented at the stated target level, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target level based on the achievement of specific financial goals. Included in the granted shares amount are 8,100 shares earned above the target level for awards granted in 2014. (2) Forfeited shares includes shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination. (3) Of the 234,000 nonvested performance-based shares outstanding as of December 31, 2015 , 178,100 shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on 2015 financial results, 111,041 shares that were granted in 2015 will be forfeited in the first quarter of 2016. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense for Continuing Operations | The income tax expense for continuing operations for the years ended December 31, 2015 , 2014 , and 2013 consists of the following: Year ended December 31, 2015 2014 2013 Current: Federal $ 4,806 $ 16,361 $ 19,760 State 2,380 4,881 4,642 Foreign 350 (175 ) (205 ) Total current 7,536 21,067 24,197 Deferred: Federal 12,450 10,637 6,953 State 1,482 1,170 995 Foreign 202 185 55 Total deferred 14,134 11,992 8,003 Income tax expense for continuing operations $ 21,670 $ 33,059 $ 32,200 |
Components of Income from Continuing Operations Before Income Tax Expense | The components of income from continuing operations before income tax expense were as follows: Year ended December 31, 2015 2014 2013 U.S. $ 85,164 $ 83,851 $ 88,664 Foreign (1,599 ) (3,790 ) (4,887 ) Total $ 83,565 $ 80,061 $ 83,777 |
Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations | A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: Year ended December 31, 2015 2014 2013 Percent of pretax income from continuing operations: At U.S. statutory tax rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal benefit 4.6 4.5 3.9 Meals and entertainment 0.6 0.6 0.5 Valuation allowance 0.5 1.2 0.6 Foreign source income 0.5 0.9 0.2 Tax credits / Section 199 Deduction (1.0 ) (0.9 ) (1.1 ) Net tax (benefit) expense related to “check-the-box” election (14.7 ) 0.4 — Other 0.4 (0.4 ) (0.7 ) Effective income tax expense rate for continuing operations 25.9 % 41.3 % 38.4 % |
Net Deferred Tax Liabilities for Continuing Operations | The net deferred tax liabilities for continuing operations at December 31, 2015 and 2014 consist of the following: December 31, 2015 2014 Deferred tax assets: Share-based compensation $ 10,234 $ 10,234 Accrued payroll and other liabilities 9,074 8,215 Deferred lease incentives 4,691 6,143 Convertible note hedge transactions 12,690 15,582 Revenue recognition 1,611 2,074 Net operating loss carry-forwards 529 2,069 Tax credits 1,935 1,182 Other 3,632 1,084 Total deferred tax assets 44,396 46,583 Valuation allowance (2,242 ) (2,431 ) Net deferred tax assets 42,154 44,152 Deferred tax liabilities: Prepaid expenses (2,943 ) (3,316 ) Property and equipment (2,406 ) (4,037 ) Intangibles and Goodwill (56,584 ) (33,288 ) Convertible note discount (11,793 ) (14,562 ) Other (3,116 ) (926 ) Total deferred tax liabilities (76,842 ) (56,129 ) Net deferred tax liability for continuing operations (34,688 ) (11,977 ) |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: Balance at January 1, 2012 $ 441 Additions based on tax positions related to the prior years 40 Decrease based on tax positions related to the prior year (51 ) Decrease based on settlements with taxing authorities (19 ) Balance at December 31, 2013 $ 411 Additions based on tax positions related to the current year 2,410 Decrease based on tax positions related to the prior year (333 ) Balance at December 31, 2014 $ 2,488 Additions based on tax positions related to the current year 735 Balance at December 31, 2015 $ 3,223 |
Commitments, Contingencies an43
Commitments, Contingencies and Guarantees (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Rental Commitments Under Non-Cancelable Leases and Sublease Income | Future minimum rental commitments under non-cancelable leases and sublease income as of December 31, 2015 , are as follows: Operating Lease Obligations Sublease Income 2016 $ 16,896 $ 2,943 2017 12,392 1,141 2018 10,795 945 2019 8,345 — 2020 8,112 — Thereafter 26,505 — Total $ 83,045 $ 5,029 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Components of Segment Information | The table below sets forth information about our operating segments along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial. Refer to Note 3 “Discontinued Operations” for information on the divestiture of the Huron Legal segment completed in 2015. Year Ended December 31, 2015 2014 2013 Huron Healthcare: Revenues $ 446,887 $ 415,803 $ 358,766 Operating income $ 169,560 $ 159,015 $ 141,870 Segment operating income as a percentage of segment revenues 37.9 % 38.2 % 39.5 % Huron Education and Life Sciences: Revenues $ 167,933 $ 145,962 $ 143,609 Operating income $ 44,216 $ 36,131 $ 35,966 Segment operating income as a percentage of segment revenues 26.3 % 24.8 % 25.0 % Huron Business Advisory: Revenues $ 82,968 $ 62,840 $ 34,669 Operating income $ 19,263 $ 14,035 $ 7,211 Segment operating income as a percentage of segment revenues 23.2 % 22.3 % 20.8 % All Other: Revenues $ 1,222 $ 3,081 $ 1,084 Operating loss $ (1,718 ) $ (2,466 ) $ (1,256 ) Segment operating loss as a percentage of segment revenues N/M N/M N/M Total Company: Revenues $ 699,010 $ 627,686 $ 538,128 Reimbursable expenses 70,013 73,847 64,623 Total revenues and reimbursable expenses $ 769,023 $ 701,533 $ 602,751 Statements of Earnings reconciliation: Segment operating income $ 231,321 $ 206,715 $ 183,791 Items not allocated at the segment level: Other operating expenses and gains 102,688 102,924 83,169 Depreciation and amortization expense 25,135 15,451 10,723 Other expense, net 19,933 8,279 6,122 Income from continuing operations before income tax expense $ 83,565 $ 80,061 $ 83,777 N/M – Not Meaningful |
Segment Assets | December 31, Segment Assets: 2015 2014 Huron Healthcare $ 84,088 $ 112,190 Huron Education and Life Sciences 35,916 28,973 Huron Business Advisory 21,885 19,134 All Other — 379 Unallocated assets (1) 1,022,271 995,238 Total assets $ 1,164,160 $ 1,155,914 (1) Unallocated assets includes goodwill and intangible assets, our convertible debt investment, and assets of discontinued operations, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. See Note 5 “Goodwill and Intangible Assets,” Note 12 "Fair Value of Financial Instruments," and Note 3 “Discontinued Operations” for further information on these assets. |
Valuation and Qualifying Acco45
Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets | The following table summarizes the activity of the allowances for doubtful accounts and unbilled services and the valuation allowance for deferred tax assets: Beginning balance Additions (1) Deductions Ending balance Year ended December 31, 2013: Allowances for doubtful accounts and unbilled services $ 6,675 28,948 25,698 $ 9,925 Valuation allowance for deferred tax assets $ 1,290 116 — $ 1,406 Year ended December 31, 2014: Allowances for doubtful accounts and unbilled services $ 9,925 36,044 31,840 $ 14,129 Valuation allowance for deferred tax assets $ 1,406 1,025 — $ 2,431 Year ended December 31, 2015: Allowances for doubtful accounts and unbilled services $ 14,129 40,003 37,246 $ 16,886 Valuation allowance for deferred tax assets $ 2,431 1,212 1,401 $ 2,242 (1) Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented. |
Selected Quarterly Financial 46
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | Quarter Ended 2015 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 154,426 $ 184,019 $ 175,465 $ 185,100 Reimbursable expenses 16,308 20,867 16,091 16,747 Total revenues and reimbursable expenses 170,734 204,886 191,556 201,847 Gross profit 50,479 77,793 76,160 75,956 Operating income 7,936 28,797 30,056 36,709 Net income from continuing operations 968 14,148 14,277 32,502 Income (loss) from discontinued operations, net of tax 534 4,685 5,097 (13,159 ) Net income 1,502 18,833 19,374 19,343 Net earnings per basic share: Net income from continuing operations $ 0.04 $ 0.64 $ 0.65 $ 1.47 Income (loss) from discontinued operations, net of tax 0.03 0.21 0.23 (0.59 ) Net income $ 0.07 $ 0.85 $ 0.88 $ 0.88 Net earnings per diluted share: Net income from continuing operations $ 0.04 $ 0.62 $ 0.63 $ 1.44 Income (loss) from discontinued operations, net of tax 0.03 0.21 0.23 (0.58 ) Net income $ 0.07 $ 0.83 $ 0.86 $ 0.86 Weighted average shares used in calculating earnings per share: Basic 22,126 22,220 22,107 22,093 Diluted 22,602 22,654 22,592 22,551 Quarter Ended 2014 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 155,756 $ 156,109 $ 151,904 $ 163,917 Reimbursable expenses 18,617 19,907 17,689 17,634 Total revenues and reimbursable expenses 174,373 176,016 169,593 181,551 Gross profit 66,832 62,704 50,862 58,413 Operating income 32,060 21,517 13,130 21,633 Net income from continuing operations 17,094 12,473 7,467 9,968 Income from discontinued operations, net of tax 17,032 7,440 4,752 2,825 Net income 34,126 19,913 12,219 12,793 Net earnings per basic share: Net income from continuing operations $ 0.76 $ 0.55 $ 0.33 $ 0.45 Income from discontinued operations, net of tax 0.75 0.33 0.21 0.13 Net income $ 1.51 $ 0.88 $ 0.54 $ 0.58 Net earnings per diluted share: Net income from continuing operations $ 0.74 $ 0.54 $ 0.33 $ 0.44 Income from discontinued operations, net of tax 0.74 0.32 0.20 0.13 Net income $ 1.48 $ 0.86 $ 0.53 $ 0.57 Weighted average shares used in calculating earnings per share: Basic 22,588 22,645 22,488 22,010 Diluted 23,086 23,098 22,975 22,548 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies (Details) | 12 Months Ended | |||
Dec. 31, 2015USD ($)Reporting_UnitBilling | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Sep. 30, 2014USD ($) | |
Accounting Policies [Abstract] | ||||
Number of billing arrangements for revenue recognition | Billing | 4 | |||
Cash and Cash Equivalents [Line Items] | ||||
Unamortized capitalized software development costs | $ 1,400,000 | $ 1,400,000 | ||
Amortized capitalized software development costs | 1,000,000 | 800,000 | $ 200,000 | |
Impairment of long-lived assets | 0 | 0 | 0 | |
Impairment of intangible assets and goodwill | $ 0 | 0 | 0 | |
Number of reporting units | Reporting_Unit | 5 | |||
Deferred lease incentives | $ 9,965,000 | 12,671,000 | ||
Sponsorship and advertising costs | 6,400,000 | $ 6,000,000 | $ 4,600,000 | |
Aggregate principal amount | 250,000,000 | $ 250,000,000 | ||
Debt instrument interest rate | 1.25% | |||
Foreign currency translation gain (loss), net of tax | $ 1,600,000 | |||
Maximum [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and Cash Equivalent maturity period | 3 months | |||
Computers, related equipment and software [Member] | Maximum [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Depreciated over and estimated useful life | P4Y | |||
Computers, related equipment and software [Member] | Minimum [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Depreciated over and estimated useful life | P2Y | |||
Furniture and fixtures [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Depreciated over and estimated useful life | P5Y |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - New Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Reclass of current deferred tax assets | $ (34,688) | $ (26,657) |
New accounting pronouncement, early adoption, effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Reclass of current deferred tax assets | (14,500) | |
Reclass to long-term debt | (14,500) | |
Prepaid expenses and other current assets [Member] | New accounting pronouncement, early adoption, effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Amount of debt issuance costs to be reclassified | 1,200 | |
Other non-current assets [Member] | New accounting pronouncement, early adoption, effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Amount of debt issuance costs to be reclassified | 3,400 | |
Long-term debt [Member] | New accounting pronouncement, early adoption, effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Amount of debt issuance costs to be reclassified | $ (4,600) |
Discontinued Operations - Fair
Discontinued Operations - Fair Value of Consideration Received (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gross cash proceeds | $ 108,487 | $ 0 | $ 0 |
Loss on sale of business | 2,303 | 0 | 0 |
Discontinued operations [Member] | Huron Legal [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gross cash proceeds | 112,000 | ||
Estimated net working capital adjustment | 4,536 | ||
Transaction costs and other closing payments | (6,402) | ||
Consideration received | 110,134 | ||
Loss on sale of business | $ 2,303 | $ 0 | $ 0 |
Discontinued Operations - Balan
Discontinued Operations - Balance Sheet (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Total current assets of discontinued operations | $ 0 | $ 32,363,000 |
Non-current assets: | ||
Non-current assets of discontinued operations | 0 | 70,574,000 |
Current liabilities: | ||
Total current liabilities of discontinued operations | 0 | 1,780,000 |
Non-current liabilities: | ||
Total non-current liabilities of discontinued operations | 0 | 503,000 |
Huron Legal [Member] | Discontinued operations [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets on balance sheet of discontinued operations | 0 | |
Liabilities on balance sheet of discontinued operations | $ 0 | |
Current assets: | ||
Receivables from clients, net | 22,150,000 | |
Unbilled services, net | 7,186,000 | |
Prepaid expenses and other current assets | 3,027,000 | |
Total current assets of discontinued operations | 32,363,000 | |
Non-current assets: | ||
Property and equipment, net | 13,986,000 | |
Other non-current assets | 1,078,000 | |
Intangible assets, net | 2,955,000 | |
Goodwill | 52,555,000 | |
Non-current assets of discontinued operations | 70,574,000 | |
Current liabilities: | ||
Accrued expenses and other current liabilities | 1,780,000 | |
Total current liabilities of discontinued operations | 1,780,000 | |
Non-current liabilities: | ||
Deferred compensation and other liabilities | 503,000 | |
Total non-current liabilities of discontinued operations | $ 503,000 |
Discontinued Operations - Incom
Discontinued Operations - Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating expenses and other operating gains: | |||||||||||
Restructuring charges (1) | $ 13,029 | $ 3,025 | |||||||||
Loss on disposal | (2,303) | 0 | $ 0 | ||||||||
Income tax expense (2) | 1,800 | 2,500 | 15,000 | ||||||||
Net income (loss) from discontinued operations | $ (13,159) | $ 5,097 | $ 4,685 | $ 534 | $ 2,825 | $ 4,752 | $ 7,440 | $ 17,032 | (2,843) | 32,049 | 14,856 |
Huron Legal [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Restructuring charges (1) | 13,300 | ||||||||||
Huron Legal [Member] | Facility closing [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Restructuring charges (1) | 1,100 | ||||||||||
Huron Legal [Member] | Facility closing [Member] | Sale of Huron Legal [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Restructuring reserve related to accelerated depreciation | 6,100 | ||||||||||
Huron Legal [Member] | One-time termination benefits [Member] | Sale of Huron Legal [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Restructuring charges (1) | 5,100 | ||||||||||
Huron Legal [Member] | Employee severance [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Restructuring charges (1) | 1,000 | ||||||||||
Discontinued operations [Member] | Huron Legal [Member] | |||||||||||
Revenues and reimbursable expenses: | |||||||||||
Revenues | 142,578 | 187,674 | 185,038 | ||||||||
Total revenues and reimbursable expenses | 142,578 | 187,674 | 185,038 | ||||||||
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): | |||||||||||
Direct costs | 98,633 | 120,193 | 123,227 | ||||||||
Amortization of intangible assets and software development costs | 15,974 | 9,861 | 10,218 | ||||||||
Operating expenses and other operating gains: | |||||||||||
Restructuring charges (1) | 10,200 | 400 | |||||||||
Total operating expenses and other operating gains | 42,686 | 32,825 | 31,805 | ||||||||
Operating income | 1,259 | 34,656 | 30,006 | ||||||||
Total operating expenses and other operating gains | (1,259) | (34,656) | (30,006) | ||||||||
Other expense, net | (13) | (109) | (144) | ||||||||
Income from discontinued operations before income tax expense | (1,057) | 34,547 | 29,862 | ||||||||
Loss on disposal | (2,303) | 0 | 0 | ||||||||
Total income (loss) from discontinued operations before income tax expense | (1,057) | 34,547 | 29,862 | ||||||||
Income tax expense (2) | 1,786 | 2,498 | 14,976 | ||||||||
Net income (loss) from discontinued operations | (2,843) | 32,049 | 14,886 | ||||||||
Discontinued operations [Member] | Huron Legal [Member] | Sales [Member] | |||||||||||
Revenues and reimbursable expenses: | |||||||||||
Revenues | 139,430 | 183,646 | 182,394 | ||||||||
Reimbursable expenses | 3,148 | 4,028 | 2,644 | ||||||||
Total revenues and reimbursable expenses | 139,430 | 183,646 | 182,394 | ||||||||
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): | |||||||||||
Reimbursable expenses | 3,148 | 4,028 | 2,644 | ||||||||
Discontinued operations [Member] | Huron Legal [Member] | Cost of sales [Member] | |||||||||||
Revenues and reimbursable expenses: | |||||||||||
Reimbursable expenses | 3,153 | 4,001 | 2,655 | ||||||||
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): | |||||||||||
Direct costs | 95,247 | 115,894 | 120,141 | ||||||||
Amortization of intangible assets and software development costs | 233 | 298 | 431 | ||||||||
Reimbursable expenses | 3,153 | 4,001 | 2,655 | ||||||||
Discontinued operations [Member] | Huron Legal [Member] | Operating expense [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Selling, general and administrative expenses | 20,640 | 22,635 | 21,562 | ||||||||
Restructuring charges (1) | 13,341 | 627 | 456 | ||||||||
Other gains | (900) | 0 | 0 | ||||||||
Depreciation and amortization | 9,605 | 9,563 | 9,787 | ||||||||
Discontinued operations [Member] | Huron Legal [Member] | Operating income [Member] | |||||||||||
Operating expenses and other operating gains: | |||||||||||
Income from discontinued operations before income tax expense | 1,246 | 34,547 | 29,862 | ||||||||
Total income (loss) from discontinued operations before income tax expense | $ 1,246 | $ 34,547 | $ 29,862 |
Discontinued Operations - Cash
Discontinued Operations - Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Share-based compensation | $ 21,487 | $ 20,130 | $ 18,347 |
Purchases of property and equipment | 18,571 | 25,913 | 20,225 |
Significant noncash investing items of discontinued operations: | |||
Property and equipment expenditures included in accounts payable and accrued expenses | 2,089 | 3,533 | 4,548 |
Contingent consideration related to business acquisitions | 2,963 | 816 | 0 |
Discontinued operations [Member] | Huron Legal [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Amortization of intangible assets and software development costs | 15,974 | 9,861 | 10,218 |
Share-based compensation | 2,215 | 1,374 | 2,299 |
Purchases of property and equipment | 6,234 | 11,910 | 6,888 |
Significant noncash investing items of discontinued operations: | |||
Property and equipment expenditures included in accounts payable and accrued expenses | 0 | 1,464 | 3,124 |
Contingent consideration related to business acquisitions | $ 900 | $ 0 | $ 0 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Oct. 01, 2015 | Jul. 01, 2015 | Feb. 12, 2015 | Jan. 01, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||||||||||||
Closing price of common stock (in USD per share) | $ 59.40 | $ 59.40 | |||||||||||||
Revenues | $ 185,100 | $ 175,465 | $ 184,019 | $ 154,426 | $ 163,917 | $ 151,904 | $ 156,109 | $ 155,756 | $ 699,010 | $ 627,686 | $ 538,128 | ||||
Operating income (loss) | 36,709 | $ 30,056 | $ 28,797 | $ 7,936 | 21,633 | $ 13,130 | 21,517 | 32,060 | 103,498 | 88,340 | 89,899 | ||||
Intangible assets amortization expense | 28,700 | 8,900 | 3,900 | ||||||||||||
Contingent consideration related to business acquisitions | $ 2,100 | 2,100 | |||||||||||||
Goodwill related to acquisition | 237,550 | 31,505 | |||||||||||||
Studer Group | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Effective date of acquisition | Feb. 12, 2015 | ||||||||||||||
Outstanding stock from the existing shareholders | 100.00% | ||||||||||||||
Date of acquisition agreement | Jan. 26, 2015 | ||||||||||||||
Acquisition date fair value of the consideration | $ 325,186 | ||||||||||||||
Borrowings under credit facility | $ 102,000 | ||||||||||||||
Common stock issued | 28,486 | ||||||||||||||
Acquisition date fair value | $ 2,204 | ||||||||||||||
Closing price of common stock (in USD per share) | $ 77.35 | ||||||||||||||
Weighted-average amortization period | 6 years 3 months 18 days | ||||||||||||||
Goodwill expected to be deductible for income tax purpose | $ 119,500 | ||||||||||||||
Revenues | 79,900 | ||||||||||||||
Operating income (loss) | 5,100 | ||||||||||||||
Intangible assets amortization expense | 21,300 | ||||||||||||||
Expenses incurred | 2,100 | $ 1,200 | 900 | ||||||||||||
Intangible assets | 97,500 | ||||||||||||||
Cash | $ 323,237 | ||||||||||||||
Sky Analytics [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | $ 9,700 | ||||||||||||||
Contingent consideration related to business acquisitions | 900 | ||||||||||||||
Cash | $ 8,800 | ||||||||||||||
Rittman Mead [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | $ 1,200 | ||||||||||||||
Cloud62, Inc. [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | $ 9,200 | ||||||||||||||
Contingent consideration related to business acquisitions | 2,100 | ||||||||||||||
Goodwill related to acquisition | 4,400 | ||||||||||||||
Intangible assets | 4,200 | ||||||||||||||
Cash | $ 7,100 | ||||||||||||||
Frankel Group Associates LLC [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | 18,000 | ||||||||||||||
Contingent consideration related to business acquisitions | 600 | ||||||||||||||
Goodwill related to acquisition | 8,300 | ||||||||||||||
Intangible assets | $ 5,700 | ||||||||||||||
Vonlay LLC [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | 34,500 | ||||||||||||||
Goodwill related to acquisition | 21,700 | ||||||||||||||
Intangible assets | $ 8,300 | ||||||||||||||
Threshold Consulting Inc [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | 2,100 | ||||||||||||||
Contingent consideration related to business acquisitions | 200 | 200 | |||||||||||||
Goodwill related to acquisition | 1,500 | ||||||||||||||
Intangible assets | $ 600 | $ 600 | |||||||||||||
Blue Stone International, LLC [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition date fair value of the consideration | 30,000 | ||||||||||||||
Goodwill related to acquisition | 17,100 | ||||||||||||||
Intangible assets | $ 8,800 |
Acquisitions - Summary of Fair
Acquisitions - Summary of Fair Value of Consideration Transferred (Details) - Studer Group $ in Thousands | Feb. 12, 2015USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 323,237 |
Acquisition date fair value | 2,204 |
Consideration transferred net working capital adjustment | (255) |
Acquisition date fair value of the consideration | $ 325,186 |
Acquisitions - Preliminary Allo
Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Feb. 12, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||
Goodwill | $ 751,400 | $ 514,591 | $ 483,478 | |
Studer Group | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||
Accounts receivable | $ 14,906 | |||
Prepaid expenses and other current assets | 1,385 | |||
Deferred income tax asset | 4,335 | |||
Property and equipment | 4,509 | |||
Intangible assets | 97,500 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||
Accounts payable | 760 | |||
Accrued expenses and other current liabilities | 2,868 | |||
Accrued payroll and related benefits | 1,574 | |||
Deferred revenues | 2,449 | |||
Deferred income tax liability | 21,263 | |||
Other non-current liabilities | 1,211 | |||
Total identifiable net assets | 92,510 | |||
Goodwill | 232,676 | |||
Total purchase price | $ 325,186 |
Acquisitions - Schedule of Comp
Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details) - USD ($) $ in Thousands | Feb. 12, 2015 | Dec. 31, 2015 |
Trade names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life in years | 5 years | |
Technology and software [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life in years | 3 years | |
Publishing content [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life in years | 3 years | |
Studer Group | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 97,500 | |
Studer Group | Customer relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 42,400 | |
Useful life in years | 9 years | |
Studer Group | Customer contracts [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 25,100 | |
Useful life in years | 4 years | |
Studer Group | Trade names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 22,800 | |
Useful life in years | 5 years | |
Studer Group | Technology and software [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 3,900 | |
Useful life in years | 3 years | |
Studer Group | Publishing content [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 3,300 | |
Useful life in years | 3 years |
Acquisitions - Summary of Suppl
Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details) - Studer Group - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||
Business acquisition, pro forma revenue | $ 709,813 | $ 705,285 |
Business acquisition, pro forma net income (loss) | $ 63,600 | $ 44,495 |
Business acquisition, pro forma earnings per share, basic (in USD per share) | $ 2.87 | $ 1.98 |
Business acquisition, pro forma earnings per share, diluted (in USD per share) | $ 2.81 | $ 1.94 |
Goodwill and Intangible Asset58
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ||||
Goodwill | $ 894,383 | $ 657,574 | $ 626,461 | |
Accumulated impairment losses | (142,983) | (142,983) | (142,983) | |
Goodwill, net beginning balance | $ 514,591 | 514,591 | 483,478 | |
Goodwill recorded in connection with business combinations | 237,550 | 31,505 | ||
Goodwill reallocation | 0 | |||
Foreign currency translation | (741) | (392) | ||
Goodwill, net ending balance | 751,400 | 514,591 | 483,478 | |
Huron Healthcare [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 610,264 | 377,588 | 355,880 | |
Accumulated impairment losses | 0 | 0 | 0 | |
Goodwill, net beginning balance | 377,588 | 377,588 | 355,880 | |
Goodwill recorded in connection with business combinations | 232,676 | 21,708 | ||
Goodwill reallocation | 0 | |||
Foreign currency translation | 0 | 0 | ||
Goodwill, net ending balance | 610,264 | 377,588 | 355,880 | |
Huron Education and Life Sciences [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 102,906 | 102,906 | 111,504 | |
Accumulated impairment losses | 0 | 0 | 0 | |
Goodwill, net beginning balance | 102,906 | 102,906 | 111,504 | |
Goodwill recorded in connection with business combinations | 0 | 8,308 | ||
Goodwill reallocation | (16,744) | |||
Foreign currency translation | 0 | (162) | ||
Goodwill, net ending balance | 102,906 | 102,906 | 111,504 | |
Huron Business Advisory [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 181,213 | 177,080 | 159,077 | |
Accumulated impairment losses | (142,983) | (142,983) | (142,983) | |
Goodwill, net beginning balance | 34,097 | 34,097 | 16,094 | |
Goodwill recorded in connection with business combinations | 4,874 | 1,489 | ||
Goodwill reallocation | $ 16,700 | 16,744 | ||
Foreign currency translation | (741) | (230) | ||
Goodwill, net ending balance | 38,230 | $ 34,097 | $ 16,094 | |
Discontinued operations [Member] | Huron Legal [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill, written off related to sale of business unit | $ 59,500 |
Goodwill and Intangible Asset59
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ||||
Reassigned amount of goodwill | $ 0 | |||
Intangible assets amortization expense | $ 28,700 | 8,900 | $ 3,900 | |
Huron Business Advisory [Member] | ||||
Goodwill [Line Items] | ||||
Reassigned amount of goodwill | $ 16,700 | $ 16,744 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible assets | ||
Gross carrying amount | $ 138,476 | $ 41,245 |
Accumulated Amortization | 43,484 | 19,516 |
Customer contracts [Member] | ||
Intangible assets | ||
Gross carrying amount | 25,332 | 243 |
Accumulated Amortization | $ 11,943 | 71 |
Customer contracts [Member] | Minimum [Member] | ||
Intangible assets | ||
Useful life in years | 1 year | |
Customer contracts [Member] | Maximum [Member] | ||
Intangible assets | ||
Useful life in years | 4 years | |
Customer relationships [Member] | ||
Intangible assets | ||
Gross carrying amount | $ 79,449 | 33,586 |
Accumulated Amortization | $ 22,360 | 15,168 |
Customer relationships [Member] | Minimum [Member] | ||
Intangible assets | ||
Useful life in years | 5 years | |
Customer relationships [Member] | Maximum [Member] | ||
Intangible assets | ||
Useful life in years | 13 years | |
Non-competition Agreements [Member] | ||
Intangible assets | ||
Gross carrying amount | $ 3,415 | 3,005 |
Accumulated Amortization | $ 1,498 | 758 |
Non-competition Agreements [Member] | Minimum [Member] | ||
Intangible assets | ||
Useful life in years | 2 years | |
Non-competition Agreements [Member] | Maximum [Member] | ||
Intangible assets | ||
Useful life in years | 5 years | |
Trade names [Member] | ||
Intangible assets | ||
Useful life in years | 5 years | |
Gross carrying amount | $ 22,800 | 40 |
Accumulated Amortization | $ 5,396 | 27 |
Technology and software [Member] | ||
Intangible assets | ||
Useful life in years | 3 years | |
Gross carrying amount | $ 4,180 | 4,321 |
Accumulated Amortization | $ 1,324 | 3,461 |
Publishing content [Member] | ||
Intangible assets | ||
Useful life in years | 3 years | |
Gross carrying amount | $ 3,300 | 0 |
Accumulated Amortization | $ 963 | 0 |
License [Member] | ||
Intangible assets | ||
Useful life in years | 2 years | |
Gross carrying amount | $ 0 | 50 |
Accumulated Amortization | 0 | $ 31 |
Discontinued operations [Member] | Huron Legal [Member] | ||
Intangible assets | ||
Indefinite-lived intangible assets, written off related to sale of business unit | $ 3,300 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets - Amortization (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 29,082 |
2,017 | 25,069 |
2,018 | 14,987 |
2,019 | 9,427 |
2,020 | $ 5,830 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense for property and equipment | $ 12.3 | $ 10.3 | $ 9.2 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Premises and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 93,757 | $ 123,592 |
Accumulated depreciation and amortization | (64,869) | (92,901) |
Property and equipment, net | 28,888 | 30,691 |
Computers, related equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 48,033 | 65,464 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 32,163 | 40,701 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 12,891 | 15,908 |
Assets under Capital Lease [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 409 | 925 |
Assets under Construction [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 261 | $ 594 |
Financing Arrangements - Summar
Financing Arrangements - Summary of Carrying Amounts of Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 311,993 | $ 356,602 |
Current maturities of debt | 0 | (28,750) |
Long-term debt, net of current portion and debt issuance costs | 311,993 | 327,852 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 219,993 | 212,852 |
Senior Secured Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 92,000 | $ 143,750 |
Financing Arrangements Financin
Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 0 |
2,017 | 0 |
2,018 | 0 |
2,019 | 250,000 |
2,020 | $ 92,000 |
Financing Arrangements - Additi
Financing Arrangements - Additional Information (Detail) $ / shares in Units, shares in Millions | Mar. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Sep. 30, 2014USD ($)$ / shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 250,000,000 | $ 250,000,000 | ||||
Debt instrument interest rate | 1.25% | |||||
Conversion price of convertible notes (in USD per share) | $ / shares | $ 79.89 | |||||
Aggregate amount for convertible hedge | 0 | $ 42,125,000 | $ 0 | |||
Aggregate proceeds from the sale of warrants | 0 | 23,625,000 | $ 0 | |||
Deferred income taxes, net | 34,688,000 | 26,657,000 | ||||
Long-term debt | 311,993,000 | 356,602,000 | ||||
Outstanding letters of credit | $ 4,800,000 | 5,100,000 | ||||
Warrant [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Common stock purchased (in shares) | shares | 3.1 | |||||
Common stock price (in USD per share) | $ / shares | $ 97.12 | |||||
Aggregate proceeds from the sale of warrants | $ 23,600,000 | |||||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 250,000,000 | $ 250,000,000 | 250,000,000 | |||
Debt instrument interest rate | 1.25% | |||||
Debt instrument maturity date | Oct. 1, 2019 | |||||
Number of common shares converted upon debt conversion for each $1000 principal amount | 12.5170 | |||||
Principal amount of notes per conversion | $ 1,000 | |||||
Conversion price of convertible notes (in USD per share) | $ / shares | $ 79.89 | $ 79.89 | ||||
Optional right of debt instrument holders to convert debt instrument into cash, portion of principal amount | 100.00% | |||||
Earliest conversion date | Jul. 1, 2019 | |||||
Concentration risk percentage | 98.00% | |||||
Effective interest rate of debt | 4.751% | |||||
Remaining life of notes | 3 years 9 months | |||||
Debt issuance costs | $ 7,300,000 | |||||
Liability issuance costs | 6,200,000 | |||||
Equity issuance costs | 1,100,000 | |||||
Deferred income taxes, net | $ 15,400,000 | |||||
Long-term debt | $ 219,993,000 | 212,852,000 | ||||
Senior Notes [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Conversion price of convertible notes (in USD per share) | $ / shares | $ 79.89 | |||||
Number of least trading days required within 30 consecutive trading days | 20 days | |||||
Number of consecutive trading days | 30 days | |||||
Percentage of applicable conversion price | 130.00% | |||||
Senior Notes [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Conversion price of convertible notes (in USD per share) | $ / shares | $ 97.12 | $ 97.12 | ||||
Note Hedge [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Common stock purchased (in shares) | shares | 3.1 | |||||
Aggregate amount for convertible hedge | $ 42,100,000 | |||||
Deferred tax asset | $ 16,500,000 | |||||
Senior Secured Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit current borrowing capacity | $ 500,000,000 | $ 500,000,000 | ||||
Period of revolving credit facility | 5 years | |||||
Maturity date | Mar. 31, 2020 | |||||
Optional increase In revolver | $ 100,000,000 | |||||
Aggregate principal amount - Senior secured credit facility | $ 600,000,000 | $ 600,000,000 | ||||
Required payment on revolver related to convertible debt maturity term | 90 days | |||||
Percentage of pledged voting stock in domestic subsidiaries | 100.00% | |||||
Percentage of pledged voting stock in foreign subsidiaries | 65.00% | |||||
Minimum interest coverage ratio | 3.50 | 3.50 | ||||
Actual consolidated leverage ratio | 2.09 | |||||
Actual interest coverage ratio | 15.70 | |||||
Long-term debt | $ 92,000,000 | $ 143,750,000 | ||||
Percentage of weighted average interest rate of borrowings | 2.40% | 2.30% | ||||
Outstanding letters of credit | $ 4,800,000 | |||||
Unused borrowing capacity under Credit Agreement | $ 403,200,000 | |||||
Base Rate [Member] | Senior Secured Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.25% | |||||
Base Rate [Member] | Senior Secured Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.75% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Senior Secured Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.25% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Senior Secured Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.75% | |||||
Scenario One, Leverage Ratio [Member] | Senior Secured Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 3.25 | |||||
Scenario Two, Leverage Ratio [Member] | Senior Secured Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 3.50 |
Financing Arrangements - Schedu
Financing Arrangements - Schedule of Notes (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Convertible Senior Notes [Line Items] | |||
Proceeds | $ 250,000,000 | $ 250,000,000 | |
Long-term debt | 311,993,000 | $ 356,602,000 | |
Senior Notes [Member] | |||
Convertible Senior Notes [Line Items] | |||
Proceeds | 250,000,000 | 250,000,000 | $ 250,000,000 |
Less: debt discount, net of amortization | (30,007,000) | (37,148,000) | |
Long-term debt | 219,993,000 | 212,852,000 | |
Equity component | $ 39,287,000 | $ 39,287,000 |
Financing Arrangements - Summ68
Financing Arrangements - Summary of Interest Expense Recognized (Detail) - Senior Notes [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Interest Expense Recognized [Line Items] | ||
Contractual interest coupon | $ 3,125 | $ 964 |
Amortization of debt issuance costs | 1,180 | 360 |
Amortization of debt discount | 7,141 | 2,139 |
Total interest expense recognized | $ 11,446 | $ 3,463 |
Capital Structure - Additional
Capital Structure - Additional Information (Detail) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Equity [Abstract] | ||
Preferred stock, shares authorized | 50,000,000 | |
Preferred stock, shares approved or issued | 0 | 0 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share Reconciliation [Abstract] | ||||||||||||
Net income from continuing operations | $ 32,502 | $ 14,277 | $ 14,148 | $ 968 | $ 9,968 | $ 7,467 | $ 12,473 | $ 17,094 | $ 61,895 | $ 47,002 | $ 51,577 | |
Income (loss) from discontinued operations, net of tax | (2,843) | 32,049 | 14,856 | |||||||||
Net income | $ 19,343 | $ 19,374 | $ 18,833 | $ 1,502 | $ 12,793 | $ 12,219 | $ 19,913 | $ 34,126 | $ 59,052 | $ 79,051 | $ 66,433 | |
Weighted average common shares outstanding-basic | 22,093 | 22,107 | 22,220 | 22,126 | 22,010 | 22,488 | 22,645 | 22,588 | 22,136 | 22,431 | 22,322 | |
Weighted average common stock equivalents | 464 | 494 | 455 | |||||||||
Weighted average common shares outstanding- diluted | 22,551 | 22,592 | 22,654 | 22,602 | 22,548 | 22,975 | 23,098 | 23,086 | 22,925 | 22,600 | 22,925 | 22,777 |
Net earnings per basic share: | ||||||||||||
Net income from continuing operations, per basic share (in USD per share) | $ 1.47 | $ 0.65 | $ 0.64 | $ 0.04 | $ 0.45 | $ 0.33 | $ 0.55 | $ 0.76 | $ 2.80 | $ 2.10 | $ 2.31 | |
Income (loss) from discontinued operations, net of tax, per basic share (In USD per share) | (0.59) | 0.23 | 0.21 | 0.03 | 0.13 | 0.21 | 0.33 | 0.75 | (0.13) | 1.42 | 0.67 | |
Net income, per basic share (in USD per share) | 0.88 | 0.88 | 0.85 | 0.07 | 0.58 | 0.54 | 0.88 | 1.51 | 2.67 | 3.52 | 2.98 | |
Net earnings per diluted share: | ||||||||||||
Net income from continuing operations, per diluted share (in USD per share) | 1.44 | 0.63 | 0.62 | 0.04 | 0.44 | 0.33 | 0.54 | 0.74 | 2.74 | 2.05 | 2.26 | |
Income (loss) from discontinued operations, net of tax, per diluted share (in USD per share) | 0.13 | 0.20 | 0.32 | 0.74 | (0.13) | 1.40 | 0.66 | |||||
Net income, per diluted share (in USD per share) | $ 0.86 | $ 0.86 | $ 0.83 | $ 0.07 | $ 0.57 | $ 0.53 | $ 0.86 | $ 1.48 | $ 2.61 | $ 3.45 | $ 2.92 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities | 6,279 | 6,275 | 76 |
Restricted Stock Awards [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities | 21 | 17 | 0 |
Equity Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities | 0 | 0 | 76 |
Convertible Debt Investment [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities | 3,129 | 3,129 | 0 |
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities | 3,129 | 3,129 | 0 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Oct. 31, 2014 | Feb. 28, 2014 | |
February 2014 Share Repurchase Program [Member] | ||||
Accelerated Share Repurchases [Line Items] | ||||
Share repurchase authorized amount | $ 50,000,000 | |||
Shares repurchased | 805,392 | |||
Share repurchase average cost per share (in USD per share) | $ 62.08 | |||
October 2014 Share Repurchase Program [Member] | ||||
Accelerated Share Repurchases [Line Items] | ||||
Share repurchase authorized amount | $ 50,000,000 | |||
Shares repurchased | 0 | |||
December 2015 Share Repurchase Program [Member] | ||||
Accelerated Share Repurchases [Line Items] | ||||
Share repurchase authorized amount | $ 125,000,000 | |||
Shares repurchased | 583,880 | |||
Share repurchase average cost per share (in USD per share) | $ 59.24 |
Restructuring Charges - Additio
Restructuring Charges - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | $ 3,329 | $ 2,811 | $ 305 | |
Restructuring additions | 13,029 | 3,025 | ||
Noncash restructuring charges | 3,500 | 200 | ||
Restructuring Charges [Abstract] | ||||
Restructuring charge liability | $ 2,210 | 8,702 | 2,210 | $ 850 |
Present value of remaining lease payments, net of sublease income | 1,800 | |||
Contract termination costs | $ 100 | |||
Facility closing [Member] | ||||
Restructuring Charges [Abstract] | ||||
Restructuring charge liability | 6,400 | |||
Employee severance [Member] | ||||
Restructuring Charges [Abstract] | ||||
Restructuring charge liability | 2,300 | |||
Employee severance [Member] | Restructuring Plan 2015 [Member] | ||||
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | 2,800 | |||
Leasehold Improvements [Member] | ||||
Restructuring Charges [Abstract] | ||||
Restructuring reserve related to accelerated depreciation | 900 | |||
Huron Healthcare [Member] | Restructuring Plan 2015 [Member] | ||||
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | 1,200 | |||
Other Segments [Member] | Restructuring Plan 2015 [Member] | ||||
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | 1,100 | |||
Corporate Segment [Member] | ||||
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | 2,800 | |||
Corporate Segment [Member] | Restructuring Plan 2015 [Member] | ||||
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | 1,000 | |||
Huron Legal [Member] | ||||
Restructuring Charges [Line Items] | ||||
Restructuring additions | 13,300 | |||
Huron Legal [Member] | Facility closing [Member] | ||||
Restructuring Charges [Line Items] | ||||
Restructuring additions | 1,100 | |||
Huron Legal [Member] | Employee severance [Member] | ||||
Restructuring Charges [Line Items] | ||||
Restructuring additions | 1,000 | |||
Huron Legal [Member] | Discontinued operations [Member] | ||||
Restructuring Charges [Line Items] | ||||
Restructuring additions | 10,200 | $ 400 | ||
DISTRICT OF COLUMBIA [Member] | Facility closing [Member] | Restructuring Plan 2015 [Member] | ||||
Restructuring Charges [Line Items] | ||||
Pretax restructuring charges expense | $ 500 |
Restructuring Charges Restructu
Restructuring Charges Restructuring Charges - Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, period start | $ 2,210 | $ 850 |
Restructuring additions | 13,029 | 3,025 |
Payments for restructuring | (6,952) | (1,665) |
Restructuring reserve adjustments | 415 | 0 |
Restructuring reserve, period end | 8,702 | 2,210 |
Employee costs [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, period start | 6 | 98 |
Restructuring additions | 7,209 | 188 |
Payments for restructuring | (4,938) | (280) |
Restructuring reserve adjustments | 46 | 0 |
Restructuring reserve, period end | 2,323 | 6 |
Office space reductions [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, period start | 2,204 | 752 |
Restructuring additions | 5,820 | 2,837 |
Payments for restructuring | (2,014) | (1,385) |
Restructuring reserve adjustments | 369 | 0 |
Restructuring reserve, period end | $ 6,379 | $ 2,204 |
Derivative Instruments and He75
Derivative Instruments and Hedging Activity - Additional Information (Detail) - USD ($) | Apr. 04, 2013 | May. 30, 2012 | Dec. 08, 2011 | Dec. 31, 2015 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Interest rate swap agreement, effective date | Mar. 31, 2014 | May 31, 2012 | Feb. 29, 2012 | |
Interest rate swap agreement, end date | Aug. 31, 2017 | Apr. 14, 2016 | Apr. 14, 2016 | |
Interest rate swap agreement for a notional amount | $ 60,000,000 | $ 37,000,000 | $ 56,600,000 | |
Duration of LIBOR | 1 month | 1 month | 1 month | |
Percentage of fixed rate | 0.985% | 0.70% | 0.9875% | |
Anticipated net losses, net of tax, currently recorded in accumulated other comprehensive loss reclassified into earnings | $ 100,000 | |||
Loss reclassification from accumulated OCI to income, estimate of time to transfer | 12 months |
Derivative Instruments and He76
Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other non-current assets [Member] | ||
Fair Value interest rate swaps designated as cash flow hedging instruments | ||
Fair value (derivative asset and liability) | $ 86 | $ 516 |
Accrued expenses [Member] | ||
Fair Value interest rate swaps designated as cash flow hedging instruments | ||
Fair value (derivative asset and liability) | 242 | 643 |
Deferred compensation and other liabilities [Member] | ||
Fair Value interest rate swaps designated as cash flow hedging instruments | ||
Fair value (derivative asset and liability) | $ 0 | $ 10 |
Fair Value of Financial Instr77
Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair value, measurements, recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Asset/Liability | ||
Assets, fair value | $ 37,140 | $ 14,559 |
Liabilities, fair value | 2,219 | 535 |
Promissory note [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 2,309 | 2,137 |
Interest rate swap [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 172 | |
Liabilities, fair value | 156 | 309 |
Convertible Debt Investment [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 34,831 | 12,250 |
Contingent consideration liability [Member] | ||
Fair Value, Asset/Liability | ||
Liabilities, fair value | 2,063 | |
Deferred acquisition payment [Member] | ||
Fair Value, Asset/Liability | ||
Liabilities, fair value | 226 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | 0 |
Liabilities, fair value | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Promissory note [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Interest rate swap [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | |
Liabilities, fair value | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Convertible Debt Investment [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Contingent consideration liability [Member] | ||
Fair Value, Asset/Liability | ||
Liabilities, fair value | 0 | |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | 172 |
Liabilities, fair value | 156 | 309 |
Significant Other Observable Inputs (Level 2) [Member] | Promissory note [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | 0 |
Significant Other Observable Inputs (Level 2) [Member] | Interest rate swap [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 172 | |
Liabilities, fair value | 156 | 309 |
Significant Other Observable Inputs (Level 2) [Member] | Convertible Debt Investment [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | |
Significant Other Observable Inputs (Level 2) [Member] | Contingent consideration liability [Member] | ||
Fair Value, Asset/Liability | ||
Liabilities, fair value | 0 | |
Level 3 [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 37,140 | 14,387 |
Liabilities, fair value | 2,063 | 226 |
Level 3 [Member] | Promissory note [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 2,309 | 2,137 |
Level 3 [Member] | Interest rate swap [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 0 | |
Liabilities, fair value | 0 | 0 |
Level 3 [Member] | Convertible Debt Investment [Member] | ||
Fair Value, Asset/Liability | ||
Assets, fair value | 34,831 | 12,250 |
Level 3 [Member] | Contingent consideration liability [Member] | ||
Fair Value, Asset/Liability | ||
Liabilities, fair value | $ 2,063 | $ 226 |
Fair Value of Financial Instr78
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Dec. 30, 2011 | |
Fair Value of Financial Instruments [Abstract] | |||||
Investments in notes | $ 34,831,000 | $ 12,250,000 | |||
Unrealized gain (loss) on investments - debt and equity securities | 7,100,000 | ||||
Contingent consideration related to business acquisitions | 2,100,000 | ||||
Contingent consideration remeasurement gain | 300,000 | ||||
Aggregate principal amount | $ 250,000,000 | $ 250,000,000 | |||
Closing price of common stock (in USD per share) | $ 59.40 | ||||
Zero Coupon Convertible Notes [Member] | Shorelight Holdings LLC [Member] | |||||
Fair Value of Financial Instruments [Abstract] | |||||
Investments in notes | $ 27,900,000 | $ 12,500,000 | |||
Purchase of additional convertible notes | $ 15,400,000 | ||||
Debt instrument maturity date | Jul. 1, 2020 | ||||
Senior Notes [Member] | |||||
Fair Value of Financial Instruments [Abstract] | |||||
Aggregate principal amount | $ 250,000,000 | 250,000,000 | $ 250,000,000 | ||
Carrying value of equity component | $ 39,287,000 | $ 39,287,000 | |||
Accounting Advisory Practice [Member] | Promissory note [Member] | |||||
Fair Value of Financial Instruments [Abstract] | |||||
Promissory note received for sale of Accounting Advisory | $ 3,500,000 | ||||
Promissory note payable maturity date | Dec. 31, 2018 | ||||
Discount rate used to measure fair value | 17.00% |
Fair Value of Financial Instr79
Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt | $ 311,993 | $ 356,602 |
Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt | 219,993 | 212,852 |
Estimated fair value | $ 248,010 | $ 261,903 |
Other Comprehensive Income (L80
Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||
Foreign currency translation adjustments, beginning balance | $ (2,334) | $ (716) | $ (805) |
Foreign currency translation adjustment, net of tax | 1,817 | (1,618) | 89 |
Foreign currency translation adjustment, net of tax | (403) | ||
Reclassification adjustment, net of tax | 2,220 | ||
Foreign currency translation adjustments, ending balance | (517) | (2,334) | (716) |
Unrealized loss on investment, beginning balance | (250) | ||
Unrealized loss on investments | 4,435 | (250) | 0 |
Unrealized loss on investment, ending balance | 4,185 | (250) | |
Unrealized gain (loss) on cash flow hedges, beginning balance | (71) | (81) | (554) |
Change in fair value | (492) | (510) | 139 |
Reclassification adjustment into earnings | 480 | 520 | 334 |
Unrealized gain (loss) on cash flow hedges, ending balance | (83) | (71) | (81) |
Accumulated other comprehensive loss, beginning balance | (2,655) | (797) | (1,359) |
Change in fair value | (492) | (510) | 139 |
Reclassification adjustment into earnings | 480 | 520 | 334 |
Accumulated other comprehensive loss, ending balance | 3,585 | $ (2,655) | $ (797) |
Huron Legal [Member] | Discontinued operations [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Reclassification of accumulated translation losses | $ 2,200 |
Other Comprehensive Income (L81
Other Comprehensive Income (Loss) - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||
Foreign currency translation adjustment, tax | $ (33) | $ 111 | $ 48 |
Unrealized loss on investments, tax | (2,709) | 0 | |
Change in fair value, tax | 327 | 341 | (83) |
Reclassification adjustment into earnings, tax | $ (320) | $ (347) | $ (223) |
Employee Benefit and Deferred82
Employee Benefit and Deferred Compensation Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Postemployment Benefits [Abstract] | |||
Employer contributions up to percent of employee's salaries | 6.00% | ||
Employer matching contributions | $ 17.8 | $ 16.2 | $ 13.8 |
Deferred compensation liability | $ 13.1 | $ 7.5 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) $ / shares in Units, $ in Millions | May. 01, 2015shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / shares | Dec. 31, 2013USD ($)$ / shares | May. 02, 2014shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for issuance | shares | 1,200,000 | ||||
Retirement eligible provision, description | Eligible employees who have reached 62 years of age and have completed seven years of employment with the Company will continue vesting in their share-based awards after retirement, subject to certain conditions. | ||||
Retirement eligible provision, minimum age | 62 years | ||||
Retirement eligible provision, minimum years of service | 7 years | ||||
Share-based compensation expense | $ 19.2 | $ 18.8 | $ 16 | ||
Income tax benefits | 7.6 | 7.4 | 6.3 | ||
Unrecognized compensation cost | $ 24.3 | ||||
Unrecognized compensation cost, Period | 2 years 5 months | ||||
Stock option awards granted | shares | 0 | ||||
Restricted Stock Awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 4 years | ||||
Aggregate fair value of stock vested | $ 23.9 | $ 19.8 | $ 14.3 | ||
Weighted average grant date fair value (in USD per share) | $ / shares | $ 66.21 | $ 66.21 | $ 39.76 | ||
Performance-based stock activity [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate fair value of stock vested | $ 6.5 | $ 5.2 | $ 3.6 | ||
Weighted average grant date fair value (in USD per share) | $ / shares | $ 66.63 | $ 64.52 | $ 39.19 | ||
Performance-based stock activity [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 2 years | ||||
Performance-based stock activity [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock option awards granted | shares | 0 | ||||
Weighted average fair value of options granted | $ / shares | $ 0 | $ 17.46 | |||
Aggregate intrinsic value of options exercised | $ 1.6 | $ 1.7 | |||
Executive Officer [Member] | Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 4 years | ||||
Stock options contractual term | 10 years | ||||
2012 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Increase in number of shares authorized for issuance | shares | 850,000 | ||||
Stock Ownership Participation Program [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock granted as a percentage of purchased shares | 0.25 | ||||
Shares available for issuance | shares | 300,000 |
Equity Incentive Plans - Fair V
Equity Incentive Plans - Fair Value of Options Granted (Detail) - Black-Scholes option-pricing model [Member] | 12 Months Ended |
Dec. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Method Used [Line Items] | |
Expected dividend yield | 0.00% |
Expected volatility | 45.00% |
Risk-free rate | 1.10% |
Expected option life (in years) | 6 years 3 months |
Equity Incentive Plans - Schedu
Equity Incentive Plans - Schedule of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options (in thousands) | ||
Outstanding, shares, beginning balance | 199 | |
Stock option awards granted | 0 | |
Exercise of stock options, shares | 0 | |
Forfeited or expired, shares | 0 | |
Outstanding, shares, ending balance | 199 | 199 |
Exercisable, shares, ending balance | 173 | |
Weighted Average Exercise Price (in dollars) | ||
Beginning balance, weighted average exercise price (in USD per share) | $ 28.99 | |
Ending balance, weighted average exercise price (in USD per share) | 28.99 | $ 28.99 |
Exercisable, weighted average exercise price (in USD per share) | $ 27.53 | |
Weighted-average remaining contractual term (years), option outstanding | 5 years 4 months | 6 years 4 months |
Weighted-average remaining contractual term (years), options exercisable | 5 years | |
Aggregate intrinsic value, option outstanding, beginning balance | $ 7.8 | |
Aggregate intrinsic value, option outstanding, ending balance | 6.1 | $ 7.8 |
Aggregate intrinsic value, options exercisable, ending balance | $ 5.5 |
Equity Incentive Plans - Sche86
Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail) - Restricted Stock Awards [Member] - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Shares (in thousands) | |||
Nonvested stock, number of shares, beginning balance | 780 | ||
Granted, number of shares | 307 | ||
Vested, number of shares | (363) | ||
Forfeited, number of shares | (56) | ||
Nonvested stock, number of shares, ending balance | 668 | 780 | |
Weighted Average Grant Date Fair Value (in dollars) | |||
Nonvested stock, weighted average grant date fair value, beginning balance (in USD per share) | $ 50.61 | ||
Weighted average grant date fair value (in USD per share) | 66.21 | $ 66.21 | $ 39.76 |
Vested, weighted average grant date fair value (in USD per share) | 46.57 | ||
Forfeited, weighted average grant date fair value (in USD per share) | 57.40 | ||
Nonvested stock, weighted average grant date fair value, ending balance (in USD per share) | $ 59.41 | $ 50.61 |
Equity Incentive Plans - Sche87
Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail) - Performance-based stock activity [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Shares (in thousands) | |||
Nonvested stock, number of shares, beginning balance | 236,000 | ||
Granted, number of shares | 162,000 | ||
Vested, number of shares | (98,000) | ||
Forfeited, number of shares | (66,000) | ||
Nonvested stock, number of shares, ending balance | 234,000 | 236,000 | |
Weighted Average Grant Date Fair Value (in dollars) | |||
Nonvested stock, weighted average grant date fair value, beginning balance (in USD per share) | $ 55.55 | ||
Weighted average grant date fair value (in USD per share) | 66.63 | $ 64.52 | $ 39.19 |
Vested, weighted average grant date fair value (in USD per share) | 47.67 | ||
Forfeited, weighted average grant date fair value (in USD per share) | 66.21 | ||
Nonvested stock, weighted average grant date fair value, ending balance (in USD per share) | $ 63.54 | $ 55.55 |
Equity Incentive Plans - Sche88
Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Additional Information) (Detail) - Performance-based stock activity [Member] - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares earned above the target | 8,100 | |||
Nonvested performance-based shares outstanding | 234,000 | 236,000 | ||
Nonvested and unearned shares | 178,100 | |||
Forfeited, number of shares | (66,000) | |||
Aggregate fair value of stock vested | $ 6.5 | $ 5.2 | $ 3.6 | |
Scenario, forecast [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Forfeited, number of shares | (111,041) |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense for Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
Federal | $ 4,806 | $ 16,361 | $ 19,760 |
State | 2,380 | 4,881 | 4,642 |
Foreign | 350 | (175) | (205) |
Total current | 7,536 | 21,067 | 24,197 |
Deferred: | |||
Federal | 12,450 | 10,637 | 6,953 |
State | 1,482 | 1,170 | 995 |
Foreign | 202 | 185 | 55 |
Total deferred | 14,134 | 11,992 | 8,003 |
Income tax expense for continuing operations | $ 21,670 | $ 33,059 | $ 32,200 |
Income Taxes - Components of In
Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ 85,164 | $ 83,851 | $ 88,664 |
Foreign | (1,599) | (3,790) | (4,887) |
Income from continuing operations before income tax expense | $ 83,565 | $ 80,061 | $ 83,777 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
At U.S. statutory tax rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefit | 4.60% | 4.50% | 3.90% |
Meals and entertainment | 0.60% | 0.60% | 0.50% |
Valuation allowance | 0.50% | 1.20% | 0.60% |
Foreign source income | 0.50% | 0.90% | 0.20% |
Tax credits / Section 199 Deduction | (1.00%) | (0.90%) | (1.10%) |
Net tax (benefit) expense related to “check-the-box” election | (14.70%) | 0.40% | 0.00% |
Other | 0.40% | (0.40%) | (0.70%) |
Effective income tax expense rate for continuing operations | 25.90% | 41.30% | 38.40% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Line Items] | |||
Realizable income tax benefit from check-the-box election | $ 13,000 | $ 13,800 | |
Unrecognized tax benefit from check-the-box election | 700 | 2,400 | |
Net tax benefit recognized from check-the-box election | $ 12,300 | $ 11,400 | |
Effective tax rates for discontinued operations | 169.00% | 7.20% | 50.20% |
Tax benefit (expense) | $ 1,800 | $ 2,500 | $ 15,000 |
Valuation allowance | 2,242 | $ 2,431 | |
Federal and state tax credit carry forwards | 1,900 | ||
Unrecognized tax benefits | 3,200 | ||
Effective tax rate if recognized | $ 800 | ||
Foreign[Member] | |||
Income Tax Disclosure [Line Items] | |||
Income tax year is subject future examinations by federal tax authorities and local tax authorities | 2007 through 2014 | ||
State and Local Jurisdiction [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating losses carry forwards | $ 600 | ||
Tax credit carry forward expiration year | 2,020 | ||
Income tax year is subject future examinations by federal tax authorities and local tax authorities | 2009 through 2014 | ||
Federal [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating losses carry forwards | $ 1,400 | ||
Tax credit carry forward expiration year | 2,021 | ||
Income tax year is subject future examinations by federal tax authorities and local tax authorities | 2012, 2013, and 2014 | ||
Minimum [Member] | State and Local Jurisdiction [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carry forward expiration year | 2,029 | ||
Maximum [Member] | State and Local Jurisdiction [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carry forward expiration year | 2,030 | ||
Discontinued operations [Member] | |||
Income Tax Disclosure [Line Items] | |||
Effective tax rate if recognized | $ 2,400 |
Income Taxes - Net Deferred Tax
Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Share-based compensation | $ 10,234 | $ 10,234 |
Accrued payroll and other liabilities | 9,074 | 8,215 |
Deferred lease incentives | 4,691 | 6,143 |
Convertible note hedge transactions | 12,690 | 15,582 |
Revenue recognition | 1,611 | 2,074 |
Net operating loss carry-forwards | 529 | 2,069 |
Tax credits | 1,935 | 1,182 |
Deferred Tax Assets, Other | 3,632 | 1,084 |
Total deferred tax assets | 44,396 | 46,583 |
Valuation allowance | (2,242) | (2,431) |
Net deferred tax assets | 42,154 | 44,152 |
Deferred tax liabilities: | ||
Prepaid expenses | (2,943) | (3,316) |
Property and equipment | (2,406) | (4,037) |
Intangibles and Goodwill | (56,584) | (33,288) |
Convertible note discount | (11,793) | (14,562) |
Other | (3,116) | (926) |
Total deferred tax liabilities | (76,842) | (56,129) |
Net deferred tax liability for continuing operations | $ (34,688) | $ (11,977) |
Income Taxes - Reconciliation94
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | $ 2,488 | $ 411 | $ 441 |
Additions based on tax positions related to the prior years | 40 | ||
Decrease based on tax positions related to the prior year | (333) | (51) | |
Decrease based on settlements with taxing authorities | (19) | ||
Additions based on tax positions related to the current year | 735 | 2,410 | |
Unrecognized tax benefits, ending balance | $ 3,223 | $ 2,488 | $ 411 |
Commitments, Contingencies an95
Commitments, Contingencies and Guarantees - Additional Information (Detail) $ in Millions | Aug. 22, 2013USD ($) | Jan. 31, 2016USD ($) | Sep. 30, 2015USD ($) | Nov. 30, 2013employee | Dec. 31, 2015USD ($)lawsuit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Oct. 01, 2015USD ($) |
Commitments And Contingencies [Line Items] | |||||||||
Rental expense, including operating costs and taxes | $ 12.3 | $ 9.8 | $ 8.2 | ||||||
Litigation Settlement [Abstract] | |||||||||
Guarantees in the form of letters of credit | $ 4.8 | 4.8 | $ 5.1 | ||||||
Contingent consideration related to business acquisitions | $ 2.1 | $ 2.1 | |||||||
Positive outcome of litigation [Member] | |||||||||
Litigation Settlement [Abstract] | |||||||||
Lawsuits settled | lawsuit | 2 | ||||||||
Gain related to litigation settlement | $ 10 | ||||||||
Claim against damage on reputation and defamation [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Loss contingency damages sought value | $ 50 | ||||||||
Claim against breach of contract [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Loss contingency damages sought value | $ 50 | ||||||||
Settled litigation [Member] | Subsequent event [Member] | |||||||||
Litigation Settlement [Abstract] | |||||||||
Gain related to litigation settlement | $ 10 | ||||||||
Settled litigation [Member] | Physiotherapy Associates [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Current or former employees involved in litigation | employee | 3 | ||||||||
Litigation settlement amount | $ 3.6 | ||||||||
Loss Contingency Accrual [Roll Forward] | |||||||||
Loss contingency accrual | 1.3 | $ 3.6 | |||||||
Movement in Loss Contingency Receivable, Increase (Decrease) [Roll Forward] | |||||||||
Insurance receivable | $ 0.5 | $ 2.8 | |||||||
Chicago, Illinois [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Period of renewal option that allow continue to occupy the majority of office space | 5 years |
Commitments, Contingencies an96
Commitments, Contingencies and Guarantees - Future Minimum Rental Commitments Under Non-Cancelable Leases and Sublease Income (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating lease obligations, 2016 | $ 16,896 |
Operating lease obligations, 2017 | 12,392 |
Operating lease obligations, 2018 | 10,795 |
Operating lease obligations, 2019 | 8,345 |
Operating lease obligations, 2020 | 8,112 |
Operating lease obligations, thereafter | 26,505 |
Operating lease obligations, total | 83,045 |
Sublease income, 2016 | 2,943 |
Sublease income, 2017 | 1,141 |
Sublease income, 2018 | 945 |
Sublease income, 2019 | 0 |
Sublease income, 2020 | 0 |
Sublease income, thereafter | 0 |
Sublease income, total | $ 5,029 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2015clientSegment | Dec. 31, 2014client | Dec. 31, 2013client | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | Segment | 4 | ||
Customer concentration risk [Member] | Combined receivables and unbilled service balances [Member] | Minimum [Member] | |||
Segment Reporting Information [Line Items] | |||
Customer percentage of consolidated receivables and unbilled services or consolidated net sales revenue | 10.00% | 10.00% | 10.00% |
Number of customers | 0 | 0 | 0 |
Customer concentration risk [Member] | Sales revenue, net [Member] | Minimum [Member] | |||
Segment Reporting Information [Line Items] | |||
Customer percentage of consolidated receivables and unbilled services or consolidated net sales revenue | 10.00% | 10.00% | 10.00% |
Number of customers | 0 | 0 | 0 |
Segment Information - Component
Segment Information - Components of Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Components of Segment Information | |||||||||||
Revenues | $ 185,100 | $ 175,465 | $ 184,019 | $ 154,426 | $ 163,917 | $ 151,904 | $ 156,109 | $ 155,756 | $ 699,010 | $ 627,686 | $ 538,128 |
Operating income (loss) | 36,709 | 30,056 | 28,797 | 7,936 | 21,633 | 13,130 | 21,517 | 32,060 | 103,498 | 88,340 | 89,899 |
Reimbursable expenses | 16,747 | 16,091 | 20,867 | 16,308 | 17,634 | 17,689 | 19,907 | 18,617 | 70,013 | 73,847 | 64,623 |
Total revenues and reimbursable expenses | $ 201,847 | $ 191,556 | $ 204,886 | $ 170,734 | $ 181,551 | $ 169,593 | $ 176,016 | $ 174,373 | 769,023 | 701,533 | 602,751 |
Depreciation and amortization expense | 25,135 | 15,451 | 10,723 | ||||||||
Other expense, net | 19,933 | 8,279 | 6,122 | ||||||||
Income from continuing operations before income tax expense | 83,565 | 80,061 | 83,777 | ||||||||
Operating segments [Member] | |||||||||||
Components of Segment Information | |||||||||||
Operating income (loss) | 231,321 | 206,715 | 183,791 | ||||||||
Operating segments [Member] | Huron Healthcare [Member] | |||||||||||
Components of Segment Information | |||||||||||
Revenues | 446,887 | 415,803 | 358,766 | ||||||||
Operating income (loss) | $ 169,560 | $ 159,015 | $ 141,870 | ||||||||
Segment operating income as a percentage of segment revenues | 37.90% | 38.20% | 39.50% | ||||||||
Operating segments [Member] | Huron Education and Life Sciences [Member] | |||||||||||
Components of Segment Information | |||||||||||
Revenues | $ 167,933 | $ 145,962 | $ 143,609 | ||||||||
Operating income (loss) | $ 44,216 | $ 36,131 | $ 35,966 | ||||||||
Segment operating income as a percentage of segment revenues | 26.30% | 24.80% | 25.00% | ||||||||
Operating segments [Member] | Huron Business Advisory [Member] | |||||||||||
Components of Segment Information | |||||||||||
Revenues | $ 82,968 | $ 62,840 | $ 34,669 | ||||||||
Operating income (loss) | $ 19,263 | $ 14,035 | $ 7,211 | ||||||||
Segment operating income as a percentage of segment revenues | 23.20% | 22.30% | 20.80% | ||||||||
Operating segments [Member] | All Other [Member] | |||||||||||
Components of Segment Information | |||||||||||
Revenues | $ 1,222 | $ 3,081 | $ 1,084 | ||||||||
Operating income (loss) | (1,718) | (2,466) | (1,256) | ||||||||
Segment reconciling items [Member] | |||||||||||
Components of Segment Information | |||||||||||
Other operating expenses and gains | 102,688 | 102,924 | 83,169 | ||||||||
Depreciation and amortization expense | 25,135 | 15,451 | 10,723 | ||||||||
Other expense, net | $ (19,933) | $ (8,279) | $ (6,122) |
Segment Information - Segment A
Segment Information - Segment Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Assets: | ||
Total assets | $ 1,164,160 | $ 1,155,914 |
Segment reconciling items [Member] | ||
Segment Assets: | ||
Total assets | 1,022,271 | 995,238 |
Huron Healthcare [Member] | Operating segments [Member] | ||
Segment Assets: | ||
Total assets | 84,088 | 112,190 |
Huron Education and Life Sciences [Member] | Operating segments [Member] | ||
Segment Assets: | ||
Total assets | 35,916 | 28,973 |
Huron Business Advisory [Member] | Operating segments [Member] | ||
Segment Assets: | ||
Total assets | 21,885 | 19,134 |
All Other [Member] | Operating segments [Member] | ||
Segment Assets: | ||
Total assets | $ 0 | $ 379 |
Valuation and Qualifying Acc100
Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowances for doubtful accounts and unbilled services [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Beginning balance | $ 14,129 | $ 9,925 | $ 6,675 |
Additions | 40,003 | 36,044 | 28,948 |
Deductions | 37,246 | 31,840 | 25,698 |
Ending balance | 16,886 | 14,129 | 9,925 |
Valuation allowance for deferred tax assets [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Beginning balance | 2,431 | 1,406 | 1,290 |
Additions | 1,212 | 1,025 | 116 |
Deductions | 1,401 | 0 | 0 |
Ending balance | $ 2,242 | $ 2,431 | $ 1,406 |
Selected Quarterly Financial101
Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenues | $ 185,100 | $ 175,465 | $ 184,019 | $ 154,426 | $ 163,917 | $ 151,904 | $ 156,109 | $ 155,756 | $ 699,010 | $ 627,686 | $ 538,128 | |
Reimbursable expenses | 16,747 | 16,091 | 20,867 | 16,308 | 17,634 | 17,689 | 19,907 | 18,617 | 70,013 | 73,847 | 64,623 | |
Total revenues and reimbursable expenses | 201,847 | 191,556 | 204,886 | 170,734 | 181,551 | 169,593 | 176,016 | 174,373 | 769,023 | 701,533 | 602,751 | |
Gross profit | 75,956 | 76,160 | 77,793 | 50,479 | 58,413 | 50,862 | 62,704 | 66,832 | ||||
Operating income | 36,709 | 30,056 | 28,797 | 7,936 | 21,633 | 13,130 | 21,517 | 32,060 | 103,498 | 88,340 | 89,899 | |
Net income from continuing operations | 32,502 | 14,277 | 14,148 | 968 | 9,968 | 7,467 | 12,473 | 17,094 | 61,895 | 47,002 | 51,577 | |
Income (loss) from discontinued operations, net of tax | (13,159) | 5,097 | 4,685 | 534 | 2,825 | 4,752 | 7,440 | 17,032 | (2,843) | 32,049 | 14,856 | |
Net income | $ 19,343 | $ 19,374 | $ 18,833 | $ 1,502 | $ 12,793 | $ 12,219 | $ 19,913 | $ 34,126 | $ 59,052 | $ 79,051 | $ 66,433 | |
Net earnings per basic share: | ||||||||||||
Net income from continuing operations, per basic share (in USD per share) | $ 1.47 | $ 0.65 | $ 0.64 | $ 0.04 | $ 0.45 | $ 0.33 | $ 0.55 | $ 0.76 | $ 2.80 | $ 2.10 | $ 2.31 | |
Income (loss) from discontinued operations, net of tax, per basic share (In USD per share) | (0.59) | 0.23 | 0.21 | 0.03 | 0.13 | 0.21 | 0.33 | 0.75 | (0.13) | 1.42 | 0.67 | |
Net income, per basic share (in USD per share) | 0.88 | 0.88 | 0.85 | 0.07 | 0.58 | 0.54 | 0.88 | 1.51 | 2.67 | 3.52 | 2.98 | |
Net earnings per diluted share: | ||||||||||||
Net income from continuing operations, per diluted share (in USD per share) | 1.44 | 0.63 | 0.62 | 0.04 | 0.44 | 0.33 | 0.54 | 0.74 | 2.74 | 2.05 | 2.26 | |
Income (loss) from discontinued operations, net of tax | (0.58) | 0.23 | 0.21 | 0.03 | ||||||||
Net income, per diluted share (in USD per share) | $ 0.86 | $ 0.86 | $ 0.83 | $ 0.07 | $ 0.57 | $ 0.53 | $ 0.86 | $ 1.48 | $ 2.61 | $ 3.45 | $ 2.92 | |
Weighted average shares used in calculating earnings per share: | ||||||||||||
Basic (shares) | 22,093 | 22,107 | 22,220 | 22,126 | 22,010 | 22,488 | 22,645 | 22,588 | 22,136 | 22,431 | 22,322 | |
Diluted (shares) | 22,551 | 22,592 | 22,654 | 22,602 | 22,548 | 22,975 | 23,098 | 23,086 | 22,925 | 22,600 | 22,925 | 22,777 |