Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 29, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | ARC Document Solutions, Inc. | |
Entity Central Index Key | 1,305,168 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 46,986,976 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 15,436 | $ 22,636 |
Accounts receivable, net of allowances for accounts receivable of $2,225 and $2,413 | 68,344 | 62,045 |
Inventories, net | 19,135 | 16,251 |
Deferred income taxes | 227 | 278 |
Prepaid expenses | 4,789 | 4,767 |
Other current assets | 4,836 | 6,080 |
Total current assets | 112,767 | 112,057 |
Property and equipment, net of accumulated depreciation of $220,164 and $214,697 | 59,454 | 59,520 |
Goodwill | 212,608 | 212,608 |
Other intangible assets, net | 20,851 | 23,841 |
Deferred financing fees, net | 2,038 | 2,440 |
Deferred income taxes | 994 | 1,110 |
Other assets | 2,434 | 2,492 |
Total assets | 411,146 | 414,068 |
Current liabilities: | ||
Accounts payable | 25,459 | 26,866 |
Accrued payroll and payroll-related expenses | 11,934 | 13,765 |
Accrued expenses | 20,541 | 22,793 |
Current portion of long-term debt and capital leases | 21,322 | 27,969 |
Total current liabilities | 79,256 | 91,393 |
Long-term debt and capital leases | 167,708 | 175,916 |
Deferred income taxes | 34,578 | 33,463 |
Other long-term liabilities | 3,492 | 3,458 |
Total liabilities | $ 285,034 | $ 304,230 |
Commitments and contingencies (Note 7) | ||
ARC Document Solutions, Inc. stockholders’ equity: | ||
Preferred stock, $0.001 par value, 25,000 shares authorized; 0 shares issued and outstanding | $ 0 | $ 0 |
Common stock, $0.001 par value, 150,000 shares authorized; 47,088 and 46,800 shares issued and 46,987 and 46,723 shares outstanding | 47 | 47 |
Additional paid-in capital | 113,544 | 110,650 |
Retained earnings (deficit) | 6,340 | (7,353) |
Accumulated other comprehensive loss | (477) | (161) |
Total stockholders equity before adjustment of treasury stock | 119,454 | 103,183 |
Less cost of common stock in treasury, 101 and 77 shares | 612 | 408 |
Total ARC Document Solutions, Inc. stockholders’ equity | 118,842 | 102,775 |
Noncontrolling interest | 7,270 | 7,063 |
Total equity | 126,112 | 109,838 |
Total liabilities and equity | $ 411,146 | $ 414,068 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 2,225 | $ 2,413 |
Accumulated depreciation on property and equipment | $ 220,164 | $ 214,697 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000 | 25,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000 | 150,000 |
Common stock, shares issued | 47,088 | 46,800 |
Common stock, shares outstanding | 46,987 | 46,723 |
Treasury stock, shares | 101 | 77 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Service sales | $ 99,336 | $ 96,198 | $ 192,661 | $ 185,129 |
Equipment and supplies sales | 14,053 | 12,784 | 25,047 | 24,226 |
Total net sales | 113,389 | 108,982 | 217,708 | 209,355 |
Cost of sales | 72,530 | 69,775 | 140,828 | 136,214 |
Gross profit | 40,859 | 39,207 | 76,880 | 73,141 |
Selling, general and administrative expenses | 27,132 | 28,283 | 54,587 | 54,389 |
Amortization of intangible assets | 1,442 | 1,503 | 2,931 | 3,001 |
Restructuring expense | 11 | 271 | 85 | 754 |
Income from operations | 12,274 | 9,150 | 19,277 | 14,997 |
Other income, net | (30) | (23) | (56) | (49) |
Loss on extinguishment of debt | 97 | 0 | 97 | 0 |
Interest expense, net | 1,939 | 3,944 | 3,796 | 7,857 |
Income before income tax provision | 10,268 | 5,229 | 15,440 | 7,189 |
Income tax provision | 811 | 607 | 1,572 | 1,271 |
Net income | 9,457 | 4,622 | 13,868 | 5,918 |
(Income) loss attributable to noncontrolling interest | (200) | (77) | (175) | 23 |
Net income attributable to ARC Document Solutions, Inc. shareholders | $ 9,257 | $ 4,545 | $ 13,693 | $ 5,941 |
Earnings per share attributable to ARC Document Solutions, Inc. shareholders: | ||||
Basic (dollars per share) | $ 0.20 | $ 0.10 | $ 0.29 | $ 0.13 |
Diluted (dollars per share) | $ 0.19 | $ 0.10 | $ 0.29 | $ 0.13 |
Weighted average common shares outstanding: | ||||
Basic (shares) | 46,611 | 46,254 | 46,528 | 46,122 |
Diluted (shares) | 47,558 | 46,834 | 47,634 | 46,759 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 9,457 | $ 4,622 | $ 13,868 | $ 5,918 |
Other comprehensive income (loss), net of tax | ||||
Foreign currency translation adjustments, net of tax | 315 | 268 | (90) | (35) |
Fair value adjustment of derivatives, net of tax | (83) | 0 | (194) | 0 |
Other comprehensive income (loss), net of tax | 232 | 268 | (284) | (35) |
Comprehensive income | 9,689 | 4,890 | 13,584 | 5,883 |
Comprehensive income (loss) attributable to noncontrolling interest | 231 | 86 | 207 | (79) |
Comprehensive income attributable to ARC Document Solutions, Inc. shareholders | $ 9,458 | $ 4,804 | $ 13,377 | $ 5,962 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Deficit) [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Common Stock in Treasury [Member] | Noncontrolling Interest [Member] |
Beginning Balance at Dec. 31, 2013 | $ 99,139 | $ 46 | $ 105,806 | $ (14,628) | $ 634 | $ (168) | $ 7,449 |
Beginning Balance, shares at Dec. 31, 2013 | 46,365 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 1,662 | 1,662 | |||||
Stock-based compensation, shares | 173 | ||||||
Issuance of common stock under Employee Stock Purchase Plan | 48 | 48 | |||||
Issuance of common stock under Employee Stock Purchase Plan, shares | 9 | ||||||
Stock options exercised | 1,009 | 1,009 | |||||
Stock options exercised, shares | 180 | ||||||
Treasury shares | (151) | (151) | |||||
Comprehensive income: | |||||||
Net income (loss) | 5,918 | 5,941 | (23) | ||||
Foreign currency translation adjustments, net of tax | (35) | 21 | (56) | ||||
Fair value adjustment of derivatives, net of tax | 0 | ||||||
Comprehensive income | 5,883 | ||||||
Ending Balance at Jun. 30, 2014 | $ 107,590 | $ 46 | 108,525 | (8,687) | 655 | (319) | 7,370 |
Ending Balance, shares at Jun. 30, 2014 | 46,751 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Treasury Stock, Shares | 24 | ||||||
Treasury Stock, Shares | 77 | ||||||
Beginning Balance at Dec. 31, 2014 | $ 109,838 | $ 47 | 110,650 | (7,353) | (161) | (408) | 7,063 |
Beginning Balance, shares at Dec. 31, 2014 | 46,800 | 46,800 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | $ 2,275 | 2,275 | |||||
Stock-based compensation, shares | 131 | ||||||
Issuance of common stock under Employee Stock Purchase Plan | 58 | 58 | |||||
Issuance of common stock under Employee Stock Purchase Plan, shares | 8 | ||||||
Stock options exercised | 561 | 561 | |||||
Stock options exercised, shares | 125 | ||||||
Treasury shares | (204) | (204) | |||||
Comprehensive income: | |||||||
Net income (loss) | 13,868 | 13,693 | 175 | ||||
Foreign currency translation adjustments, net of tax | (90) | (122) | 32 | ||||
Fair value adjustment of derivatives, net of tax | (194) | (194) | |||||
Comprehensive income | 13,584 | ||||||
Ending Balance at Jun. 30, 2015 | $ 126,112 | $ 47 | $ 113,544 | $ 6,340 | $ (477) | $ (612) | $ 7,270 |
Ending Balance, shares at Jun. 30, 2015 | 47,088 | 47,088 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Treasury Stock, Shares | 101 | 24 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities | ||||
Net income | $ 9,457 | $ 4,622 | $ 13,868 | $ 5,918 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Allowance for accounts receivable | 156 | 100 | 182 | 247 |
Depreciation | 7,078 | 7,029 | 14,144 | 14,024 |
Amortization of intangible assets | 1,442 | 1,503 | 2,931 | 3,001 |
Amortization of deferred financing costs | 161 | 214 | 322 | 397 |
Amortization of discount on long-term debt | 224 | 449 | ||
Stock-based compensation | 921 | 881 | 2,004 | 1,662 |
Deferred income taxes | 3,847 | 2,279 | 6,023 | 4,172 |
Deferred tax valuation allowance | (3,257) | (1,748) | (4,791) | (3,037) |
Restructuring expense, non-cash portion | 7 | 391 | ||
Loss on extinguishment of debt | 97 | 0 | 97 | 0 |
Other non-cash items, net | (110) | (157) | (284) | (327) |
Changes in operating assets and liabilities: | ||||
Accounts receivable | (2,111) | (4,059) | (6,633) | (7,494) |
Inventory | (1,765) | 85 | (2,858) | (1,929) |
Prepaid expenses and other assets | (282) | 415 | 1,717 | 637 |
Accounts payable and accrued expenses | 1,230 | 2,629 | (4,570) | 3,627 |
Net cash provided by operating activities | 16,864 | 14,024 | 22,152 | 21,738 |
Cash flows from investing activities | ||||
Capital expenditures | (4,136) | (3,032) | (7,637) | (6,597) |
Payments related to business acquisitions | (100) | (142) | (342) | |
Other | 193 | 236 | 390 | 400 |
Net cash used in investing activities | (4,043) | (3,138) | (7,389) | (6,539) |
Cash flows from financing activities | ||||
Proceeds from stock option exercises | 16 | 568 | 561 | 1,009 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 31 | 27 | 58 | 48 |
Share repurchases, including shares surrendered for tax withholding | (204) | (151) | (204) | (151) |
Early extinguishment of long-term debt | (7,500) | (7,250) | (7,500) | |
Payments on long-term debt agreements and capital leases | (6,713) | (2,977) | (12,780) | (10,940) |
Net repayments under revolving credit facilities | (760) | (697) | (1,744) | (295) |
Payment of deferred financing costs | (1) | 3 | (25) | (454) |
Payment of hedge premium | 0 | 0 | (632) | 0 |
Net cash used in financing activities | (14,881) | (10,727) | (22,016) | (18,283) |
Effect of foreign currency translation on cash balances | (65) | 54 | 53 | (72) |
Net change in cash and cash equivalents | (2,125) | 213 | (7,200) | (3,156) |
Cash and cash equivalents at beginning of period | 17,561 | 23,993 | 22,636 | 27,362 |
Cash and cash equivalents at end of period | 15,436 | 24,206 | 15,436 | 24,206 |
Noncash investing and financing activities | ||||
Capital lease obligations incurred | 3,542 | 5,315 | 7,042 | 9,403 |
Contingent liabilities in connection with business acquisitions | $ 0 | $ 924 | $ 0 | $ 924 |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation ARC Document Solutions, Inc. (“ARC Document Solutions,” “ARC” or the “Company”) is a leading document solutions company serving businesses of all types, with an emphasis on the non-residential segment of the architecture, engineering and construction (“AEC”) industry. ARC offers a variety of services including: Construction Document Information Management ("CDIM"), Managed Print Services ("MPS"), and Archive and Information Management ("AIM"). In addition, ARC also sells Equipment and Supplies. The Company conducts its operations through its wholly-owned operating subsidiary, ARC Document Solutions, LLC, a Texas limited liability company, and its affiliates. Basis of Presentation The accompanying interim Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conformity with the requirements of the SEC. As permitted under those rules, certain footnotes or other financial information required by GAAP for complete financial statements have been condensed or omitted. In management’s opinion, the accompanying interim Condensed Consolidated Financial Statements presented reflect all adjustments of a normal and recurring nature that are necessary to fairly present the interim Condensed Consolidated Financial Statements. All material intercompany accounts and transactions have been eliminated in consolidation. The operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 . The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the interim Condensed Consolidated Financial Statements and accompanying notes. The Company evaluates its estimates and assumptions on an ongoing basis and relies on historical experience and various other factors that it believes to be reasonable under the circumstances to determine such estimates. Actual results could differ from those estimates, and such differences may be material to the interim Condensed Consolidated Financial Statements. These interim Condensed Consolidated Financial Statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes included in the Company’s 2014 Form 10-K. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement. The new guidance amends Accounting Standards Codification ("ASC") 350-40, Intangibles - Goodwill and Other, Internal-Use Software , to provide guidance on determining whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software. ASU 2015-05 is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption of ASU 2015-05 on its condensed consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs , which changes the presentation of deferred financing fees in an entity's financial statements. Under the ASU, deferred financing fees are to be presented in the balance sheet as a direct deduction from the related debt liability rather than as an asset. ASU 2015-03 is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted. The Company expects to adopt ASU 2015-03 for the quarterly report on Form 10-Q for the three months ended March 31, 2016. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which supersedes the existing revenue recognition requirements in “Revenue Recognition (Topic 605).” The new guidance requires entities to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently in the process of evaluating the impact of the adoption of ASU 2014-09 on its condensed consolidated financial statements. In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity . The new guidance raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. It was effective for annual periods beginning on or after December 15, 2014. The adoption of ASU 2014-08 had no impact to the Company's condensed consolidated financial statements. Segment Reporting The provisions of ASC 280, Disclosures about Segments of an Enterprise and Related Information , require public companies to report financial and descriptive information about their reportable operating segments. The Company identifies operating segments based on the various business activities that earn revenue and incur expense and whose operating results are reviewed by the Company's Chief Executive Officer, who is the Company's chief operating decision maker. Because its operating segments have similar products and services, classes of customers, production processes, distribution methods and economic characteristics, the Company operates as a single reportable segment. In an effort to more closely align the Company's financial presentation to how it markets its services and products to its customers, during the first quarter of 2015, the Company re-categorized its offerings to better report distinct sales recognized from CDIM, MPS, AIM, and Equipment and Supplies Sales. MPS is a new categorization of sales, which combines the Company's previously reported Onsite Services sales with sales generated from the servicing of equipment, which was previously included in Traditional Reprographics. In addition, sales generated from the Company's AIM services were split out from the Company's previously reported Digital Services category and presented separately. The remaining sales generated from Traditional Reprographics, Color Services and Digital Services were combined into CDIM. Equipment and Supplies sales remained unchanged. Amounts for the prior year have been recast to conform to the current year presentation in the table below. The Company believes the updated presentation of its sales categories reflects the drivers of its consolidated sales and will provide greater insight into the opportunities and risk diversification provided by the Company's portfolio of service and product offerings. Net sales of the Company’s principal services and products were as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 Service Sales CDIM $ 58,835 $ 57,542 $ 113,477 $ 110,882 MPS 37,134 35,743 73,011 68,752 AIM 3,367 2,913 6,173 5,495 Total service sales 99,336 96,198 192,661 185,129 Equipment and supplies sales 14,053 12,784 25,047 24,226 Total net sales $ 113,389 $ 108,982 $ 217,708 $ 209,355 Risk and Uncertainties The Company generates the majority of its revenue from sales of services and products to customers in the AEC industry. As a result, the Company’s operating results and financial condition can be significantly affected by economic factors that influence the AEC industry, such as non-residential construction spending, GDP growth, interest rates, unemployment rates, and office vacancy rates. Reduced activity (relative to historic levels) in the AEC industry would diminish demand for some of ARC’s services and products, and would therefore negatively affect revenues and have a material adverse effect on its business, operating results and financial condition. As part of the Company’s growth strategy, ARC intends to continue to offer and grow a variety of service offerings that are relatively new to the Company. The success of the Company’s efforts will be affected by its ability to acquire new customers for the Company’s new service offerings, as well as to sell the new service offerings to existing customers. The Company’s inability to successfully market and execute these relatively new service offerings could significantly affect its business and reduce its long term revenue, resulting in an adverse effect on its results of operations and financial condition. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings per Share The Company accounts for earnings per share in accordance with ASC 260, Earnings Per Share. Basic earnings per share is computed by dividing net income attributable to ARC by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share is computed similarly to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if common shares subject to outstanding options and acquisition rights had been issued and if the additional common shares were dilutive. Common share equivalents are excluded from the computation if their effect is anti-dilutive. For the three and six months ended June 30, 2015 , stock options for 1.6 million and 0.5 million common shares, respectively, were excluded from the calculation of diluted net income attributable to ARC per common share because they were anti-dilutive. For the three and six months ended June 30, 2014 , stock options for 2.3 million and 1.7 million common shares, respectively, were excluded from the calculation of diluted net income attributable to ARC per common share because they were anti-dilutive. The Company's common share equivalents consist of stock options issued under the Company's stock plan. Basic and diluted weighted average common shares outstanding were calculated as follows for the three and six months ended June 30, 2015 and 2014 : Three Months Ended Six Months Ended 2015 2014 2015 2014 Weighted average common shares outstanding during the period—basic 46,611 46,254 46,528 46,122 Effect of dilutive stock options 947 580 1,106 637 Weighted average common shares outstanding during the period—diluted 47,558 46,834 47,634 46,759 |
Restructuring Expenses
Restructuring Expenses | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Expenses | Restructuring Expenses To ensure that the Company’s costs and resources were in line with demand for its current portfolio of services and products, management initiated a restructuring plan in the fourth quarter of 2012. Restructuring activities associated with the plan concluded in the fourth quarter of 2013. Through December 31, 2013 , the restructuring plan included the closure or downsizing of 56 of the Company’s service centers, which represented more than 25% of its total number of service center locations. In addition, as part of the restructuring plan, the Company reduced headcount and middle management associated with its service center locations, streamlined the senior operational management team, and allocated more resources into growing sales categories such as MPS. The reduction in headcount totaled approximately 300 full-time employees, which represented approximately 10% of the Company’s then current total workforce. To date, the Company has incurred $6.7 million of expense related to its restructuring plan. Restructuring expenses include employee termination costs, estimated lease termination and obligation costs, and other restructuring expenses. Restructuring expenses for the three and six months ended June 30, 2015 primarily consisted of revised estimated lease termination and obligation costs resulting from facilities closed in 2013. The following table summarizes restructuring expenses incurred in the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Employee termination costs $ — $ — $ — $ — Estimated lease termination and obligation costs 11 165 85 532 Other restructuring expenses — 106 — 222 Total restructuring expenses $ 11 $ 271 $ 85 $ 754 The changes in the restructuring liability from December 31, 2014 through June 30, 2015 are summarized as follows: Six Months Ended June 30, 2015 Balance, December 31, 2014 $ 113 Restructuring expenses 85 Payments (141 ) Balance, June 30, 2015 $ 57 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles Resulting from Business Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles Resulting from Business Acquisitions | Goodwill and Other Intangibles Resulting from Business Acquisitions Goodwill In connection with acquisitions, the Company applies the provisions of ASC 805, Business Combinations , using the acquisition method of accounting. The excess purchase price over the assessed fair value of net tangible assets and identifiable intangible assets acquired is recorded as goodwill. In accordance with ASC 350, Intangibles—Goodwill and Other , the Company assesses goodwill for impairment annually as of September 30, and more frequently if events and circumstances indicate that goodwill might be impaired. At September 30, 2014, the Company performed its assessment and determined that goodwill was not impaired. Goodwill impairment testing is performed at the reporting unit level. Goodwill is assigned to reporting units at the date the goodwill is initially recorded. Once goodwill has been assigned to reporting units, it no longer retains its association with a particular acquisition, and all of the activities within a reporting unit, whether acquired or internally generated, are available to support the value of the goodwill. Goodwill impairment testing is a two-step process. Step one involves comparing the fair value of the reporting units to its carrying amount. If the carrying amount of a reporting unit is greater than zero and its fair value is greater than its carrying amount, there is no impairment. If the reporting unit’s carrying amount is greater than the fair value, the second step must be completed to measure the amount of impairment, if any. Step two involves calculating the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in step one. The implied fair value of goodwill determined in this step is compared to the carrying value of goodwill. If the implied fair value of goodwill is less than the carrying value of goodwill, an impairment loss is recognized equal to the difference. The Company determines the fair value of its reporting units using an income approach. Under the income approach, the Company determined fair value based on estimated discounted future cash flows of each reporting unit. The cash flows are discounted by an estimated weighted-average cost of capital, which is intended to reflect the overall level of inherent risk of a reporting unit. Determining the fair value of a reporting unit is judgmental in nature and requires the use of significant estimates and assumptions, including revenue growth rates and EBITDA margins, discount rates and future market conditions, among others. The Company considered market information in assessing the reasonableness of the fair value under the income approach outlined above. Given the current economic environment, the changing document and printing needs of the Company’s customers, and the uncertainties regarding the related impact on the Company’s business, there can be no assurance that the estimates and assumptions made for purposes of the Company’s goodwill impairment testing in 2014 will prove to be accurate predictions of the future. If the Company’s assumptions, including forecasted EBITDA of certain reporting units, are not achieved, the Company may be required to record additional goodwill impairment charges in future periods, whether in connection with the Company’s next annual impairment testing in the third quarter of 2015, or on an interim basis, if any such change constitutes a triggering event (as defined under ASC 350, Intangibles—Goodwill and Other ) outside of the quarter when the Company regularly performs its annual goodwill impairment test. It is not possible at this time to determine if any such future impairment charge would result or, if it does, whether such charge would be material. There was no change to the carrying amount of goodwill from January 1, 2014 through June 30, 2015 . Long-lived Assets The Company periodically assesses potential impairments of its long-lived assets in accordance with the provisions of ASC 360, Accounting for the Impairment or Disposal of Long-lived Assets . An impairment review is performed whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. The Company groups its assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. The Company has determined that the lowest level for which identifiable cash flows are available is the regional level, which is the operating segment level. Factors considered by the Company include, but are not limited to, significant underperformance relative to historical or projected operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. When the carrying value of a long-lived asset may not be recoverable based upon the existence of one or more of the above indicators of impairment, the Company estimates the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the sum of the expected future undiscounted cash flows and eventual disposition is less than the carrying amount of the asset, the Company recognizes an impairment loss. An impairment loss is reflected as the amount by which the carrying amount of the asset exceeds the fair value of the asset, based on the fair value if available, or discounted cash flows, if fair value is not available. The Company had no long-lived asset impairments in the first six months of 2015 or for the year ended December 31, 2014. Other intangible assets that have finite lives are amortized over their useful lives. Customer relationships are amortized using the accelerated method, based on customer attrition rates, over their estimated useful lives of 13 (weighted average) years. The following table sets forth the Company’s other intangible assets resulting from business acquisitions as of June 30, 2015 and December 31, 2014 which continue to be amortized: June 30, 2015 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable other intangible assets Customer relationships $ 99,443 $ 79,109 $ 20,334 $ 99,606 $ 76,298 $ 23,308 Trade names and trademarks 20,375 19,858 517 20,370 19,837 533 $ 119,818 $ 98,967 $ 20,851 $ 119,976 $ 96,135 $ 23,841 Based on current information, estimated future amortization expense of amortizable intangible assets for the remainder of the 2015 fiscal year, each of the subsequent four fiscal years and thereafter are as follows: 2015 (excluding the six months ended June 30, 2015) $ 2,724 2016 4,832 2017 4,271 2018 3,857 2019 3,138 Thereafter 2,029 $ 20,851 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes On a quarterly basis, the Company estimates its effective tax rate for the full fiscal year and records a quarterly income tax provision based on the anticipated rate in conjunction with the recognition of any discrete items within the quarter. The Company recorded an income tax provision of $0.8 million and $1.6 million in relation to pretax income of $10.3 million and $15.4 million for the three and six months ended June 30, 2015 , respectively, and an income tax provision of $0.6 million and $1.3 million in relation to pretax income of $5.2 million and $7.2 million for the three and six months ended June 30, 2014 , respectively. The income tax provision in these periods was primarily due to the impact of amortization of tax basis goodwill in a deferred tax liability position. In accordance with ASC 740-10, Income Taxes , the Company evaluates its deferred tax assets to determine if a valuation allowance is required based on the consideration of all available evidence using a “more likely than not” standard, with significant weight being given to evidence that can be objectively verified. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability; the length of statutory carryover periods for operating losses and tax credit carryovers; and available tax planning alternatives. As of June 30, 2011, the Company determined that cumulative losses for the preceding twelve quarters constituted sufficient objective evidence (as defined by ASC 740-10) that a valuation allowance was needed. As of June 30, 2015 , the Company has a $77.2 million valuation allowance against certain of its deferred tax assets. Based on the Company’s assessment, the remaining net deferred tax assets of $1.2 million as of June 30, 2015 , which relate to foreign entities, are considered more likely than not to be realized. The valuation allowance of $77.2 million may be increased or decreased as conditions change or if the Company is unable to implement certain available tax planning strategies. The realization of the Company’s net deferred tax assets ultimately depend on future taxable income, reversals of existing taxable temporary differences or through a loss carry back. The Company has income tax receivables of $20 thousand as of June 30, 2015 included in other current assets in its Condensed Consolidated Balance Sheet primarily related to income tax refunds for prior years. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following: June 30, 2015 December 31, 2014 Term A loan facility maturing 2019; 2.79% and 2.74% interest rate at June 30, 2015 and December 31, 2014 $ 159,000 $ 173,000 Various capital leases; weighted average interest rate of 6.0% and 6.8% at June 30, 2015 and December 31, 2014; principal and interest payable monthly through June 2020 29,679 28,789 Borrowings from foreign revolving credit facilities; 0.6% interest rate at June 30, 2015 and December 31, 2014 155 1,897 Various other notes payable with a weighted average interest rate of 8.2% and 6.5% at June 30, 2015 and December 31, 2014; principal and interest payable monthly through November 2019 196 199 189,030 203,885 Less current portion (21,322 ) (27,969 ) $ 167,708 $ 175,916 Term A Loan Facility On November 20, 2014 the Company entered into a Credit Agreement (the “Term A Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent and the lenders party thereto. The Term A Credit Agreement provides for the extension of term loans (“Term Loans”) in an aggregate principal amount of $175.0 million , the entirety of which was disbursed on the closing date in order to pay outstanding obligations under the Company’s then-existing Term Loan Credit Agreement dated as of December 20, 2013. The Credit Agreement also provides for the extension of revolving loans in an aggregate principal amount not to exceed $30.0 million . The Company may request incremental commitments to the aggregate principal amount of Term Loans and Revolving Loans available under the Term A Credit Agreement by an amount not to exceed $ 75.0 million in the aggregate. Unless an incremental commitment to increase the Term Loan or provide a new term loan matures at a later date, the obligations under the Term A Credit Agreement mature on November 20, 2019. As of June 30, 2015 , the Company's borrowing availability under the Term A Credit Agreement was $28.1 million , which was the maximum borrowing limit of $30.0 million under the Revolving Loan facility reduced by outstanding letters of credit of $1.9 million . Loans borrowed under the Term A Credit Agreement bear interest, in the case of LIBOR rate loans, at a per annum rate equal to the applicable LIBOR rate, plus a margin ranging from 1.50% to 2.50% per annum, based on the Company’s Total Leverage Ratio (as defined in the Term A Credit Agreement). Loans borrowed under the Term A Credit Agreement that are not LIBOR rate loans bear interest at a per annum rate equal to (i) the greatest of (A) the Federal Funds Rate plus 0.50% per annum, (B) the one month LIBOR rate plus 1.00% per annum, and (C) the rate of interest announced, from time to time, by Wells Fargo Bank, National Association as its “prime rate,” plus (ii) a margin ranging from 0.50% to 1.50% per annum, based on the Company’s Total Leverage Ratio. The Company will pay certain recurring fees with respect to the credit facility, including administration fees to the administrative agent. Subject to certain exceptions, including in certain circumstances, reinvestment rights, the loans extended under the Term A Credit Agreement are subject to customary mandatory prepayment provisions with respect to: the net proceeds from certain asset sales; the net proceeds from certain issuances or incurrences of debt (other than debt permitted to be incurred under the terms of the Term A Credit Agreement); the net proceeds from certain issuances of equity securities; and net proceeds of certain insurance recoveries and condemnation events of the Company. The Term A Credit Agreement contains customary representations and warranties, subject to limitations and exceptions, and customary covenants restricting the ability (subject to various exceptions) of the Company and its subsidiaries to: incur additional indebtedness (including guarantee obligations); incur liens; sell certain property or assets; engage in mergers or other fundamental changes; consummate acquisitions; make investments; pay dividends, other distributions or repurchase equity interest of the Company or its subsidiaries; change the nature of their business; prepay or amend certain indebtedness; engage in certain transactions with affiliates; amend their organizational documents; or enter into certain restrictive agreements. In accordance with the Term A Credit Agreement, the Company is permitted to pay dividends related to its equity securities payable solely in shares of equity securities. In addition, the Term A Credit Agreement contains financial covenants which require the Company to maintain (i) at all times, a Total Leverage Ratio in an amount not to exceed 3.25 to 1.00 through the Company’s fiscal quarter ending September 30, 2016, and thereafter, in an amount not to exceed 3.00 to 1.00; and (ii) a Fixed Charge Coverage Ratio (as defined in the Term A Credit Agreement), as of the last day of each fiscal quarter, in an amount not less than 1.25 to 1.00. The Term A Credit Agreement contains customary events of default, including with respect to: nonpayment of principal, interest, fees or other amounts; failure to perform or observe covenants; material inaccuracy of a representation or warranty when made; cross-default to other material indebtedness; bankruptcy, insolvency and dissolution events; inability to pay debts; monetary judgment defaults; actual or asserted invalidity or impairment of any definitive loan documentation, repudiation of guaranties or subordination terms; certain ERISA related events; or a change of control. The obligations of the Company’s subsidiary that is the borrower under the Term A Credit Agreement are guaranteed by the Company and each other United States domestic subsidiary of the Company. The Term A Credit Agreement and any interest rate protection and other hedging arrangements provided by any lender party to the Credit Facility or any affiliate of such a lender are secured on a first priority basis by a perfected security interest in substantially all of the borrower’s, the Company’s and each guarantor’s assets (subject to certain exceptions). As of June 30, 2015 , the Company paid $16.0 million in aggregate principal amount of its $175.0 million Term Loan Credit Agreement, which was $7.3 million above the required principal payments. The $7.3 million early pay down of the term loan resulted in a loss on extinguishment of debt of $0.1 million for the three and six months ended June 30, 2015. Foreign Credit Agreement In the third quarter of 2014, in conjunction with its Chinese operations, UNIS Document Solutions Co. Ltd. (“UDS”), the Company’s Chinese business venture with Beijing-based Unisplendour, entered into a revolving credit facility with a term of 12 months . The facility provides for a maximum credit amount of 20.0 million Chinese Yuan Renminbi, which translates to U.S. $3.3 million as of June 30, 2015 . Draws on the facility are limited to 30 day periods and incur a fee of 0.05% of the amount drawn and no additional interest is charged. Other Notes Payable Includes notes payable collateralized by equipment previously purchased. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases. The Company has entered into various non-cancelable operating leases primarily related to facilities, equipment and vehicles used in the ordinary course of business. Legal Proceedings. On October 21, 2010, a former employee, individually and on behalf of a purported class consisting of all non-exempt employees who work or worked for American Reprographics Company, L.L.C. and American Reprographics Company in the State of California at any time from October 21, 2006 through the present, filed an action against the Company in the Superior Court of California for the County of Orange. The complaint alleges, among other things, that the Company violated the California Labor Code by failing to (i) provide meal and rest periods, or compensation in lieu thereof, (ii) timely pay wages due at termination, and (iii) that those practices also violate the California Business and Professions Code. The relief sought includes damages, restitution, penalties, interest, costs, and attorneys’ fees and such other relief as the court deems proper. On March 15, 2013, the Company participated in a private mediation session with claimants’ counsel which did not result in resolution of the claim. Subsequent to the mediation session, the mediator issued a proposal that was accepted by both parties. The Company has received preliminary court approval of the settlement, and awaits final court approval. The Company has a liability of $0.9 million as of June 30, 2015 related to the claim, which represents management's best estimate based on information available. On February 1, 2013, ARC filed a civil complaint against a competitor and a former employee in the Superior Court of California for Orange County, which alleged, among other claims, the misappropriation of ARC trade secrets; namely, proprietary customer lists that were used to communicate with ARC customers in an attempt to unfairly acquire their business. In prior litigation with the competitor based on related facts, in 2007 the competitor entered into a settlement agreement and stipulated judgment, which included an injunction. ARC instituted this suit to stop the defendant from using similar unfair business practices against it in the Southern California market. The case proceeded to trial in May 2014, and a jury verdict was entered for the defendants. In the first quarter of 2015, the Company settled with the defendants and paid $ 1.0 million , which had been accrued as of December 31, 2014. In addition to the matters described above, the Company is involved in various additional legal proceedings and other legal matters from time to time in the normal course of business. The Company does not believe that the outcome of any of these matters will have a material effect on its consolidated financial position, results of operations or cash flows. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation At the Company's annual meeting of stockholders held on May 1, 2014, the Company's stockholders approved the Company's 2014 Stock Plan (the “2014 Stock Plan”) as previously adopted by the Company's board of directors. The 2014 Stock Plan replaces the American Reprographics Company 2005 Stock Plan (the "2005 Plan"). The 2014 Stock Plan provides for the grant of incentive and non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, stock bonuses and other forms of awards granted or denominated in the Company's common stock or units of the Company's common stock, as well as cash bonus awards to employees, directors and consultants of the Company. The 2014 Stock Plan authorizes the Company to issue up to 3.5 million shares of common stock. As of June 30, 2015 , 2.2 million shares remain available for issuance under the Stock Plan. Stock options granted under the 2014 Stock Plan generally expire no later than ten years from the date of grant. Options generally vest and become fully exercisable over a period of three to four years from date of award, except that options granted to non-employee directors may vest over a shorter time period. The exercise price of options must be equal to at least 100% of the fair market value of the Company’s common stock on the date of grant. The Company allows for cashless exercises of vested outstanding options. During the six months ended June 30, 2015 , the Company granted options to acquire a total of 526 thousand shares of the Company's common stock to certain key employees with an exercise price equal to the fair market value of the Company’s common stock on the date of grant. During the six months ended June 30, 2015 , the Company granted 116 thousand shares of restricted stock to certain key employees at a price per share equal to the closing price of the Company's common stock on the date the restricted stock was granted. The granted stock options and restricted stock vest annually over three to four years from the grant date. In addition, the Company granted 7 thousand shares of restricted stock to each of the Company's six non-employee members of its board of directors at a price per share equal to the closing price of the Company's common stock on the date the restricted stock was granted. The restricted stock vests on the one-year anniversary of the grant date. The impact of stock-based compensation before income taxes on the interim Condensed Consolidated Statements of Operations was $0.9 million for each of the three months ended June 30, 2015 and 2014 . The impact of stock-based compensation before income taxes on the interim Condensed Consolidated Statements of Operations was $2.0 million and $1.7 million for the six months ended June 30, 2015 and 2014 , respectively. As of June 30, 2015 , total unrecognized compensation cost related to unvested stock-based payments totaled $5.4 million and is expected to be recognized over a weighted-average period of 2.4 years. |
Derivatives and Hedging Transac
Derivatives and Hedging Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Transactions | Derivatives and Hedging Transactions The Company uses derivative financial instruments to hedge its exposure to interest rate volatility related to its Term A Loan Facility. The Company does not use derivative financial instruments for speculative or trading purposes. Such derivatives are designated as cash flow hedges and accounted for under ASC 815, Derivatives and Hedging . Derivative instruments are recorded at fair value as either assets or liabilities in the interim condensed consolidated balance sheets. Changes in fair value of cash flow hedges that are designated as effective hedging instruments are deferred in equity as a component of accumulated other comprehensive loss ("AOCL"). Any ineffectiveness in such cash flow hedges is immediately recognized in earnings. Changes in the fair value of hedges that are not designated as effective hedging instruments are immediately recognized in earnings. Cash flows from the Company’s derivative instruments are classified in the condensed consolidated statements of cash flows in the same category as the items being hedged. In January 2015, the Company entered into three interest rate cap contracts to hedge against its exposure to interest rate volatility: (1) $80.0 million notional interest rate cap effective in 2015, (2) $65.0 million notional forward interest rate cap effective in 2016, and (3) $50.0 million notional forward interest rate cap effective in 2017. Over the next twelve months, the Company expects to reclassify $98 thousand from AOCL to interest expense. The following table summarizes the fair value and classification on the Condensed Consolidated Balance Sheets of the Company's derivatives as of June 30, 2015 : Fair Value Balance Sheet Classification June 30, 2015 Derivative designated as hedging instrument under ASC 815 Interest rate cap contracts - current portion Other current assets $ 3 Interest rate cap contracts - long-term portion Other assets 434 Total derivatives designated as hedging instruments $ 437 As of and for the year ended December 31, 2014 the Company was not party to any derivative or hedging transactions. The following table summarizes the loss recognized in AOCL of derivatives, designated and qualifying as cash flow hedges for the six months ended June 30, 2015 : Amount of Loss Recognized in AOCL on Derivative Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Derivative in ASC 815 Cash Flow Hedging Relationship Interest rate cap contracts $ (83 ) $ (194 ) The following table summarizes the effect of the interest rate cap on the Condensed Consolidated Statements of Income for the three and six months ended June 30, 2015 : Amount of Gain or (Loss) Reclassified from AOCL into Income Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Effective Portion Ineffective Portion Effective Portion Ineffective Portion Location of Loss Reclassified from AOCL into Income Interest expense $ — $ — $ 1 $ — |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements In accordance with ASC 820, Fair Value Measurement , the Company has categorized its assets and liabilities that are measured at fair value into a three-level fair value hierarchy as set forth below. If the inputs used to measure fair value fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement. The three levels of the hierarchy are defined as follows: Level 1-inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2-inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3-inputs to the valuation methodology are unobservable and significant to the fair value measurement. The following table summarizes the bases used to measure certain assets and liabilities at fair value on a recurring basis in the condensed consolidated financial statements as of and for the six months ended June 30, 2015 and as of and for the year ended December 31 2014 : June 30, 2015 December 31, 2014 Level 2 Level 3 Total Losses Level 2 Level 3 Total Losses Recurring Fair Value Measure Interest rate cap contracts $ 437 $ — $ — $ — $ — $ — Contingent purchase price consideration $ — $ 1,479 $ — $ — $ 1,768 $ — The Company determines the fair value of its interest rate cap contracts based on observable interest rate yield curves and represent the expected discounted cash flows underlying the financial instruments. The Company recognizes liabilities for future earnout obligations on business acquisitions, or contingent purchase price consideration for acquired businesses, at their fair value based on discounted projected payments on such obligations. The inputs to the valuation, which are level 3 inputs within the fair value hierarchy, are projected sales to be provided by the acquired businesses based on historical sales trends for which earnout amounts are contractually based. Based on the Company's assessment as of June 30, 2015 , the estimated contractually required earnout amounts would be achieved. The following table presents the change in the Level 3 contingent purchase price consideration liability for the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Beginning balance $ 1,579 $ — $ 1,768 $ — Additions related to acquisitions — 1,266 — 1,266 Payments (116 ) (342 ) (142 ) (342 ) Adjustments included in earnings (30 ) — (30 ) — Foreign currency translation adjustments 46 — (117 ) — Ending balance $ 1,479 $ 924 $ 1,479 $ 924 Fair Values of Financial Instruments. The following methods and assumptions were used by the Company in estimating the fair value of its financial instruments for disclosure purposes: Cash equivalents: Cash equivalents are time deposits with maturity of three months or less when purchased, which are highly liquid and readily convertible to cash. Cash equivalents reported in the Company’s Condensed Consolidated Balance Sheets were $6.7 million and $9.2 million as of June 30, 2015 and December 31, 2014 , respectively, and are carried at cost and approximate fair value due to the relatively short period to maturity of these instruments. Short and long-term debt: The carrying amount of the Company’s capital leases reported in the Condensed Consolidated Balance Sheets approximates fair value based on the Company’s current incremental borrowing rate for similar types of borrowing arrangements. The carrying amount reported in the Company’s Condensed Consolidated Balance Sheet as of June 30, 2015 for borrowings under its Term Loan Credit Agreement is $159.0 million . The Company has determined, utilizing observable market quotes, that the fair value of borrowings under its Term Loan Credit Agreement is $159.0 million as of June 30, 2015 . |
Description of Business and B18
Description of Business and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Goodwill | Goodwill In connection with acquisitions, the Company applies the provisions of ASC 805, Business Combinations , using the acquisition method of accounting. The excess purchase price over the assessed fair value of net tangible assets and identifiable intangible assets acquired is recorded as goodwill. In accordance with ASC 350, Intangibles—Goodwill and Other , the Company assesses goodwill for impairment annually as of September 30, and more frequently if events and circumstances indicate that goodwill might be impaired. At September 30, 2014, the Company performed its assessment and determined that goodwill was not impaired. Goodwill impairment testing is performed at the reporting unit level. Goodwill is assigned to reporting units at the date the goodwill is initially recorded. Once goodwill has been assigned to reporting units, it no longer retains its association with a particular acquisition, and all of the activities within a reporting unit, whether acquired or internally generated, are available to support the value of the goodwill. Goodwill impairment testing is a two-step process. Step one involves comparing the fair value of the reporting units to its carrying amount. If the carrying amount of a reporting unit is greater than zero and its fair value is greater than its carrying amount, there is no impairment. If the reporting unit’s carrying amount is greater than the fair value, the second step must be completed to measure the amount of impairment, if any. Step two involves calculating the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in step one. The implied fair value of goodwill determined in this step is compared to the carrying value of goodwill. If the implied fair value of goodwill is less than the carrying value of goodwill, an impairment loss is recognized equal to the difference. The Company determines the fair value of its reporting units using an income approach. Under the income approach, the Company determined fair value based on estimated discounted future cash flows of each reporting unit. The cash flows are discounted by an estimated weighted-average cost of capital, which is intended to reflect the overall level of inherent risk of a reporting unit. Determining the fair value of a reporting unit is judgmental in nature and requires the use of significant estimates and assumptions, including revenue growth rates and EBITDA margins, discount rates and future market conditions, among others. The Company considered market information in assessing the reasonableness of the fair value under the income approach outlined above. Given the current economic environment, the changing document and printing needs of the Company’s customers, and the uncertainties regarding the related impact on the Company’s business, there can be no assurance that the estimates and assumptions made for purposes of the Company’s goodwill impairment testing in 2014 will prove to be accurate predictions of the future. If the Company’s assumptions, including forecasted EBITDA of certain reporting units, are not achieved, the Company may be required to record additional goodwill impairment charges in future periods, whether in connection with the Company’s next annual impairment testing in the third quarter of 2015, or on an interim basis, if any such change constitutes a triggering event (as defined under ASC 350, Intangibles—Goodwill and Other ) outside of the quarter when the Company regularly performs its annual goodwill impairment test. It is not possible at this time to determine if any such future impairment charge would result or, if it does, whether such charge would be material. |
Business Combinations | Goodwill In connection with acquisitions, the Company applies the provisions of ASC 805, Business Combinations , using the acquisition method of accounting. The excess purchase price over the assessed fair value of net tangible assets and identifiable intangible assets acquired is recorded as goodwill. In accordance with ASC 350, Intangibles—Goodwill and Other , the Company assesses goodwill for impairment annually as of September 30, and more frequently if events and circumstances indicate that goodwill might be impaired. At September 30, 2014, the Company performed its assessment and determined that goodwill was not impaired. Goodwill impairment testing is performed at the reporting unit level. Goodwill is assigned to reporting units at the date the goodwill is initially recorded. Once goodwill has been assigned to reporting units, it no longer retains its association with a particular acquisition, and all of the activities within a reporting unit, whether acquired or internally generated, are available to support the value of the goodwill. Goodwill impairment testing is a two-step process. Step one involves comparing the fair value of the reporting units to its carrying amount. If the carrying amount of a reporting unit is greater than zero and its fair value is greater than its carrying amount, there is no impairment. If the reporting unit’s carrying amount is greater than the fair value, the second step must be completed to measure the amount of impairment, if any. Step two involves calculating the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in step one. The implied fair value of goodwill determined in this step is compared to the carrying value of goodwill. If the implied fair value of goodwill is less than the carrying value of goodwill, an impairment loss is recognized equal to the difference. The Company determines the fair value of its reporting units using an income approach. Under the income approach, the Company determined fair value based on estimated discounted future cash flows of each reporting unit. The cash flows are discounted by an estimated weighted-average cost of capital, which is intended to reflect the overall level of inherent risk of a reporting unit. Determining the fair value of a reporting unit is judgmental in nature and requires the use of significant estimates and assumptions, including revenue growth rates and EBITDA margins, discount rates and future market conditions, among others. The Company considered market information in assessing the reasonableness of the fair value under the income approach outlined above. Given the current economic environment, the changing document and printing needs of the Company’s customers, and the uncertainties regarding the related impact on the Company’s business, there can be no assurance that the estimates and assumptions made for purposes of the Company’s goodwill impairment testing in 2014 will prove to be accurate predictions of the future. If the Company’s assumptions, including forecasted EBITDA of certain reporting units, are not achieved, the Company may be required to record additional goodwill impairment charges in future periods, whether in connection with the Company’s next annual impairment testing in the third quarter of 2015, or on an interim basis, if any such change constitutes a triggering event (as defined under ASC 350, Intangibles—Goodwill and Other ) outside of the quarter when the Company regularly performs its annual goodwill impairment test. It is not possible at this time to determine if any such future impairment charge would result or, if it does, whether such charge would be material. |
Income Tax | In accordance with ASC 740-10, Income Taxes , the Company evaluates its deferred tax assets to determine if a valuation allowance is required based on the consideration of all available evidence using a “more likely than not” standard, with significant weight being given to evidence that can be objectively verified. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability; the length of statutory carryover periods for operating losses and tax credit carryovers; and available tax planning alternatives. |
Earnings Per Share | Earnings per Share The Company accounts for earnings per share in accordance with ASC 260, Earnings Per Share. Basic earnings per share is computed by dividing net income attributable to ARC by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share is computed similarly to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if common shares subject to outstanding options and acquisition rights had been issued and if the additional common shares were dilutive. Common share equivalents are excluded from the computation if their effect is anti-dilutive. For the three and six months ended June 30, 2015 , stock options for 1.6 million and 0.5 million common shares, respectively, were excluded from the calculation of diluted net income attributable to ARC per common share because they were anti-dilutive. For the three and six months ended June 30, 2014 , stock options for 2.3 million and 1.7 million common shares, respectively, were excluded from the calculation of diluted net income attributable to ARC per common share because they were anti-dilutive. |
Basis of Presentation | Basis of Presentation The accompanying interim Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conformity with the requirements of the SEC. As permitted under those rules, certain footnotes or other financial information required by GAAP for complete financial statements have been condensed or omitted. In management’s opinion, the accompanying interim Condensed Consolidated Financial Statements presented reflect all adjustments of a normal and recurring nature that are necessary to fairly present the interim Condensed Consolidated Financial Statements. All material intercompany accounts and transactions have been eliminated in consolidation. The operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 . The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the interim Condensed Consolidated Financial Statements and accompanying notes. The Company evaluates its estimates and assumptions on an ongoing basis and relies on historical experience and various other factors that it believes to be reasonable under the circumstances to determine such estimates. Actual results could differ from those estimates, and such differences may be material to the interim Condensed Consolidated Financial Statements. These interim Condensed Consolidated Financial Statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes included in the Company’s 2014 Form 10-K. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement. The new guidance amends Accounting Standards Codification ("ASC") 350-40, Intangibles - Goodwill and Other, Internal-Use Software , to provide guidance on determining whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software. ASU 2015-05 is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption of ASU 2015-05 on its condensed consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs , which changes the presentation of deferred financing fees in an entity's financial statements. Under the ASU, deferred financing fees are to be presented in the balance sheet as a direct deduction from the related debt liability rather than as an asset. ASU 2015-03 is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted. The Company expects to adopt ASU 2015-03 for the quarterly report on Form 10-Q for the three months ended March 31, 2016. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which supersedes the existing revenue recognition requirements in “Revenue Recognition (Topic 605).” The new guidance requires entities to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently in the process of evaluating the impact of the adoption of ASU 2014-09 on its condensed consolidated financial statements. In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity . The new guidance raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. It was effective for annual periods beginning on or after December 15, 2014. The adoption of ASU 2014-08 had no impact to the Company's condensed consolidated financial statements. |
Segment Reporting | Segment Reporting The provisions of ASC 280, Disclosures about Segments of an Enterprise and Related Information , require public companies to report financial and descriptive information about their reportable operating segments. The Company identifies operating segments based on the various business activities that earn revenue and incur expense and whose operating results are reviewed by the Company's Chief Executive Officer, who is the Company's chief operating decision maker. Because its operating segments have similar products and services, classes of customers, production processes, distribution methods and economic characteristics, the Company operates as a single reportable segment. |
Risk and Uncertainties | Risk and Uncertainties The Company generates the majority of its revenue from sales of services and products to customers in the AEC industry. As a result, the Company’s operating results and financial condition can be significantly affected by economic factors that influence the AEC industry, such as non-residential construction spending, GDP growth, interest rates, unemployment rates, and office vacancy rates. Reduced activity (relative to historic levels) in the AEC industry would diminish demand for some of ARC’s services and products, and would therefore negatively affect revenues and have a material adverse effect on its business, operating results and financial condition. As part of the Company’s growth strategy, ARC intends to continue to offer and grow a variety of service offerings that are relatively new to the Company. The success of the Company’s efforts will be affected by its ability to acquire new customers for the Company’s new service offerings, as well as to sell the new service offerings to existing customers. The Company’s inability to successfully market and execute these relatively new service offerings could significantly affect its business and reduce its long term revenue, resulting in an adverse effect on its results of operations and financial condition. |
Long-Lived Assets | Long-lived Assets The Company periodically assesses potential impairments of its long-lived assets in accordance with the provisions of ASC 360, Accounting for the Impairment or Disposal of Long-lived Assets . An impairment review is performed whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. The Company groups its assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. The Company has determined that the lowest level for which identifiable cash flows are available is the regional level, which is the operating segment level. Factors considered by the Company include, but are not limited to, significant underperformance relative to historical or projected operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. When the carrying value of a long-lived asset may not be recoverable based upon the existence of one or more of the above indicators of impairment, the Company estimates the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the sum of the expected future undiscounted cash flows and eventual disposition is less than the carrying amount of the asset, the Company recognizes an impairment loss. An impairment loss is reflected as the amount by which the carrying amount of the asset exceeds the fair value of the asset, based on the fair value if available, or discounted cash flows, if fair value is not available. |
Description of Business and B19
Description of Business and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Net Sales of Principal Services and Products | Net sales of the Company’s principal services and products were as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 Service Sales CDIM $ 58,835 $ 57,542 $ 113,477 $ 110,882 MPS 37,134 35,743 73,011 68,752 AIM 3,367 2,913 6,173 5,495 Total service sales 99,336 96,198 192,661 185,129 Equipment and supplies sales 14,053 12,784 25,047 24,226 Total net sales $ 113,389 $ 108,982 $ 217,708 $ 209,355 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Share | Basic and diluted weighted average common shares outstanding were calculated as follows for the three and six months ended June 30, 2015 and 2014 : Three Months Ended Six Months Ended 2015 2014 2015 2014 Weighted average common shares outstanding during the period—basic 46,611 46,254 46,528 46,122 Effect of dilutive stock options 947 580 1,106 637 Weighted average common shares outstanding during the period—diluted 47,558 46,834 47,634 46,759 |
Restructuring Expenses (Tables)
Restructuring Expenses (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Expenses | The following table summarizes restructuring expenses incurred in the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Employee termination costs $ — $ — $ — $ — Estimated lease termination and obligation costs 11 165 85 532 Other restructuring expenses — 106 — 222 Total restructuring expenses $ 11 $ 271 $ 85 $ 754 |
Summary of Restructuring Liability | The changes in the restructuring liability from December 31, 2014 through June 30, 2015 are summarized as follows: Six Months Ended June 30, 2015 Balance, December 31, 2014 $ 113 Restructuring expenses 85 Payments (141 ) Balance, June 30, 2015 $ 57 |
Goodwill and Other Intangible22
Goodwill and Other Intangibles Resulting from Business Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets Resulting from Business Acquisitions | The following table sets forth the Company’s other intangible assets resulting from business acquisitions as of June 30, 2015 and December 31, 2014 which continue to be amortized: June 30, 2015 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable other intangible assets Customer relationships $ 99,443 $ 79,109 $ 20,334 $ 99,606 $ 76,298 $ 23,308 Trade names and trademarks 20,375 19,858 517 20,370 19,837 533 $ 119,818 $ 98,967 $ 20,851 $ 119,976 $ 96,135 $ 23,841 |
Estimated Future Amortization Expense of Amortizable Intangible Assets | Based on current information, estimated future amortization expense of amortizable intangible assets for the remainder of the 2015 fiscal year, each of the subsequent four fiscal years and thereafter are as follows: 2015 (excluding the six months ended June 30, 2015) $ 2,724 2016 4,832 2017 4,271 2018 3,857 2019 3,138 Thereafter 2,029 $ 20,851 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consists of the following: June 30, 2015 December 31, 2014 Term A loan facility maturing 2019; 2.79% and 2.74% interest rate at June 30, 2015 and December 31, 2014 $ 159,000 $ 173,000 Various capital leases; weighted average interest rate of 6.0% and 6.8% at June 30, 2015 and December 31, 2014; principal and interest payable monthly through June 2020 29,679 28,789 Borrowings from foreign revolving credit facilities; 0.6% interest rate at June 30, 2015 and December 31, 2014 155 1,897 Various other notes payable with a weighted average interest rate of 8.2% and 6.5% at June 30, 2015 and December 31, 2014; principal and interest payable monthly through November 2019 196 199 189,030 203,885 Less current portion (21,322 ) (27,969 ) $ 167,708 $ 175,916 |
Derivatives and Hedging Trans24
Derivatives and Hedging Transactions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The following table summarizes the fair value and classification on the Condensed Consolidated Balance Sheets of the Company's derivatives as of June 30, 2015 : Fair Value Balance Sheet Classification June 30, 2015 Derivative designated as hedging instrument under ASC 815 Interest rate cap contracts - current portion Other current assets $ 3 Interest rate cap contracts - long-term portion Other assets 434 Total derivatives designated as hedging instruments $ 437 |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The following table summarizes the loss recognized in AOCL of derivatives, designated and qualifying as cash flow hedges for the six months ended June 30, 2015 : Amount of Loss Recognized in AOCL on Derivative Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Derivative in ASC 815 Cash Flow Hedging Relationship Interest rate cap contracts $ (83 ) $ (194 ) |
Derivative Instruments, Gain (Loss) | The following table summarizes the effect of the interest rate cap on the Condensed Consolidated Statements of Income for the three and six months ended June 30, 2015 : Amount of Gain or (Loss) Reclassified from AOCL into Income Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Effective Portion Ineffective Portion Effective Portion Ineffective Portion Location of Loss Reclassified from AOCL into Income Interest expense $ — $ — $ 1 $ — |
Fair Value Measurements Tables
Fair Value Measurements Tables (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis | The following table summarizes the bases used to measure certain assets and liabilities at fair value on a recurring basis in the condensed consolidated financial statements as of and for the six months ended June 30, 2015 and as of and for the year ended December 31 2014 : June 30, 2015 December 31, 2014 Level 2 Level 3 Total Losses Level 2 Level 3 Total Losses Recurring Fair Value Measure Interest rate cap contracts $ 437 $ — $ — $ — $ — $ — Contingent purchase price consideration $ — $ 1,479 $ — $ — $ 1,768 $ — |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents the change in the Level 3 contingent purchase price consideration liability for the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Beginning balance $ 1,579 $ — $ 1,768 $ — Additions related to acquisitions — 1,266 — 1,266 Payments (116 ) (342 ) (142 ) (342 ) Adjustments included in earnings (30 ) — (30 ) — Foreign currency translation adjustments 46 — (117 ) — Ending balance $ 1,479 $ 924 $ 1,479 $ 924 The following table presents the change in the Level 3 contingent purchase price consideration liability for the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Beginning balance $ 1,579 $ — $ 1,768 $ — Additions related to acquisitions — 1,266 — 1,266 Payments (116 ) (342 ) (142 ) (342 ) Adjustments included in earnings (30 ) — (30 ) — Foreign currency translation adjustments 46 — (117 ) — Ending balance $ 1,479 $ 924 $ 1,479 $ 924 |
Description of Business and B26
Description of Business and Basis of Presentation - Net Sales of Principal Services and Products (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Service Sales | ||||
Service sales | $ 99,336 | $ 96,198 | $ 192,661 | $ 185,129 |
Equipment and supplies sales | 14,053 | 12,784 | 25,047 | 24,226 |
Total net sales | 113,389 | 108,982 | 217,708 | 209,355 |
CDIM [Member] | ||||
Service Sales | ||||
Service sales | 58,835 | 57,542 | 113,477 | 110,882 |
MPS [Member] | ||||
Service Sales | ||||
Service sales | 37,134 | 35,743 | 73,011 | 68,752 |
AIM [Member] | ||||
Service Sales | ||||
Service sales | $ 3,367 | $ 2,913 | $ 6,173 | $ 5,495 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Common stock options excluded for anti-dilutive | 1.6 | 2.3 | 0.5 | 1.7 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Diluted Earnings Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Weighted average common shares outstanding during the period—basic | 46,611 | 46,254 | 46,528 | 46,122 |
Effect of dilutive stock options | 947 | 580 | 1,106 | 637 |
Weighted average common shares outstanding during the period—diluted | 47,558 | 46,834 | 47,634 | 46,759 |
Restructuring Expenses - Additi
Restructuring Expenses - Additional Information (Detail) $ in Millions | 15 Months Ended | |
Dec. 31, 2013LocationHead_Count | Jun. 30, 2015USD ($) | |
Restructuring and Related Activities [Abstract] | ||
Company's service centers closed | 56 | |
Percentage of service locations closed | 25.00% | |
Headcount reduction of full-time employees | Head_Count | 300 | |
Percentage of headcount reduction in full-time employees | 10.00% | |
Restructuring expense incurred to date | $ | $ 6.7 |
Restructuring Expenses - Summar
Restructuring Expenses - Summary of Restructuring Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 11 | $ 271 | $ 85 | $ 754 |
Employee Termination Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 0 | 0 | 0 | 0 |
Estimated Lease Termination and Obligation Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 11 | 165 | 85 | 532 |
Other Restructuring Expenses [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 0 | $ 106 | $ 0 | $ 222 |
Restructuring Expenses - Summ31
Restructuring Expenses - Summary of Restructuring Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Reserve [Roll Forward] | ||||
Balance, December 31, 2014 | $ 113 | |||
Restructuring expenses | $ 11 | $ 271 | 85 | $ 754 |
Payments | (141) | |||
Balance, June 30, 2015 | $ 57 | $ 57 |
Goodwill and Other Intangible32
Goodwill and Other Intangibles Resulting from Business Acquisitions - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated period for amortization | 13 years |
Goodwill and Other Intangible33
Goodwill and Other Intangibles Resulting from Business Acquisitions - Other Intangible Assets Resulting from Business Acquisitions (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 119,818 | $ 119,976 |
Accumulated Amortization | 98,967 | 96,135 |
Net Carrying Amount | 20,851 | 23,841 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 99,443 | 99,606 |
Accumulated Amortization | 79,109 | 76,298 |
Net Carrying Amount | 20,334 | 23,308 |
Trade Names and Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 20,375 | 20,370 |
Accumulated Amortization | 19,858 | 19,837 |
Net Carrying Amount | $ 517 | $ 533 |
Goodwill and Other Intangible34
Goodwill and Other Intangibles Resulting from Business Acquisitions - Estimated Future Amortization Expense of Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2015 (excluding the six months ended June 30, 2015) | $ 2,724 | |
2,016 | 4,832 | |
2,017 | 4,271 | |
2,018 | 3,857 | |
2,019 | 3,138 | |
Thereafter | 2,029 | |
Net Carrying Amount | $ 20,851 | $ 23,841 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision | $ 811 | $ 607 | $ 1,572 | $ 1,271 |
Pretax gain amount | 10,268 | $ 5,229 | 15,440 | $ 7,189 |
Valuation allowance | 77,200 | 77,200 | ||
Net deferred tax asset | 1,200 | 1,200 | ||
Income tax receivables | $ 0 | $ 0 |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | $ 189,030 | $ 203,885 |
Current portion of long-term debt and capital leases | (21,322) | (27,969) |
Long-term debt and capital leases | 167,708 | 175,916 |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Capital Lease Obligations | $ 29,679 | $ 28,789 |
Long-term Debt, Weighted Average Interest Rate | 6.00% | 6.80% |
Foreign Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 155 | $ 1,897 |
Line of Credit Facility, Interest Rate at Period End | 0.60% | 0.60% |
Notes Payable, Other Payables [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 196 | $ 199 |
Long-term Debt, Weighted Average Interest Rate | 8.20% | 6.50% |
Term A Loan Facility [Member] | Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 159,000 | $ 173,000 |
Debt Instrument, Interest Rate, Effective Percentage | 2.79% | 2.74% |
Long-Term Debt Narrative (Detai
Long-Term Debt Narrative (Details) $ in Thousands, ¥ in Millions | Nov. 20, 2014USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2014CNY (¥) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ (97) | $ 0 | $ (97) | $ 0 | |||
Debt Instrument, Term | 12 months | ||||||
Fee Incurred On Foreign Credit Facility | 0.05% | ||||||
Term Of Draws On Foreign Credit Facility | 30 days | ||||||
Early extinguishment of long-term debt | $ (7,500) | $ (7,250) | $ (7,500) | ||||
Line of Credit [Member] | Term A Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | 0 | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175,000 | ||||||
Repayments of Lines of Credit | 16,000 | ||||||
Early extinguishment of long-term debt | $ (7,250) | ||||||
Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | 30,000 | $ 30,000 | |||||
Long-term Line of Credit | 28,100 | ||||||
Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Agreement Terms, Amount That Can be Requested as Incremental Commitments | $ 75,000 | ||||||
Debt Instrument, Covenant Terms, Fixed Charged Coverage Ratio | 1.25 | ||||||
Debt Instrument, Covenant Term, Total Leverage Ratio | 3 | ||||||
Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||
Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | Federal Funds Effective Swap Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||
Revolving Credit Facility [Member] | Letter of Credit [Member] | Term A Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | 1,900 | $ 1,900 | |||||
Foreign Line of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Amount Outstanding During Period | $ 3,300 | ¥ 20 | |||||
Minimum [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||||
Minimum [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | Prime Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||
Maximum [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||
Maximum [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | Prime Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||||
Fiscal Quarter, Through September 30, 2016 [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term A Loan Facility Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Covenant Term, Total Leverage Ratio | 3.25 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - Jun. 30, 2015 - USD ($) $ in Millions | Total |
Commitments and Contingencies Disclosure [Abstract] | |
Loss on accrued liability | $ 0.9 |
Payments for Legal Settlements | $ 1 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Authorization to issue number of common stock | 3,500,000 | 3,500,000 | ||
Shares available for issuance | 2,200,000 | 2,200,000 | ||
Stock option expiration period | 10 years | |||
Exercise price of options, percentage of fair market value of Company's common stock | 100.00% | |||
Stock options granted to acquire common stock | 526,000 | |||
Impact of stock-based compensation before income taxes | $ 0.9 | $ 0.9 | $ 2 | $ 1.7 |
Total unrecognized compensation cost related to unvested stock-based payments | $ 5.4 | $ 5.4 | ||
Expected weighted-average period to recognize compensation cost | 2 years 4 months 24 days | |||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Board of Directors [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, grants in period | 7,000 | |||
Chief Executive Officer [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, grants in period | 116,000 |
Derivatives and Hedging Trans40
Derivatives and Hedging Transactions Textuals (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015USD ($)contract | Jan. 31, 2015USD ($) | |
Derivative [Line Items] | ||
Derivative, Number of Instruments Held | contract | 3 | |
Derivative instruments, gain (loss) reclassification from Accumulated OCI to Income, estimate of time to transfer | 12 months | |
Interest Rate Cap [Member] | Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 80,000 | |
Interest Rate Cap 2 [Member] | Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Derivative, notional amount | 65,000 | |
Interest Rate Cap 3 [Member] | Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 50,000 | |
Interest Expense [Member] | ||
Derivative [Line Items] | ||
Derivative instruments, gain (loss) reclassification from Accumulated OCI to Income, estimated net amount to be transferred | $ 98 |
Derivatives and Hedging Trans41
Derivatives and Hedging Transactions (Balance Sheet Classification) (Detail) - Interest Rate Cap [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value | $ 0 | $ 0 |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value | 437 | |
Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value | 3 | |
Designated as Hedging Instrument [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value | $ 434 |
Derivatives and Hedging Trans42
Derivatives and Hedging Transactions (Cash Flow Hedging Relationship) (Detail) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | Total |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Fair value adjustment of derivatives, net of tax | $ (83) | $ (194) |
Derivatives and Hedging Trans43
Derivatives and Hedging Transactions (Location of Loss Reclassified from AOCL into Income) (Detail) - Jun. 30, 2015 - Designated as Hedging Instrument [Member] - Interest Expense [Member] - USD ($) $ in Thousands | Total | Total |
Derivative [Line Items] | ||
Fair value adjustment of derivatives, net of tax | $ 0 | $ 1 |
Derivative instruments, gain recognized in Income, ineffective portion and amount excluded from effectiveness testing | $ 0 | $ 0 |
Fair Value Measurements - (Deta
Fair Value Measurements - (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Contingent Consideration [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Business Combination, Contingent Consideration, Liability | $ 0 | $ 0 | ||||
Contingent Consideration [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Business Combination, Contingent Consideration, Liability | 0 | 0 | ||||
Contingent Consideration [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Business Combination, Contingent Consideration, Liability | 1,479 | $ 1,579 | 1,768 | $ 924 | $ 0 | $ 0 |
Interest Rate Cap [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Derivative Asset, Fair Value | 0 | 0 | ||||
Interest Rate Cap [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Derivative Asset, Fair Value | 437 | 0 | ||||
Interest Rate Cap [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Derivative Asset, Fair Value | 0 | $ 0 | ||||
Interest Rate Cap [Member] | Designated as Hedging Instrument [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Derivative Asset, Fair Value | $ 437 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements - Liabilities (Detail) - Contingent Consideration [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, December 31, 2014 | $ 0 | |||
Balance, June 30, 2015 | $ 0 | 0 | ||
Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance, December 31, 2014 | 1,579 | $ 0 | 1,768 | $ 0 |
Additions related to acquisitions | 0 | 1,266 | 0 | 1,266 |
Payments | (116) | (342) | (142) | (342) |
Adjustments included in earnings | (30) | 0 | (30) | 0 |
Foreign currency translation adjustments | 46 | 0 | (117) | 0 |
Balance, June 30, 2015 | $ 1,479 | $ 924 | $ 1,479 | $ 924 |
Fair Value Measurements Fair 46
Fair Value Measurements Fair Value Measurements - Textuals (Detail) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value Disclosures [Abstract] | ||
Cash and Cash Equivalents, Fair Value Disclosure | $ 6.7 | $ 9.2 |
Notes Payable, Fair Value Disclosure | $ 159 |