Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 24, 2014 | Jun. 28, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Registrant Name | 'WebMD Health Corp. | ' | ' |
Entity Central Index Key | '0001326583 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 40,718,375 | ' |
Entity Public Float | ' | ' | $1,034,260,000 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $824,880 | $991,835 |
Accounts receivable, net of allowance for doubtful accounts of $793 at December 31, 2013 and $1,304 at December 31, 2012 | 124,232 | 106,622 |
Prepaid expenses and other current assets | 13,243 | 13,882 |
Deferred tax assets | 13,620 | 10,328 |
Total current assets | 975,975 | 1,122,667 |
Property and equipment, net | 64,884 | 66,604 |
Goodwill | 202,980 | 202,104 |
Intangible assets, net | 13,834 | 16,105 |
Deferred tax assets | 38,802 | 56,039 |
Other assets | 29,153 | 27,106 |
TOTAL ASSETS | 1,325,628 | 1,490,625 |
Current liabilities: | ' | ' |
Accrued expenses | 73,739 | 64,256 |
Deferred revenue | 85,148 | 92,176 |
Liabilities of discontinued operations | 1,506 | 1,506 |
Total current liabilities | 160,393 | 157,938 |
Other long-term liabilities | 22,103 | 22,698 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, 50,000,000 shares authorized; no shares issued and outstanding | ' | ' |
Common stock, $0.01 par value per share, 650,000,000 shares authorized; 57,437,992 shares issued at December 31, 2013 and 62,437,992 shares issued at December 31, 2012 | 574 | 624 |
Additional paid-in capital | 9,273,712 | 9,489,099 |
Treasury stock, at cost; 18,281,498 shares at December 31, 2013 and 13,425,144 shares at December 31, 2012 | -572,221 | -453,453 |
Accumulated deficit | -8,511,165 | -8,526,281 |
Stockholders' equity | 190,900 | 509,989 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,325,628 | 1,490,625 |
2.25% Convertible Notes Due 2016 [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible notes due | 252,232 | 400,000 |
2.50% Convertible Notes Due 2018 [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible notes due | 400,000 | 400,000 |
1.50% Convertible Notes Due 2020 [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible notes due | $300,000 | ' |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Accounts receivable, net of allowance for doubtful accounts | $793 | $1,304 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 650,000,000 | 650,000,000 |
Common stock, shares issued | 57,437,992 | 62,437,992 |
Treasury stock, Shares | 18,281,498 | 13,425,144 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | $146,277 | $130,937 | $125,317 | $112,762 | $132,738 | $117,513 | $112,668 | $106,947 | $515,293 | $469,866 | $558,775 |
Cost of operations | 57,763 | 53,438 | 51,596 | 46,943 | 55,352 | 53,295 | 54,243 | 53,471 | 209,740 | 216,361 | 201,677 |
Sales and marketing | 33,081 | 32,561 | 31,422 | 30,933 | 32,598 | 33,136 | 31,822 | 30,103 | 127,997 | 127,659 | 124,326 |
General and administrative | 22,715 | 22,689 | 24,282 | 23,534 | 23,767 | 23,083 | 21,746 | 29,022 | 93,220 | 97,618 | 91,271 |
Depreciation and amortization | 6,566 | 6,552 | 6,635 | 6,853 | 8,248 | 6,508 | 6,713 | 6,930 | 26,606 | 28,399 | 26,801 |
Interest income | 22 | 16 | 17 | 21 | 22 | 19 | 34 | 11 | 76 | 86 | 112 |
Interest expense | 5,329 | 5,833 | 5,832 | 5,832 | 5,834 | 5,832 | 5,832 | 5,836 | 22,826 | 23,334 | 20,645 |
Loss on convertible notes | 1,575 | 3,296 | ' | ' | ' | ' | ' | ' | 4,871 | ' | ' |
Gain on investments | ' | ' | ' | ' | ' | ' | ' | 8,074 | ' | 8,074 | 18,516 |
Restructuring | ' | ' | ' | ' | 7,579 | ' | ' | ' | ' | 7,579 | ' |
Other expense | ' | ' | 1,353 | ' | ' | ' | 1,097 | 1,200 | 1,353 | 2,297 | 2,328 |
Income (loss) from continuing operations before income tax provision (benefit) | 19,270 | 6,584 | 4,214 | -1,312 | -618 | -4,322 | -8,751 | -11,530 | 28,756 | -25,221 | 110,355 |
Income tax provision (benefit) | 8,458 | 3,353 | 1,603 | 226 | 5,470 | -1,202 | -2,649 | -3,753 | 13,640 | -2,134 | 46,167 |
Income (loss) from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | 15,116 | -23,087 | 64,188 |
Income from discontinued operations, net of a tax provision of $555 and $4,812 in 2012 and 2011 | ' | ' | ' | ' | ' | 2,235 | 508 | ' | ' | 2,743 | 10,388 |
Net (loss) income | $10,812 | $3,231 | $2,611 | ($1,538) | ($6,088) | ($885) | ($5,594) | ($7,777) | $15,116 | ($20,344) | $74,576 |
Basic income (loss) per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations | $0.27 | $0.07 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.32 | ($0.45) | $1.11 |
Income from discontinued operations | ' | ' | ' | ' | ' | $0.04 | $0.01 | ' | ' | $0.05 | $0.18 |
Net income (loss) | ' | ' | ' | ' | ($0.12) | ($0.02) | ($0.11) | ($0.14) | $0.32 | ($0.40) | $1.29 |
Diluted income (loss) per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations | $0.25 | $0.06 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.31 | ($0.45) | $1.08 |
Income from discontinued operations | ' | ' | ' | ' | ' | $0.04 | $0.01 | ' | ' | $0.05 | $0.17 |
Net income (loss) | ' | ' | ' | ' | ($0.12) | ($0.02) | ($0.11) | ($0.14) | $0.31 | ($0.40) | $1.25 |
Weighted-average shares outstanding used in computing per share amounts: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | 40,457 | 48,540 | 49,315 | 49,007 | ' | ' | ' | ' | 46,830 | 50,862 | 57,356 |
Diluted | 44,872 | 50,594 | 50,925 | 49,007 | 49,041 | 49,021 | 49,615 | 55,769 | 48,398 | 50,862 | 59,124 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' |
Income from discontinued operations, tax provision benefit | $555 | $4,812 |
Consolidated_Statements_of_Equ
Consolidated Statements of Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data | |||||
Balances at Dec. 31, 2010 | $752,895 | $624 | $9,462,373 | ($129,589) | ($8,580,513) |
Balances, shares at Dec. 31, 2010 | ' | 62,401,272 | ' | 2,485,391 | ' |
Net income | 74,576 | ' | ' | ' | 74,576 |
Issuance of stock for option exercises and other issuances, Value | 19,220 | ' | -57,570 | 76,790 | ' |
Issuance of stock for option exercises and other issuances, Shares | ' | 8,983 | ' | -1,472,747 | ' |
Tax benefit realized from issuances of common stock | 30,198 | ' | 30,198 | ' | ' |
Stock-based compensation expense | 39,392 | ' | 39,392 | ' | ' |
Purchases of treasury stock | -241,263 | ' | ' | -241,263 | ' |
Purchase of treasury stock , Shares | ' | ' | ' | 5,672,795 | ' |
Other | -582 | ' | -582 | ' | ' |
Balances at Dec. 31, 2011 | 674,436 | 624 | 9,473,811 | -294,062 | -8,505,937 |
Balances, shares at Dec. 31, 2011 | ' | 62,410,255 | ' | 6,685,439 | ' |
Net income | -20,344 | ' | ' | ' | -20,344 |
Issuance of stock for option exercises and other issuances, Value | -1,539 | ' | -19,807 | 18,268 | ' |
Issuance of stock for option exercises and other issuances, Shares | ' | 27,737 | ' | -350,371 | ' |
Tax benefit realized from issuances of common stock | 377 | ' | 377 | ' | ' |
Stock-based compensation expense | 44,571 | ' | 44,571 | ' | ' |
Repurchase of shares through tender offers, value | -150,759 | ' | ' | -150,759 | ' |
Repurchase of shares through tender offers, shares | ' | ' | ' | 5,769,230 | ' |
Purchases of treasury stock | -26,900 | ' | ' | -26,900 | ' |
Purchase of treasury stock , Shares | ' | ' | ' | 1,320,846 | ' |
Tax deficiency from issuances of common stock | -9,853 | ' | -9,853 | ' | ' |
Balances at Dec. 31, 2012 | 509,989 | 624 | 9,489,099 | -453,453 | -8,526,281 |
Balances, shares at Dec. 31, 2012 | ' | 62,437,992 | ' | 13,425,144 | ' |
Net income | 15,116 | ' | ' | ' | 15,116 |
Issuance of stock for option exercises and other issuances, Value | 17,796 | ' | -83,165 | 100,961 | ' |
Issuance of stock for option exercises and other issuances, Shares | ' | ' | ' | -1,938,041 | ' |
Tax benefit realized from issuances of common stock | 58 | ' | 58 | ' | ' |
Stock-based compensation expense | 38,186 | ' | 38,186 | ' | ' |
Repurchase of shares through tender offers, value | -170,516 | -50 | -170,466 | ' | ' |
Repurchase of shares through tender offers, shares | ' | -5,000,000 | ' | ' | ' |
Purchases of treasury stock | -219,729 | ' | ' | -219,729 | ' |
Purchase of treasury stock , Shares | ' | ' | ' | 6,794,395 | ' |
Balances at Dec. 31, 2013 | $190,900 | $574 | $9,273,712 | ($572,221) | ($8,511,165) |
Balances, shares at Dec. 31, 2013 | ' | 57,437,992 | ' | 18,281,498 | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net income (loss) | $15,116 | ($20,344) | $74,576 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ' | ' | ' |
Income from discontinued operations, net of tax | ' | -2,743 | -10,388 |
Depreciation and amortization | 26,606 | 28,399 | 26,801 |
Non-cash interest, net | 4,192 | 4,326 | 3,758 |
Non-cash stock-based compensation | 38,550 | 44,921 | 39,737 |
Deferred income taxes | 13,070 | -2,337 | 13,696 |
Loss on convertible notes | 4,871 | ' | ' |
Gain on investments | ' | -8,074 | -18,516 |
Changes in operating assets and liabilities: | ' | ' | ' |
Accounts receivable | -17,610 | 14,713 | 13,113 |
Prepaid expenses and other, net | 266 | -1,589 | 1,416 |
Accrued expenses and other long-term liabilities | 8,061 | 9,429 | 2,511 |
Deferred revenue | -7,028 | 4,121 | -8,988 |
Net cash provided by continuing operations | 86,094 | 70,822 | 137,716 |
Net cash provided by (used in) discontinued operations | ' | 4,324 | -440 |
Net cash provided by operating activities | 86,094 | 75,146 | 137,276 |
Cash flows from investing activities: | ' | ' | ' |
Proceeds received from ARS option | ' | 9,269 | 21,566 |
Purchases of property and equipment | -22,341 | -35,171 | -20,911 |
Proceeds from sale of property and equipment | 1,381 | ' | ' |
Net cash (used in) provided by investing activities | -20,960 | -25,902 | 655 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from exercise of stock options | 29,724 | 827 | 28,339 |
Cash used for withholding taxes due on stock-based awards | -12,526 | -2,740 | -9,234 |
Net proceeds from issuance of convertible notes | 291,823 | ' | 774,745 |
Repurchase of convertible notes | -150,354 | ' | ' |
Repurchase of shares through tender offers | -170,516 | -150,759 | ' |
Purchases of treasury stock | -220,298 | -26,331 | -241,263 |
Excess tax benefit on stock-based awards | 58 | 377 | 30,198 |
Net cash (used in ) provided by financing activities | -232,089 | -178,626 | 582,785 |
Net (decrease) increase in cash and cash equivalents | -166,955 | -129,382 | 720,716 |
Cash and cash equivalents at beginning of period | 991,835 | 1,121,217 | 400,501 |
Cash and cash equivalents at end of period | $824,880 | $991,835 | $1,121,217 |
Background_and_Basis_of_Presen
Background and Basis of Presentation | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Background and Basis of Presentation | ' |
1. Background and Basis of Presentation | |
Background | |
WebMD Health Corp. (the “Company” or “WebMD”) is a Delaware corporation that was incorporated on May 3, 2005. The Company completed an initial public offering on September 28, 2005. The Company’s Common Stock trades under the symbol “WBMD” on the Nasdaq Global Select Market. From the completion of the initial public offering through the completion of the Company’s merger with HLTH Corporation (“HLTH”) on October 23, 2009 (the “Merger”), the Company was more than 80% owned by HLTH. On October 23, 2009, the Merger was completed, with HLTH merging into WebMD and WebMD continuing as the surviving corporation. | |
The Company provides health information services to consumers, physicians and other healthcare professionals, private and governmental employers and health plans through its public and private online portals, mobile platforms and health-focused publications. The WebMD Health Network includes: www.WebMD.com, the Company’s primary public portal for consumers and related mobile services; www.Medscape.com, the Company’s primary public portal for physicians and other healthcare professionals and related mobile services; and other sites through which the Company provides branded content. The Company’s services for consumers enable them to obtain information on health and wellness topics or on a particular disease or condition, to assess their personal health status, to use online trackers, tools and quizzes, to locate physicians, to receive periodic e-mailed newsletters and alerts on topics of individual interest, and to participate in online communities with peers and experts. The Company’s services for physicians and healthcare professionals make it easier for them to access clinical reference sources, stay abreast of the latest clinical information, learn about new treatment options, earn continuing medical education (“CME”) credit and communicate with peers. The Company does not charge any usage, membership or download fees for access to its public portals or mobile platforms. The Company generates revenue from its public portals and mobile platforms primarily through the sale of various types of advertising and sponsorship programs to its clients, which include: pharmaceutical, biotechnology and medical device companies; hospitals, clinics and other healthcare services companies; health insurance providers; consumer products companies whose products or services relate to health, wellness, diet, fitness, lifestyle, safety and illness prevention; and various other businesses, organizations and governmental entities. Advertisers and sponsors use the Company’s services to reach, educate and inform target audiences of consumers, physicians and other healthcare professionals. The Company also generates revenue from advertising sold in WebMD Magazine, a consumer magazine distributed to physician office waiting rooms. In addition, the Company generates revenue from the sale of certain information products. The Company’s private portals are a cloud-based population health management platform, hosted by the Company and provided to private and governmental employers and health plans for use by their employees and plan participants. The Company markets these private portals and related services under the WebMD Health Services brand. The WebMD Health Services platform enables employers and health plans to provide their employees and plan participants with access to personalized health and benefit information and decision-support tools that help them to make more informed benefit, treatment and provider decisions and motivate them to make healthier lifestyle choices. The Company also provides telephonic, online and onsite health coaching and targeted condition management programs for use by its private portals clients’ employees and plan participants to help them achieve their wellness goals. The Company generates revenue from subscriptions to its WebMD Health Services platform by employers and health plans, either directly or through its distributors. WebMD offers its health coaching services and its condition management programs on a per-participant basis. | |
Basis of Presentation | |
The accompanying Consolidated Financial Statements include the consolidated accounts of the Company and its majority-owned subsidiaries and have been prepared in United States dollars, and in accordance with U.S. generally accepted accounting principles (“GAAP”). The results of operations for companies acquired or disposed of are included in the Consolidated Financial Statements from the effective date of acquisition or up to the date of disposal. All material intercompany balances and transactions have been eliminated in consolidation. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||
Accounting Estimates | |||||||||||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. The Company bases its estimates on historical experience, current business factors, and various other assumptions that the Company believes are necessary to consider to form a basis for making judgments about the carrying values of assets and liabilities, the recorded amounts of revenue and expenses, and the disclosure of contingent assets and liabilities. The Company is subject to uncertainties such as the impact of future events, economic and political factors, and changes in the Company’s business environment; therefore, actual results could differ from these estimates. Accordingly, the accounting estimates used in the preparation of the Company’s financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. Changes in estimates are made when circumstances warrant. Such changes in estimates and refinements in estimation methodologies are reflected in reported results of operations; if material, the effects of changes in estimates are disclosed in the notes to the Consolidated Financial Statements. Significant estimates and assumptions by management affect the allowance for doubtful accounts, the carrying value of long-lived assets (including goodwill and intangible assets), the amortization period of long-lived assets (excluding goodwill and indefinite-lived intangible assets), the carrying value, capitalization and amortization of software and Website development costs, the carrying value of investments, the provision for income taxes and related deferred tax accounts, certain accrued liabilities, revenue recognition, contingencies, litigation and related legal accruals and the value attributed to employee stock options and other stock-based awards. | |||||||||||||
Seasonality | |||||||||||||
The timing of the Company’s revenue is affected by seasonal factors. The Company’s public portal advertising and sponsorship revenue is seasonal, primarily due to the annual spending patterns of the advertising and sponsorship clients of the Company’s public portals. This portion of the Company’s revenue is usually the lowest in the first quarter of each calendar year, and generally increases during each consecutive quarter throughout the year. The timing of revenue in relation to the Company’s expenses, many of which do not vary directly with revenue, has an impact on cost of operations, sales and marketing, and general and administrative expenses as a percentage of revenue in each calendar quarter. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
All highly liquid investments with an original maturity from the date of purchase of three months or less are considered to be cash equivalents. These investments are stated at cost, which approximates market. The Company’s cash and cash equivalents are generally invested in various money market accounts. | |||||||||||||
Fair Value | |||||||||||||
The carrying amount of cash and cash equivalents, accounts receivable, accrued expenses and deferred revenue is deemed to approximate fair value due to the immediate or short-term maturity of these financial instruments. See Note 12 for further information on the fair value of the Company’s investments. | |||||||||||||
Allowance for Doubtful Accounts | |||||||||||||
The allowance for doubtful accounts receivable reflects the Company’s best estimate of losses inherent in the Company’s receivable portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other currently available evidence. | |||||||||||||
Long-Lived Assets | |||||||||||||
Property and Equipment | |||||||||||||
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. The useful lives are generally as follows: | |||||||||||||
Computer equipment | 3 to 5 years | ||||||||||||
Office equipment, furniture and fixtures | 4 to 7 years | ||||||||||||
Software | 3 to 5 years | ||||||||||||
Building and improvements | Up to 40 years | ||||||||||||
Website development costs | 3 years | ||||||||||||
Leasehold improvements | Shorter of useful life or lease term | ||||||||||||
Expenditures for maintenance, repair and renewals of minor items are charged to expense as incurred. Major improvements are capitalized. | |||||||||||||
Goodwill and Intangible Assets | |||||||||||||
Goodwill and intangible assets result from business combinations accounted for under the acquisition method. Goodwill and other intangible assets with indefinite lives are not amortized and are subjected to impairment review by applying fair value based tests. Intangible assets with definite lives are amortized on a straight-line basis over the individually estimated useful lives of the related assets as follows: | |||||||||||||
Content | 3 to 5 years | ||||||||||||
Customer relationships | 5 to 12 years | ||||||||||||
Acquired technology and patents | 3 years | ||||||||||||
Trade names | Up to 10 years | ||||||||||||
Recoverability | |||||||||||||
The Company reviews the carrying value of goodwill and indefinite-lived intangible assets annually and whenever indicators of impairment are present. The Company tests goodwill for impairment at the reporting unit level only when, after completing a qualitative analysis, it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying value. Fair value is determined using an income approach valuation. A reporting unit is defined as an operating segment or one level below an operating segment. | |||||||||||||
Long-lived assets used in operations are reviewed for impairment whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. For long-lived assets to be held and used, the Company recognizes an impairment loss only if its carrying amount is not recoverable through its undiscounted cash flows and measures the impairment loss based on the difference between the carrying amount and the fair value. Long-lived assets held for sale are reported at the lower of cost or fair value less costs to sell. | |||||||||||||
Based on the Company’s analysis, there was no impairment of goodwill and indefinite-lived intangible assets of any of the Company’s continuing operations during the years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Internal Use Software | |||||||||||||
Software development costs that are incurred in the preliminary project stage are expensed as incurred. Once certain criteria have been met, direct costs incurred in developing or obtaining computer software are capitalized. The Company capitalized $9,085 and $5,471 during the years ended December 31, 2013 and 2012, respectively. Capitalized internal use software development costs are included in property and equipment in the accompanying consolidated balance sheets. Training and data conversion costs are expensed as incurred. Capitalized software costs are depreciated over a three-year period. Depreciation expense related to internal use software was $5,070, $6,223 and $6,224 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Website Development Costs | |||||||||||||
Costs related to the planning and post implementation phases of WebMD’s Website development efforts, as well as minor enhancements and maintenance, are expensed as incurred. Direct costs incurred in the development phase are capitalized. The Company capitalized $7,428 and $6,787 during the years ended December 31, 2013 and 2012, respectively. These capitalized costs are included in property and equipment in the accompanying consolidated balance sheets and are depreciated over a three-year period. Depreciation expense related to Website development costs was $5,696, $4,998 and $5,230 during the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Restricted Cash | |||||||||||||
The Company’s restricted cash primarily relates to collateral for letters of credit obtained to support the Company’s operations. Total restricted cash was $1,730 as of both December 31, 2013 and 2012 and is included in other assets in the accompanying consolidated balance sheets. | |||||||||||||
Deferred Charges | |||||||||||||
Other assets includes costs associated with the issuance of the Company’s convertible notes that are amortized to interest expense in the accompanying consolidated statements of operations, using the effective interest method over the period from issuance through the earliest date on which holders can demand redemption. During the year ended December 31, 2011, the Company capitalized issuance costs of $12,655 and $12,595, related to the issuance of its 2.50% Convertible Notes due 2018 (the “2.50% Notes”) and its 2.25% Convertible Notes due 2016 (the “2.25% Notes”), respectively. Additionally, during the year ended December 31, 2013, the Company capitalized $8,177 of issuance costs in connection with the 2013 issuance of its 1.50% Convertible Notes due 2020 (the “1.50% Notes”). The aggregate amortization of these issuance costs, which is included within interest expense in the accompanying statements of operations, was $4,192, $4,326 and $3,758 for the years ended December 31, 2013, 2012 and 2011, respectively. During the year ended December 31, 2013, the Company wrote off issuance costs of $2,285 in connection with the repurchase of a portion of its 2.25% Notes. As of December 31, 2013 and 2012, there were $18,866 and $17,166, respectively, of unamortized issuance costs included in other assets within the accompanying consolidated balance sheets. | |||||||||||||
Deferred Revenue | |||||||||||||
Deferred revenue consists of invoices sent to customers or payments received from customers, in advance of revenue recognition and is recognized as the revenue recognition criteria are met. Deferred revenue is influenced by several factors, including the timing of invoices to our customers and the timing of payments received from our customers in relation to the timing of the revenue recognition for the related customer contract. Deferred revenue at each balance sheet date is expected to be recognized during the succeeding twelve month period and is therefore classified as a current liability within the accompanying balance sheets. | |||||||||||||
Leases | |||||||||||||
The Company recognizes rent expense on a straight-line basis, including predetermined fixed escalations, over the initial lease term including reasonably assured renewal periods, net of lease incentives, from the time that the Company controls the leased property. Leasehold improvements made at the inception of the lease are amortized over the shorter of the useful life of the asset or the lease term. Lease incentives are recorded as a deferred credit and recognized as a reduction to rent expense on a straight-line basis over the lease term as described above. | |||||||||||||
Presentation of Segment Information | |||||||||||||
The Company generates its revenue through its public and private portals. Discrete financial information related to a measure of profit or loss for these two revenue streams is not available as they leverage many common expenses, and the Company does not separately allocate these common expenses in assessing the performance of its business. Accordingly, the Company views its business as one reportable operating segment. | |||||||||||||
The following table presents the revenues recognized related to the Company’s public portals and private portals: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Public portal advertising and sponsorship | $ | 433,182 | $ | 391,339 | $ | 477,325 | |||||||
Private portal services | 82,111 | 78,527 | 81,450 | ||||||||||
$ | 515,293 | $ | 469,866 | $ | 558,775 | ||||||||
The Company’s revenue is principally generated in the United States. An adverse change in economic conditions in the United States could negatively affect the Company’s revenue and results of operations. The Company recorded revenue from foreign customers of $31,340, $24,206 and $14,679 during the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Sales, Use and Value Added Tax | |||||||||||||
The Company excludes sales, use and value added tax from revenue in the accompanying consolidated statements of operations. | |||||||||||||
Advertising Costs | |||||||||||||
Advertising costs are generally expensed as incurred and totaled $5,174, $2,798 and $3,405 in 2013, 2012 and 2011, respectively. | |||||||||||||
Foreign Currency | |||||||||||||
The functional currency of the Company’s foreign operations is the U.S. dollar. Fluctuations in foreign dollar monetary assets and liabilities result in gains or losses which are credited or charged to income. Foreign currency transactional gains or losses are also credited or charged to income. | |||||||||||||
Concentration of Credit Risk | |||||||||||||
None of the Company’s customers individually accounted for more than 10% of the Company’s revenue in 2013, 2012 or 2011 or more than 10% of the Company’s accounts receivable as of December 31, 2013 or 2012. | |||||||||||||
Loss Contingencies | |||||||||||||
The Company accounts for loss contingencies in accordance with FASB ASC No. 450, “Contingencies.” Under ASC No. 450, accruals for loss contingencies are recorded when both (i) the information available indicates that it is probable that a liability has been incurred and (ii) the amount of the loss can be reasonably estimated. The Company records adjustments to these accruals to reflect the status of negotiations, settlements, advice of counsel and other information and events related to an individual matter. | |||||||||||||
Income Taxes | |||||||||||||
Deferred income taxes are recognized for the future tax consequence of differences between the tax and financial reporting basis of assets and liabilities at each reporting period. A valuation allowance is established to reduce deferred tax assets to the amount expected to be realized. | |||||||||||||
Tax contingencies are recorded to address potential exposure involving tax positions the Company has taken that could be challenged by tax authorities. These potential exposures result from applications of various statutes, rules, regulations and interpretations. The Company’s estimates of tax contingencies contain assumptions and judgments about potential actions by taxing jurisdictions. The Company reflects interest and penalties related to uncertain tax positions as part of the income tax provision (benefit) in the accompanying consolidated statements of operations. | |||||||||||||
Accounting for Stock-Based Compensation | |||||||||||||
Stock-based compensation expense for all share-based payment awards granted is determined based on the grant-date fair value. The grant-date fair value for stock options is estimated using the Black-Scholes Option Pricing Model. The Company recognizes these compensation costs net of an estimated forfeiture rate on a straight-line basis over the requisite service period of the award, which is generally the vesting term of the share-based payment awards. | |||||||||||||
Revenue Recognition | |||||||||||||
Revenue from advertising is recognized as advertisements are delivered or as publications are distributed. Revenue from sponsorship arrangements, content syndication and distribution arrangements, information services and subscriptions to healthcare management tools and private portals as well as related health coaching services are recognized ratably over the term of the applicable agreement. Revenue from the sponsorship of CME is recognized over the period the Company substantially completes its contractual deliverables as determined by the applicable agreements. | |||||||||||||
Contracts that contain multiple deliverables are subject to Accounting Standards Update No. 2009-13 Multiple-Deliverable Revenue Arrangements (“ASU 2009-13”). ASU 2009-13 requires the allocation of revenue to each deliverable of multiple-deliverable revenue arrangements, based on the relative selling price of each deliverable. It also defines the level of evidence of selling price required to separate deliverables and allows a company to make its best estimate of the selling price of deliverables when more objective evidence of selling price is not available. | |||||||||||||
Pursuant to the guidance of ASU 2009-13, when a sales arrangement contains multiple deliverables, the Company allocates revenue to each deliverable based on relative selling price. The selling price for a deliverable is based on vendor-specific objective evidence (“VSOE”) if available, third-party evidence (“TPE”) if VSOE is not available, or best estimate of selling price if neither VSOE nor TPE is available. The Company then recognizes revenue on each deliverable in accordance with its revenue recognition policies over the period that delivery occurs. VSOE of selling price is based on the price charged when the deliverable is sold separately. In determining VSOE, the Company requires that a substantial majority of the selling prices fall within a reasonable range based on historical pricing trends for specific products and services. TPE is based on competitor prices of similar deliverables when sold separately. The Company is not able to determine TPE of selling price as it is unable to reliably determine what competitors’ selling prices are for comparable services, combined with the fact that its services often contain unique features and customizations such that comparable services do not exist. The determination of best estimate of selling price is a judgmental process that considers multiple factors including, but not limited to, recent selling prices and related discounting practices for each service, market conditions, customer classes, sales channels and other factors. | |||||||||||||
Net Income (Loss) Per Common Share | |||||||||||||
Basic income (loss) per common share has been computed using the weighted-average number of shares of Common Stock outstanding during the period, adjusted to give effect to participating non-vested restricted stock during the periods it was outstanding. Diluted income (loss) per common share has been computed using the weighted-average number of shares of Common Stock outstanding during the periods, increased to give effect to potentially dilutive securities and assumes that any dilutive convertible notes were converted, only in the periods in which such effect is dilutive (shares in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator: | |||||||||||||
Income (loss) from continuing operations | $ | 15,116 | $ | (23,087 | ) | $ | 64,188 | ||||||
Effect of participating non-vested restricted stock | — | — | (436 | ) | |||||||||
Income (loss) from continuing operations — Basic and Diluted | $ | 15,116 | $ | (23,087 | ) | $ | 63,752 | ||||||
Income from discontinued operations, net of tax | $ | — | $ | 2,743 | $ | 10,388 | |||||||
Effect of participating non-vested restricted stock | — | — | (71 | ) | |||||||||
Income from discontinued operations, net of tax — Basic and Diluted | $ | — | $ | 2,743 | $ | 10,317 | |||||||
Denominator: | |||||||||||||
Weighted-average shares — Basic | 46,830 | 50,862 | 57,356 | ||||||||||
Stock options and restricted stock | 1,568 | — | 1,768 | ||||||||||
Adjusted weighted-average shares after assumed conversions —Diluted | 48,398 | 50,862 | 59,124 | ||||||||||
Basic income (loss) per common share: | |||||||||||||
Income (loss) from continuing operations | $ | 0.32 | $ | (0.45 | ) | $ | 1.11 | ||||||
Income from discontinued operations | — | 0.05 | 0.18 | ||||||||||
Net income (loss) | $ | 0.32 | $ | (0.40 | ) | $ | 1.29 | ||||||
Diluted income (loss) per common share: | |||||||||||||
Income (loss) from continuing operations | $ | 0.31 | $ | (0.45 | ) | $ | 1.08 | ||||||
Income from discontinued operations | — | 0.05 | 0.17 | ||||||||||
Net income (loss) | $ | 0.31 | $ | (0.40 | ) | $ | 1.25 | ||||||
The Company has excluded its convertible notes, as well as certain outstanding stock options and restricted stock, from the calculation of diluted income (loss) per common share during the periods in which such securities were anti-dilutive. The following table presents the total weighted-average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share during the periods presented (shares in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Options and restricted stock | 5,744 | 12,291 | 3,420 | ||||||||||
1.50% Notes | 556 | — | — | ||||||||||
2.50% Notes | 6,148 | 6,108 | 5,881 | ||||||||||
2.25% Notes | 5,020 | 5,482 | 4,343 | ||||||||||
17,468 | 23,881 | 13,644 | |||||||||||
Discontinued Operations | |||||||||||||
The operating results of a business unit are reported as discontinued if its operations and cash flows can be clearly distinguished from the rest of the business, the operations have been sold or will be sold within a year, there will be no continuing involvement in the operation after the disposal date and certain other criteria are met. Significant judgments are involved in determining whether a business component meets the criteria for discontinued operation reporting and the period in which these criteria are met. | |||||||||||||
Reclassifications | |||||||||||||
Certain reclassifications have been made to the prior period financial statements to conform with the current period presentation. | |||||||||||||
Recent Accounting Pronouncements | |||||||||||||
Accounting Pronouncement Adopted During 2013 | |||||||||||||
In July 2012, the Financial Accounting Standards Board (the “FASB”) issued an update to the existing guidance for impairment testing of indefinite-lived intangible assets, other than goodwill, similar to previously issued guidance for impairment testing of goodwill. The update simplifies how a company tests indefinite-lived intangible assets for impairment by allowing both public and nonpublic entities an option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of an indefinite-lived intangible asset is impaired. If an entity elects to perform a qualitative assessment and determines that an impairment is more likely than not, the entity is then required to perform the existing two-step quantitative impairment test, otherwise no further analysis is required. An entity may also elect not to perform the qualitative assessment and proceed directly to the two-step quantitative impairment test. The amendment is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, which for the Company was the first quarter of 2013. The adoption of this amendment did not have an impact on the Company’s financial condition, results of operations or cash flows. | |||||||||||||
Accounting Pronouncements to be Adopted in the Future | |||||||||||||
In July 2013, the FASB issued an update to existing guidance on the financial presentation of unrecognized tax benefits. The update provides that a liability related to an unrecognized tax benefit would be presented as a reduction of a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. This update is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013, which for the Company will be the first quarter of 2014. The adoption of this update is expected to have no impact on the Company’s financial condition, results of operations or cash flows. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2013 | |
Discontinued Operations And Disposal Groups [Abstract] | ' |
Discontinued Operations | ' |
3. Discontinued Operations | |
EPS | |
On September 14, 2006, the Company completed the sale of Emdeon Practice Services, Inc. (together with its subsidiaries, “EPS”) to Sage Software, Inc., an indirect wholly owned subsidiary of The Sage Group plc (the “EPS Sale”). The Company had certain indemnity obligations to advance amounts for reasonable defense costs for initially ten, and later four, former officers and directors of EPS (the “EPS Indemnification Obligations”) who were indicted in connection with an investigation by the United States Attorney for the District of South Carolina (the “Investigation”) that began in 2003. The Investigation related principally to issues of financial accounting improprieties relating to Medical Manager Corporation, a predecessor of HLTH (by its merger into HLTH in September 2000), and more specifically, HLTH’s former Medical Manager Health Systems, Inc. subsidiary. Medical Manager Health Systems was a predecessor to EPS. On December 15, 2005, the United States Attorney announced the indictments of the ten former officers and employees of Medical Manager Health Systems. The indictment initially charged the defendants with conspiracy to commit mail, wire and securities fraud, a violation of Title 18, United States Code, Section 371 and conspiracy to commit money laundering, a violation of Title 18, United States Code, Section 1956(h), but the second count was dismissed in 2009. One of the defendants passed away in 2008 and was dismissed from the indictment. Four of the defendants were dismissed from the case and two defendants were severed from the case and their cases were transferred to Tampa, Florida. In addition, one of the defendants entered into a Deferred Prosecution Agreement with the United States pursuant to which all charges were dismissed against him on July 26, 2010. The trial of two of the former officers of Medical Manager Health Systems began on January 19, 2010 and, on March 1, 2010, both men were found guilty by the jury; however, the Court set the verdict aside on May 27, 2010 and entered a judgment of acquittal. The government entered a notice of appeal with respect to the Court’s order. At that time, two other former officers of EPS were awaiting trial in Tampa, Florida, which was scheduled to begin on October 4, 2010; however, on July 9, 2010 the Court in Tampa placed the case against those defendants on hold pending resolution of the appeal of the South Carolina ruling. On June 8, 2011, upon the motion of the government, the United States Court of Appeals for the Fourth Circuit dismissed the government’s appeal of the District Court’s rulings, thereby ending the government’s case against the two defendants in South Carolina. On July 8, 2011, upon the motion of the government, the United States District Court for the Middle District of Florida granted a motion to dismiss the government’s case against the remaining two defendants in Florida. | |
In connection with the EPS Sale, the Company agreed to retain the responsibility for the EPS Indemnification Obligations. During the years ended December 31, 2007 through 2009, the Company recorded pre-tax charges aggregating $116,792, representing the Company’s estimate, and adjustments to its estimate of probable costs with respect to its indemnification obligation which included the defense costs to be incurred during the trial and pre-trial periods. As a result of the June 8, 2011 and July 8, 2011 decisions discussed above, it is the Company’s understanding that the Investigation has concluded. As a result, the Company reversed the remaining accrual with respect to its EPS Indemnification Obligations of $7,206 through income from discontinued operations during the year ended December 31, 2011. | |
Included within liabilities of discontinued operations related to this matter was $5,000 as of December 31, 2010, which represented certain reimbursements received from the Company’s insurance carriers between July 31, 2008 and December 31, 2010 under certain directors and officers liability insurance policies (the “Policies”) for expenses that the Company had incurred and expected to continue to incur for the EPS Indemnification Obligations. The Company had previously deferred recognizing these insurance reimbursements within the consolidated statement of operations because of the possibility they might have to be repaid to the insurance carriers under the terms of the applicable Policies. However, as a result of the June 8, 2011 and July 8, 2011 dismissals described above, the Company believes that the insurance carriers do not have the ability to recover this amount and accordingly, the Company reversed this accrual through income from discontinued operations during the year ended December 31, 2011. | |
During the year ended December 31, 2012, the Company recognized an after-tax gain of $2,235 related to the receipt of approximately $3,600 in relation to the Investigation described above. These funds represented a reimbursement to the Company related to recoveries by the United States Department of Justice from former employees of EPS who pleaded guilty to the matters described above. None of the former employees who pleaded guilty were employees to whom the Company provided indemnification in connection with the Investigation. | |
Also included in income from discontinued operations during the year ended December 31, 2012 is a gain of $508 related to a state tax refund that the Company received in connection with the finalization of a state tax appeal related to the EPS Sale. | |
Porex | |
On October 19, 2009, the Company completed the sale of its Porex business. In connection with the sale of Porex, the Company agreed to indemnify Porex for certain tax matters, which were estimated by the Company to be approximately $4,800. During the year ended December 31, 2011, as a result of the completion of a tax audit for one of the related matters under such indemnification, the Company reduced its indemnification liability by $2,994, and accordingly, this amount is reflected within income from discontinued operations during the year ended December 31, 2011. Additionally, the Company paid $287 related to the completion of this tax audit during the year ended December 31, 2011. The remaining estimate of the Company’s tax indemnification liability related to Porex is $1,506 and is included within liabilities of discontinued operations within the accompanying balance sheets as of December 31, 2013 and 2012. |
Convertible_Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2013 | |
Debt Disclosure [Abstract] | ' |
Convertible Notes | ' |
4. Convertible Notes | |
1.50% Convertible Notes due 2020 | |
On November 26, 2013, the Company issued $300,000 aggregate principal amount of its 1.50% Notes in a private offering. Unless previously converted, the 1.50% Notes will mature on December 1, 2020. Net proceeds from the sale of the 1.50% Notes were approximately $291,823, after deducting the related offering expenses. Interest on the 1.50% Notes is payable semi-annually on June 1 and December 1 of each year, commencing June 1, 2014. Under the terms of the 1.50% Notes, holders may surrender their 1.50% Notes for conversion into the Company’s Common Stock at an initial conversion rate of 18.9362 shares of Common Stock per thousand dollars principal amount of the 1.50% Notes. This is equivalent to an initial conversion price of approximately $52.81 per share of Common Stock. In the aggregate, the 1.50% Notes are convertible into 5,680,860 shares of the Company’s Common Stock. The conversion rate may be adjusted under certain circumstances. | |
Under the terms of the 1.50% Notes, if the Company undergoes certain change of control or other fundamental change transactions prior to the maturity date of the 1.50% Notes, holders of the 1.50% Notes will have the right, at their option, to require the Company to repurchase some or all of their 1.50% Notes at a repurchase price equal to 100% of the principal amount of the 1.50% Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. However, the repurchase option will not apply in the case of certain change of control or other fundamental change transactions in which the Company is acquired by a public company, and (a) not less than 90% of the consideration received or to be received by holders of WebMD Common Stock, excluding cash payments for fractional shares, consists of acquirer common stock and (b) as a result of the transaction, the 1.50% Notes become convertible into the same consideration. | |
2.50% Convertible Notes due 2018 | |
On January 11, 2011, the Company issued $400,000 aggregate principal amount of its 2.50% Notes in a private offering. Unless previously converted, the 2.50% Notes will mature on January 31, 2018. Net proceeds from the sale of the 2.50% Notes were approximately $387,345, after deducting the related offering expenses, of which approximately $100,000 was used to repurchase 1,920,490 shares of the Company’s Common Stock at a price of $52.07 per share, the last reported sale price of the Company’s Common Stock on January 5, 2011, which repurchase settled on January 11, 2011. Interest on the 2.50% Notes is payable semi-annually on January 31 and July 31 of each year, commencing July 31, 2011. Under the terms of the 2.50% Notes, holders were able to surrender their 2.50% Notes for conversion into the Company’s Common Stock at an initial conversion rate of 15.1220 shares of Common Stock per thousand dollars principal amount of the 2.50% Notes. This was equivalent to an initial conversion price of approximately $66.13 per share of Common Stock. In the aggregate, the 2.50% Notes were convertible into 6,048,800 shares of the Company’s Common Stock. | |
Effective April 4, 2012, after giving effect to an adjustment resulting from a tender offer for the Company’s Common Stock that the Company completed on April 3, 2012 (see Note 10 for additional discussion), the conversion rate was adjusted to 15.3223 shares of Common Stock per thousand dollars principal amount of the 2.50% Notes. This was equivalent to an adjusted conversion price of approximately $65.26 per share of Common Stock. In the aggregate, the 2.50% Notes were convertible into 6,128,920 shares of Common Stock following the April 4, 2012 adjustment. Effective September 11, 2013, after giving effect to an adjustment resulting from a tender offer for the Company’s Common Stock that the Company completed on September 10, 2013 (see Note 10 for additional discussion), the conversion rate was adjusted to 15.4764 shares of Common Stock per thousand dollars principal amount of the 2.50% Notes. This is equivalent to an adjusted conversion price of approximately $64.61 per share of Common Stock. In the aggregate, the 2.50% Notes are convertible into 6,190,560 shares of Common Stock following the September 11, 2013 adjustment. | |
Under the terms of the 2.50% Notes, if the Company undergoes certain change of control transactions prior to the maturity date of the 2.50% Notes, holders of the 2.50% Notes will have the right, at their option, to require the Company to repurchase some or all of their 2.50% Notes at a repurchase price equal to 100% of the principal amount of the 2.50% Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. At the Company’s option, and to the extent permitted by the applicable rules of the Nasdaq Global Select Market (or the applicable rules of such other exchange on which the Company’s Common Stock may be listed), instead of paying the repurchase price in cash, the Company may pay the repurchase price in shares of its Common Stock or a combination of cash and shares of its Common Stock. However, in the case of certain change of control transactions in which the Company is acquired by a public company, the Company may elect to provide for conversion of the 2.50% Notes into acquirer common stock, in which case the repurchase option would not apply. | |
2.25% Convertible Notes due 2016 | |
On March 14, 2011, the Company issued $400,000 aggregate principal amount of its 2.25% Notes in a private offering. Unless previously converted, the 2.25% Notes will mature on March 31, 2016. Net proceeds from the sale of the 2.25% Notes were approximately $387,400, after deducting the related offering expenses, of which approximately $50,000 was used to repurchase 868,507 shares of the Company’s Common Stock at a price of $57.57 per share, the last reported sale price of the Company’s Common Stock on March 8, 2011, which repurchase settled on March 14, 2011. Interest on the 2.25% Notes is payable semi-annually on March 31 and September 30 of each year, commencing September 30, 2011. Under the terms of the 2.25% Notes, holders were able to surrender their 2.25% Notes for conversion into the Company’s Common Stock at an initial conversion rate of 13.5704 shares of Common Stock per thousand dollars principal amount of the 2.25% Notes. This was equivalent to an initial conversion price of approximately $73.69 per share of Common Stock. In the aggregate, the 2.25% Notes were convertible into 5,428,160 shares of the Company’s Common Stock. | |
Effective April 4, 2012, after giving effect to an adjustment resulting from a tender offer for the Company’s Common Stock that the Company completed on April 3, 2012 (see Note 10 for additional discussion), the conversion rate was adjusted to 13.7502 shares of Common Stock per thousand dollars principal amount of the 2.25% Notes. This was equivalent to an adjusted conversion price of approximately $72.73 per share of Common Stock. In the aggregate, the 2.25% Notes are convertible into 5,500,080 shares of Common Stock following the April 4, 2012 adjustment. Effective September 11, 2013, after giving effect to an adjustment resulting from a tender offer for the Company’s Common Stock that the Company completed on September 10, 2013 (see Note 10 for additional discussion), the conversion rate was adjusted to 13.8884 shares of Common Stock per thousand dollars principal amount of the 2.25% Notes. This is equivalent to an adjusted conversion price of approximately $72.00 per share of Common Stock. In the aggregate, the 2.25% Notes were convertible into 5,555,360 shares of Common Stock following the September 11, 2013 adjustment. | |
During the year ended December 31, 2013, the Company repurchased $100,000 principal amount of its 2.25% Notes for $101,750 in cash in a privately negotiated transaction. Also during the year ended December 31, 2013, the Company repurchased $47,768 principal amount of its 2.25% Notes for $48,604 in cash in the open market. The Company recognized a pre-tax loss of $4,871 in 2013 related to these repurchases, which is reflected within loss on convertible notes in the accompanying consolidated statement of operations. The loss includes the expensing of the remaining deferred issuance costs outstanding related to the repurchased notes. As of December 31, 2013, the remaining principal amount of the 2.25% Notes outstanding was $252,232, which, in the aggregate, is convertible into 3,503,099 shares of Common Stock. | |
Under the terms of the 2.25% Notes, if the Company undergoes certain change of control transactions prior to the maturity date of the 2.25% Notes, holders of the 2.25% Notes will have the right, at their option, to require the Company to repurchase some or all of their 2.25% Notes at a repurchase price equal to 100% of the principal amount of the 2.25% Notes being repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. At the Company’s option, and to the extent permitted by the applicable rules of the Nasdaq Global Select Market (or the applicable rules of such other exchange on which the Company’s Common Stock may be listed), instead of paying the repurchase price in cash, the Company may pay the repurchase price in shares of its Common Stock or a combination of cash and shares of its Common Stock. However, in the case of certain change of control transactions in which the Company is acquired by a public company, the Company may elect to provide for conversion of the 2.25% Notes into acquirer common stock, in which case the repurchase option would not apply. |
LongLived_Assets
Long-Lived Assets | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||||||||||||||||||||||||||
Long-Lived Assets | ' | ||||||||||||||||||||||||||||||||
5. Long-Lived Assets | |||||||||||||||||||||||||||||||||
Property and Equipment | |||||||||||||||||||||||||||||||||
Property and equipment consist of the following: | |||||||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||||||
Software | $ | 54,972 | $ | 45,981 | |||||||||||||||||||||||||||||
Computer equipment | 56,399 | 51,028 | |||||||||||||||||||||||||||||||
Web site development costs | 52,383 | 44,940 | |||||||||||||||||||||||||||||||
Leasehold improvements | 40,828 | 39,315 | |||||||||||||||||||||||||||||||
Office equipment, furniture and fixtures | 14,677 | 14,273 | |||||||||||||||||||||||||||||||
Land and buildings | 291 | 1,812 | |||||||||||||||||||||||||||||||
219,550 | 197,349 | ||||||||||||||||||||||||||||||||
Less: accumulated depreciation | (154,666 | ) | (130,745 | ) | |||||||||||||||||||||||||||||
Property and equipment, net | $ | 64,884 | $ | 66,604 | |||||||||||||||||||||||||||||
Depreciation expense was $24,335, $24,505 and $24,174 in 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets | |||||||||||||||||||||||||||||||||
The balance of goodwill was $202,980 and $202,104 as of December 31, 2013 and 2012, respectively. Intangible assets consist of the following: | |||||||||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||||||||||
Gross | Accumulated | Net | Weighted | Gross | Accumulated | Net | Weighted | ||||||||||||||||||||||||||
Carrying | Amortization | Average | Carrying | Amortization | Average | ||||||||||||||||||||||||||||
Amount | Remaining | Amount | Remaining | ||||||||||||||||||||||||||||||
Useful Life(a) | Useful Life(a) | ||||||||||||||||||||||||||||||||
Content | $ | 15,954 | $ | (15,954 | ) | $ | — | — | $ | 15,954 | $ | (15,954 | ) | $ | — | — | |||||||||||||||||
Customer relationships | 34,057 | (25,035 | ) | 9,022 | 4.5 | 34,057 | (22,943 | ) | 11,114 | 5.5 | |||||||||||||||||||||||
Technology and patents | 14,700 | (14,700 | ) | — | — | 14,700 | (14,700 | ) | — | — | |||||||||||||||||||||||
Trade names-definite lives | 2,530 | (2,182 | ) | 348 | 2 | 2,530 | (2,003 | ) | 527 | 3 | |||||||||||||||||||||||
Trade names-indefinite lives | 4,464 | — | 4,464 | n/a | 4,464 | — | 4,464 | n/a | |||||||||||||||||||||||||
Total | $ | 71,705 | $ | (57,871 | ) | $ | 13,834 | $ | 71,705 | $ | (55,600 | ) | $ | 16,105 | |||||||||||||||||||
(a) | The calculation of the weighted average remaining useful life is based on the net book value and the remaining amortization period of each respective intangible asset. | ||||||||||||||||||||||||||||||||
Amortization expense was $2,271, $3,894 and $2,627 in 2013, 2012 and 2011, respectively. Future amortization expense for intangible assets is estimated to be: | |||||||||||||||||||||||||||||||||
Year Ending December 31: | |||||||||||||||||||||||||||||||||
2014 | $ | 2,271 | |||||||||||||||||||||||||||||||
2015 | $ | 2,261 | |||||||||||||||||||||||||||||||
2016 | $ | 2,059 | |||||||||||||||||||||||||||||||
2017 | $ | 1,513 | |||||||||||||||||||||||||||||||
2018 | $ | 1,266 |
Accrued_Expenses
Accrued Expenses | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses | ' | ||||||||
6. Accrued Expenses | |||||||||
Accrued expenses consist of the following: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accrued compensation | $ | 39,346 | $ | 31,220 | |||||
Accrued restructuring | 146 | 7,534 | |||||||
Accrued outside services | 7,805 | 5,373 | |||||||
Accrued marketing and distribution | 5,638 | 3,814 | |||||||
Accrued interest | 6,010 | 6,417 | |||||||
Other accrued liabilities | 14,794 | 9,898 | |||||||
$ | 73,739 | $ | 64,256 | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
7. Commitments and Contingencies | |||||
Legal Proceedings | |||||
National Jewish Health v. WebMD Health Services Group, Inc. and WebMD Health Corp. | |||||
On October 25, 2012, National Jewish Health, a Colorado non-profit corporation, filed a complaint against the Company in United States District Court for the District of Colorado alleging copyright infringement, misappropriation of trade secrets, tortious interference with prospective business relations, and breach of contract. The allegations relate to a condition management program of the Company’s private portals. The complaint seeks injunctive relief, as well as damages of $8,000 to $10,000. The Court issued a Scheduling Order on February 11, 2013 and the parties completed fact discovery on August 9, 2013, although the Plaintiff has filed a motion seeking to extend the discovery period that is being opposed by the Company. The Court appointed a Special Master to decide the motion and a hearing before the Special Master was held in February 2014. A decision is pending. Each party has also filed a motion for partial summary judgment. Plaintiff is seeking partial summary judgment on the issue of breach of contract, alleging that the Company breached a non-disclosure agreement; and the Company is seeking summary judgment on the issue of damages, alleging that Plaintiff has introduced no evidence that it has suffered any damages as a result of any of the claims that it has alleged against the Company. The briefing of each motion is in process. The Company believes the Plaintiff’s claims are without merit and intends to vigorously defend against them. The Company is unable to predict the outcome of this action or to reasonably estimate the possible loss or range of loss, if any, arising from the claims asserted therein. | |||||
MyMedicalRecords, Inc. v. WebMD Health Corp. and WebMD Health Services Corp. | |||||
On February 13, 2013, MyMedicalRecords, Inc. filed an action against the Company in the United States District Court in the Central District of California. The complaint alleged that the personal health record tool sold by WebMD Health Services Group, Inc. infringes U.S. Patent No. 8,301,466 issued on October 30, 2012. The complaint sought injunctive relief, as well as damages in unspecified amounts. Pursuant to an agreement between the parties, MyMedicalRecords dismissed the complaint without prejudice in order to enable the parties to try to resolve the matter without the timing constraints of the litigation. The parties were unable to resolve the matter and, on October 2, 2013, MyMedicalRecords filed a new complaint against the Company alleging infringement of U.S. Patent No. 8,301,466 as well as U.S. Patent No. 8,498,883 issued on July 30, 2013. Plaintiff is seeking unspecified damages and an injunction with respect to certain products offered by the Company. The Company has filed an answer. The Court has consolidated Plaintiffs claim against the Company with its claims against several other companies. The Court has scheduled the claims construction hearing for August 18, 2014 and has suspended fact discovery prior to such hearing except for discovery related solely to the issue of claim construction. The Company believes that the Plaintiff’s claims are without merit. The Company is unable to predict the outcome of this action or to reasonably estimate the possible loss or range of loss, if any, arising from the claims asserted therein. | |||||
Coverage Dispute with Stop Loss Carrier for Health Benefit Plan | |||||
The Company sponsors and maintains a self-insured group health and prescription benefit plan (the “Health Plan”) for its eligible employees and their dependents. The Company purchases stop loss insurance coverage on an annual basis to reimburse the Company for claims that exceed certain individual and/or aggregate claim amounts under the Health Plan. On May 7, 2013, the Company was advised that the former stop loss carrier for the Health Plan, Everest Reinsurance Company (“Everest”), was attempting to deny payment for certain medical claims under the Health Plan that were pending under the 2012 stop loss policy, and to recover certain payments that had already been made under the 2011 and 2012 stop loss policies. These claims were incurred in 2011 and 2012 and had previously been approved by Horizon Blue Cross and Blue Shield of New Jersey, the third party claims administrator for the Health Plan appointed by the Company. The maximum amount of claims in dispute by Everest is approximately $4,900, of which approximately $1,965 remains unpaid by Everest. On June 27, 2013, the Company filed an action in the Supreme Court, State of New York (“New York Action”), seeking payment from Everest of the $1,965 in outstanding claims. On August 14, 2013, Everest filed an action in the Superior Court, State of New Jersey (“New Jersey Action”), against the Company, the claims administrator and the Company’s insurance broker seeking recovery of approximately $2,935 paid by Everest under the stop loss policies and seeking a declaration that the remaining $1,965 is not payable by Everest. On August 15, 2013, Everest filed a motion in the New York Action seeking to dismiss the complaint filed by the Company on forum non conveniens grounds. On October 3, 2013, the New York Action court granted the Company’s motion for a temporary restraining order and stayed the New Jersey Action pending adjudication of Everest’s motion to dismiss the New York Action and the Company’s cross motion to dismiss the New Jersey Action. A preliminary injunction hearing was held on November 7, 2013 in the New York Action, following which, the New York Action court issued orders: (i) denying Everest’s motion to dismiss (or, in the alternative, for a stay of) the New York Action; and (ii) granting the Company’s motion enjoining Everest from prosecuting the New Jersey Action pending a stipulation of the parties or further order of the court. Everest answered the New York Action complaint on or about December 9, 2013, including the assertion of counterclaims similar in content and substance to its allegations in the New Jersey Action. Everest then voluntarily dismissed the New Jersey Action on or about December 10, 2013. The parties to the New York Action are currently proceeding with discovery. The Company believes the $1,965 outstanding from Everest will be recoverable. Additionally, the Company believes that the $2,935 previously paid by Everest will not be repayable by the Company. Accordingly, no provision has been recorded in the accompanying financial statements related to this matter. | |||||
Other Legal Proceedings | |||||
In the normal course of business, the Company and its subsidiaries are involved in various claims and legal proceedings. While the ultimate resolution of these matters has yet to be determined, the Company does not believe that their outcomes will have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity. | |||||
Leases | |||||
The Company leases its offices and other facilities under operating lease agreements that expire at various dates through 2023. Total rent expense for all operating leases was approximately $8,805, $8,573 and $8,104 in 2013, 2012 and 2011, respectively. Included in other long-term liabilities as of December 31, 2013 and 2012 were $12,279 and $13,545, respectively, related to lease incentives and the difference between rent expense and the rental amount payable for leases with fixed escalations. | |||||
Future minimum lease commitments under non-cancelable lease agreements at December 31, 2013 were as follows: | |||||
Years Ending December 31, | |||||
2014 | $ | 11,110 | |||
2015 | 10,766 | ||||
2016 | 7,180 | ||||
2017 | 7,278 | ||||
2018 | 7,277 | ||||
Thereafter | 20,576 | ||||
Total minimum lease payments | $ | 64,187 | |||
Other Contingencies | |||||
The Company provides certain indemnification provisions within its customer agreements to protect the other party from any liabilities or damages resulting from a claim of misappropriation or infringement by third parties relating to its products and services. The Company has not incurred a liability relating to any of these indemnification provisions in the past and management believes that the likelihood of any future payment relating to these provisions is unlikely. Therefore, the Company has not recorded a liability during any period for these indemnification provisions. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||||||||||
8. Stock-Based Compensation | |||||||||||||||||||||||||
The Company has various stock-based compensation plans (collectively, the “Plans”) that provide for the grant of stock options, restricted stock awards, and other awards based on WebMD Common Stock. | |||||||||||||||||||||||||
The 2005 Long-Term Incentive Plan (as amended, the “2005 Plan”) is the only existing plan under which future grants can be made. The maximum number of shares of the Company’s Common Stock that may be subject to awards under the 2005 Plan was 21,575,000 as of December 31, 2013, subject to adjustment in accordance with the terms of the 2005 Plan. The Company had an aggregate of 604,732 shares of Common Stock available for future grants under the 2005 Plan at December 31, 2013. | |||||||||||||||||||||||||
Equity awards granted to a former Chief Executive Officer of the Company in 2012 were made outside of the 2005 Plan and were approved by the Compensation Committee of the Company’s Board of Directors, in reliance on the NASDAQ Global Select Market exception to shareholder approval for equity grants to new hires. | |||||||||||||||||||||||||
Stock Options | |||||||||||||||||||||||||
Generally, options under the Plans vest and become exercisable ratably over periods ranging from two to five years based on their individual grant dates, subject to continued employment on the applicable vesting dates, and generally expire within ten years from the date of grant. Options are granted at prices not less than the fair market value of the Company’s Common Stock on the date of grant. The following table summarizes stock option activity for the Plans: | |||||||||||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||||||||||
Average Exercise | Average | Intrinsic Value(1) | |||||||||||||||||||||||
Price Per Share | Remaining | ||||||||||||||||||||||||
Contractual | |||||||||||||||||||||||||
Life (In Years) | |||||||||||||||||||||||||
Outstanding at January 1, 2011 | 10,227,755 | $ | 30.79 | ||||||||||||||||||||||
Granted | 3,267,150 | 36.02 | |||||||||||||||||||||||
Exercised | (1,530,318 | ) | 26.91 | ||||||||||||||||||||||
Cancelled | (910,206 | ) | 35.81 | ||||||||||||||||||||||
Outstanding at December 31, 2011 | 11,054,381 | 32.46 | |||||||||||||||||||||||
Granted | 4,888,600 | 18.42 | |||||||||||||||||||||||
Exercised | (195,377 | ) | 22.8 | ||||||||||||||||||||||
Cancelled | (2,446,916 | ) | 38.96 | ||||||||||||||||||||||
Outstanding at December 31, 2012 | 13,300,688 | 26.24 | |||||||||||||||||||||||
Granted | 2,844,500 | 33.64 | |||||||||||||||||||||||
Exercised | (2,695,600 | ) | 20.9 | ||||||||||||||||||||||
Cancelled | (2,020,309 | ) | 27.5 | ||||||||||||||||||||||
Outstanding at December 31, 2013 | 11,429,279 | $ | 29.12 | 7 | $ | 129,763 | |||||||||||||||||||
Vested and exercisable at the end of the period | 5,407,188 | $ | 29.37 | 5.4 | $ | 63,415 | |||||||||||||||||||
-1 | The aggregate intrinsic value is based on the market price of the Company’s Common Stock on December 31, 2013, which was $39.50, less the applicable exercise price of the underlying option. This aggregate intrinsic value represents the amount that would have been realized if all the option holders had exercised their options on December 31, 2013. | ||||||||||||||||||||||||
The following table summarizes information with respect to options outstanding and options exercisable at December 31, 2013: | |||||||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||||||
Exercise Prices | Shares | Weighted | Weighted | Shares | Weighted | ||||||||||||||||||||
Average Exercise | Average | Average | |||||||||||||||||||||||
Price Per Share | Remaining | Exercise Price | |||||||||||||||||||||||
Contractual | Per Share | ||||||||||||||||||||||||
Life (In Years) | |||||||||||||||||||||||||
$13.15 | 1,561,000 | $ | 13.15 | 8.7 | 576,000 | $ | 13.15 | ||||||||||||||||||
$13.37-$22.22 | 888,749 | 18.57 | 6.4 | 498,149 | 20.01 | ||||||||||||||||||||
$22.40-$23.59 | 968,911 | 22.66 | 6 | 180,036 | 22.88 | ||||||||||||||||||||
$23.61 | 1,196,140 | 23.61 | 4.9 | 1,196,140 | 23.61 | ||||||||||||||||||||
$23.66-$29.27 | 953,086 | 27.02 | 5.3 | 612,360 | 26.83 | ||||||||||||||||||||
$29.44-$30.00 | 1,144,395 | 29.73 | 7.6 | 529,595 | 29.71 | ||||||||||||||||||||
$30.03-$33.97 | 1,240,071 | 32.57 | 8.2 | 347,621 | 31.68 | ||||||||||||||||||||
$34.07-$38.60 | 871,713 | 36.63 | 7.5 | 374,738 | 37.24 | ||||||||||||||||||||
$38.65-$39.77 | 1,322,075 | 39.09 | 9.7 | 67,600 | 39.23 | ||||||||||||||||||||
$40.02-$49.95 | 900,985 | 45.67 | 4.5 | 752,196 | 45.54 | ||||||||||||||||||||
$50.12-$92.61 | 382,154 | 54.1 | 5.9 | 272,753 | 54.44 | ||||||||||||||||||||
11,429,279 | $ | 29.12 | 7 | 5,407,188 | $ | 29.37 | |||||||||||||||||||
The fair value of each option granted is estimated on the date of grant using the Black-Scholes option pricing model considering the weighted-average assumptions noted in the following table. Expected volatility is based on implied volatility from traded options of the Company’s Common Stock combined with historical volatility of the Company’s Common Stock. The expected term represents the period of time that options are expected to be outstanding following their grant date, and was determined using historical exercise data combined with assumptions for future exercise activity. The risk-free rate is based on the U.S. Treasury yield curve for periods equal to the expected term of the options on the grant date. | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||||||||||
Expected volatility | 0.43-0.48 | 0.42-0.46 | 0.30-0.42 | ||||||||||||||||||||||
Risk-free interest rate | 0.55%-1.62 | % | 0.52%-1.04 | % | 0.67%-2.33 | % | |||||||||||||||||||
Expected term (years) | 4.5-5.1 | 4.4-5.1 | 4.4-5.1 | ||||||||||||||||||||||
Weighted-average fair value of options granted during the period | $ | 13.95 | $ | 6.96 | $ | 11.75 | |||||||||||||||||||
On February 23, 2012, the Company’s directors and certain officers voluntarily surrendered a total of 960,600 non-qualified stock options with a weighted-average exercise price of $46.85 per share. None of these individuals received any consideration or promise of consideration in exchange for the surrender of these stock options. These options were originally granted under the 2005 Plan, and therefore, upon their surrender, the shares underlying these options were returned to the 2005 Plan and became available for grant under such plan. During the year ended December 31, 2012, the Company expensed the remaining unrecognized stock-based compensation expense of $8,076 related to these stock options. | |||||||||||||||||||||||||
Restricted Stock Awards | |||||||||||||||||||||||||
The Company’s Restricted Stock consists of shares of the Company’s Common Stock which have been awarded to employees with restrictions that cause them to be subject to substantial risk of forfeiture and restrict their sale or other transfer by the employee until they vest. Generally, the Company’s Restricted Stock awards vest ratably over periods ranging from three to five years from their individual award dates subject to continued employment on the applicable vesting dates. The following table summarizes the activity of the Company’s Restricted Stock: | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Shares | Weighted | Shares | Weighted | Shares | Weighted | ||||||||||||||||||||
Average Grant | Average Grant | Average Grant | |||||||||||||||||||||||
Date Fair Value | Date Fair Value | Date Fair Value | |||||||||||||||||||||||
Balance at beginning of the year | 932,386 | $ | 31.69 | 1,205,333 | $ | 36.18 | 1,106,751 | $ | 33.13 | ||||||||||||||||
Granted | 812,000 | 32.65 | 339,800 | 20.64 | 570,367 | 38.73 | |||||||||||||||||||
Vested | (401,825 | ) | 32.57 | (413,372 | ) | 33.92 | (385,285 | ) | 31.24 | ||||||||||||||||
Forfeited | (157,600 | ) | 24.02 | (199,375 | ) | 35.53 | (86,500 | ) | 35.95 | ||||||||||||||||
Balance at the end of the year | 1,184,961 | $ | 33.07 | 932,386 | $ | 31.69 | 1,205,333 | $ | 36.18 | ||||||||||||||||
Proceeds received from the exercise of options to purchase shares of the Company’s Common Stock were $29,724, $827 and $28,339 for the years ended December 31, 2013, 2012 and 2011, respectively. Additionally, in connection with the exercise of certain stock options and the vesting of restricted stock, the Company made payments of $12,526, $2,740 and $9,234 during the years ended December 31, 2013, 2012 and 2011, respectively, related to employee statutory withholding taxes that were satisfied by withholding shares of Common Stock of equal value from the respective employees. The proceeds and payments described above are reflected within cash flows from financing activities within the accompanying consolidated statements of cash flows. | |||||||||||||||||||||||||
The intrinsic value related to stock options that were exercised, combined with the fair value of shares of restricted stock that vested, aggregated $45,882, $9,076 and $54,069 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||
Other | |||||||||||||||||||||||||
Each year the Company issues shares of its Common Stock to WebMD non-employee directors with a value equal to their annual board and committee retainers. The Company recorded $364, $350 and $345 of stock-based compensation expense for the years ended December 31, 2013, 2012 and 2011, respectively, in connection with these issuances. | |||||||||||||||||||||||||
Summary of Stock-Based Compensation Expense | |||||||||||||||||||||||||
The following table summarizes the components and classification of stock-based compensation expense: | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Stock options | $ | 24,483 | $ | 31,593 | $ | 25,752 | |||||||||||||||||||
Restricted stock | 13,703 | 12,978 | 13,640 | ||||||||||||||||||||||
Other | 364 | 350 | 345 | ||||||||||||||||||||||
Total stock-based compensation expense | $ | 38,550 | $ | 44,921 | $ | 39,737 | |||||||||||||||||||
Included in: | |||||||||||||||||||||||||
Cost of operations | $ | 6,762 | $ | 8,160 | $ | 7,707 | |||||||||||||||||||
Sales and marketing | 8,395 | 8,201 | 9,079 | ||||||||||||||||||||||
General and administrative | 23,393 | 28,560 | 22,951 | ||||||||||||||||||||||
Total stock-based compensation expense | $ | 38,550 | $ | 44,921 | $ | 39,737 | |||||||||||||||||||
As of December 31, 2013, approximately $69,400 of unrecognized stock-based compensation expense related to unvested awards (net of estimated forfeitures) is expected to be recognized over a weighted-average period of approximately 3.0 years, related to the Plans. | |||||||||||||||||||||||||
Tax benefits attributable to stock-based compensation represented 39% of stock-based compensation expense during each of the years ended December 31, 2013, 2012 and 2011. |
Retirement_Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2013 | |
Compensation And Retirement Disclosure [Abstract] | ' |
Retirement Plans | ' |
9. Retirement Plans | |
The Company maintains certain defined contribution retirement plans covering substantially all of its employees, which provide for matching and discretionary contributions. The Company has recorded expenses related to these plans of $3,903, $4,205 and $3,876 for 2013, 2012 and 2011, respectively, related to these matching and discretionary contributions. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2013 | |
Equity [Abstract] | ' |
Equity | ' |
10. Equity | |
Treasury Stock | |
Repurchased shares are recorded under the cost method and are reflected as treasury stock in the accompanying consolidated balance sheets, unless the shares are cancelled and retired. | |
Tender Offers | |
On September 10, 2013, the Company completed a tender offer (the “2013 Tender Offer”) through which it repurchased 5,000,000 shares of its Common Stock at a price of $34.00 per share for total consideration of $170,516, which includes $516 of costs directly attributable to the purchase. The shares repurchased through the 2013 Tender Offer were cancelled and retired. | |
On April 3, 2012, the Company completed a tender offer (the “2012 Tender Offer”) through which it repurchased 5,769,230 shares of its Common Stock at a price of $26.00 per share for total consideration of $150,759, which includes $759 of costs directly attributable to the purchase. The shares repurchased through the 2012 Tender Offer are reflected as treasury stock in the accompanying consolidated balance sheets. | |
Stock Repurchase Program | |
On December 4, 2008, the Board of Directors established a stock repurchase program (the “2008 Program”), at which time the Company was authorized to use up to $30,000, which was subsequently increased by $15,331 in July 2011, to purchase shares of WebMD Common Stock, from time to time, in the open market, through block trades or in private transactions, depending on market conditions and other factors. In August 2011, the Board of Directors terminated the 2008 Program and established a new stock repurchase program (the “2011 Program” and, collectively with the 2008 Program, the “Programs”) through which the Company was authorized to use up to $75,000 to purchase shares of WebMD Common Stock. In October 2011, the Company’s Board of Directors authorized a $75,000 increase to the 2011 Program. During 2011, the Company repurchased 2,883,798 shares at an aggregate cost of $91,263 under the Programs. During 2012, the Company repurchased 1,320,846 shares at an aggregate cost of $26,900 under the 2011 Program. During 2013, the Company repurchased 1,266,962 shares at an aggregate cost of $42,309 under the 2011 Program. The Company paid cash of $569 in 2013 related to the repurchase of 39,857 shares in 2012, that settled in 2013. As of December 31, 2013, $19,864 remained available for repurchases under the 2011 Program. In February 2014, the Company’s Board of Directors authorized a $50,000 increase to the 2011 Program. | |
Other Repurchase Activity | |
On October 21, 2013, the Company repurchased 5,527,433 shares of its Common Stock that were beneficially owned by Carl C. Icahn and certain of his affiliates, at a purchase price of $32.08 per share, the NASDAQ official closing price of WebMD Common Stock on October 18, 2013. The total purchase price was $177,420, which includes $100 of costs directly attributable to the purchase. This share repurchase was not made under the Programs. | |
On January 5, 2011, the Company used $100,000 of the proceeds from the issuance and sale of the 2.50% Notes to repurchase 1,920,490 shares of the Company’s Common Stock at a price of $52.07 per share. Additionally, on March 8, 2011, the Company used $50,000 of the proceeds from the issuance and sale of the 2.25% Notes to repurchase 868,507 shares of the Company’s Common Stock at a price of $57.57 per share. See Note 4 for further discussion of the Company’s 2.50% Notes and 2.25% Notes. Neither of these share repurchases was made under the Programs. | |
Shareholder Rights Agreement | |
The Board of Directors of the Company adopted, and the Company entered into, a Stockholder Rights Agreement, dated as of November 2, 2011 (the “Rights Agreement”), by and between the Company and American Stock Transfer & Trust Company, LLC, as Rights Agent. Pursuant to the terms of the Rights Agreement, which had a one-year term until amended (as described below), one preferred stock purchase right (a “Right”) was attached to each outstanding share of the Company’s Common Stock held by holders of record as of the close of business on November 14, 2011. The Company issued one Right with each new share of Common Stock issued after that date until the Rights expired. The Rights initially traded with and were inseparable from the Company’s Common Stock and were not evidenced by separate certificates unless they became exercisable. The Rights would, if they had become exercisable, have caused substantial dilution to a person or group that attempted to acquire the Company on terms not approved by the Company’s Board of Directors. However, the Rights would not have interfered with a merger or other business combination approved by the Company’s Board of Directors. Until amended (as described below), each Right entitled its holder to purchase from the Company one one-thousandth of a share (a “Unit”) of Series A Junior Preferred Stock, par value $0.01 per share (the “Preferred Stock”), at an exercise price of $153.00 per Unit, subject to adjustment in accordance with the terms of the Rights Agreement, once the Rights become exercisable. On October 18, 2012, the Board of Directors of the Company adopted, and the Company entered into, an Amendment to Rights Agreement (the “First Amendment”). The First Amendment: extended the expiration date of the Rights Agreement from October 31, 2012 to October 31, 2014; provided that equity compensation awards to directors would not be included in determining whether a stockholder became an “Acquiring Person” under the Rights Agreement; and decreased the purchase price payable by holders of Rights upon exercise of such Rights from $153.00 per Unit to $66.29 per Unit. On August 1, 2013 the Company entered into a Second Amendment to the Rights Agreement (the “Second Amendment”). Pursuant to the Second Amendment, the final expiration date of the Rights Agreement occurred on August 1, 2013, which terminated the Rights Agreement and caused the Rights issued to WebMD stockholders pursuant to the Rights Agreement to expire at the close of business on that date. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
11. Income Taxes | |||||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets (liabilities) were as follows: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Federal net operating loss carryforwards | $ | 105,323 | $ | 105,264 | |||||||||
State net operating loss carryforwards | 39,098 | 40,929 | |||||||||||
Capital losses | 6,016 | 6,048 | |||||||||||
Federal tax credits | 55,976 | 55,870 | |||||||||||
Accrued expenses | 16,748 | 24,523 | |||||||||||
Stock-based compensation | 26,946 | 27,394 | |||||||||||
Intangible assets | 4,596 | 6,074 | |||||||||||
Other | 3,932 | 4,076 | |||||||||||
Total deferred tax assets | 258,635 | 270,178 | |||||||||||
Valuation allowance | (174,592 | ) | (176,403 | ) | |||||||||
Net deferred tax assets | 84,043 | 93,775 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Property and equipment | (3,976 | ) | (2,680 | ) | |||||||||
Goodwill and indefinite-lived intangible asset | (27,645 | ) | (24,728 | ) | |||||||||
Total deferred tax liabilities | (31,621 | ) | (27,408 | ) | |||||||||
Net deferred tax assets | $ | 52,422 | $ | 66,367 | |||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Current deferred tax assets, net: | |||||||||||||
Current deferred tax assets, net of deferred tax liabilities | $ | 41,921 | $ | 29,732 | |||||||||
Valuation allowance | (28,301 | ) | (19,404 | ) | |||||||||
Current deferred tax assets, net | 13,620 | 10,328 | |||||||||||
Non-current deferred tax assets, net: | |||||||||||||
Non-current deferred tax assets, net of deferred tax liabilities | 185,093 | 213,038 | |||||||||||
Valuation allowance | (146,291 | ) | (156,999 | ) | |||||||||
Non-current deferred tax assets, net | 38,802 | 56,039 | |||||||||||
Net deferred tax assets | $ | 52,422 | $ | 66,367 | |||||||||
The income tax provision (benefit) was as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | (73 | ) | $ | (583 | ) | $ | 373 | |||||
State | 502 | 295 | 3,165 | ||||||||||
Foreign | 141 | 190 | 145 | ||||||||||
Current income tax provision (benefit) | 570 | (98 | ) | 3,683 | |||||||||
Deferred: | |||||||||||||
Federal | 10,683 | (325 | ) | 9,454 | |||||||||
State | 2,387 | (2,012 | ) | 4,242 | |||||||||
Deferred income tax provision (benefit) | 13,070 | (2,337 | ) | 13,696 | |||||||||
Reversal of valuation allowance applied to additional paid-in capital | — | 301 | 28,788 | ||||||||||
Total income tax provision (benefit) | $ | 13,640 | $ | (2,134 | ) | $ | 46,167 | ||||||
The reconciliation between the federal statutory rate and the effective income tax rate is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
United States federal statutory rate | 35 | % | (35.0 | )% | 35 | % | |||||||
State income taxes (net of federal benefit) | 12.5 | (0.3 | ) | 5.2 | |||||||||
Valuation allowance | (6.4 | ) | 18.4 | (0.5 | ) | ||||||||
Non-deductible officer compensation | 3.6 | 8.7 | 1.8 | ||||||||||
Other | 2.7 | (0.3 | ) | 0.3 | |||||||||
Effective income tax rate | 47.4 | % | (8.5 | )% | 41.8 | % | |||||||
During 2013, the Company reversed $1,351 of its deferred tax asset and related valuation allowance through the tax provision as a result of the expiration of state net operating loss carryforwards. During 2012 and 2011, the Company reversed $301 and $28,788, respectively, of its valuation allowance through additional paid-in capital as a result of the utilization of net operating loss carryforwards generated by excess tax benefits of stock-based awards. In 2012, the Company also reversed $801 of its deferred tax asset and related valuation allowance through additional paid-in capital as a result of the expiration of state net operating loss carryforwards generated by excess tax benefits of stock-based awards, and increased its valuation allowance by $4,724 through the tax provision for certain research and development tax credits for which scheduled expiration prior to utilization is more likely than not. The valuation allowance for deferred tax assets decreased by $1,811 in 2013 and increased by $3,571 in 2012. | |||||||||||||
At December 31, 2013, the Company had net operating loss carryforwards for federal income tax purposes of approximately $701,000, which expire in 2017 through 2033, capital losses of $14,845, which expire in 2017, and federal tax credits of $64,689, which excludes the impact of any unrecognized tax benefits, of which $43,904 expire in 2017 through 2027 and $20,785 can be carried forward indefinitely. | |||||||||||||
The Company uses the “with-and-without” approach in determining the order in which tax attributes are utilized. Using the “with-and-without” approach, the Company will only recognize a tax benefit from stock-based awards in additional paid-in capital if an incremental tax benefit is realized after all other net operating loss carryforwards currently available to the Company have been utilized, but prior to the utilization of other tax attributes. | |||||||||||||
The net operating loss carryforwards for federal income tax purposes of approximately $701,000 include approximately $289,000 of excess tax benefits related to share-based payments that are presented on a tax effected basis within the deferred tax assets. Since this amount was recorded through additional paid-in capital, the related valuation allowance on these net operating loss carryforwards will be reversed through additional paid-in capital when these excess tax benefits are realized. Also included in these net operating loss carryforwards are excess tax benefits related to share-based payments of approximately $400,000 that are not recognized as a deferred tax asset as the amounts would not have resulted in a reduction in current taxes payable if all other net operating loss carryforwards currently available to the Company were utilized. The benefit of these deductions will be recognized through additional paid-in capital at the time the tax deduction results in a reduction of current taxes payable. | |||||||||||||
The tender offer completed on November 25, 2008 resulted in a cumulative change of more than 50% of the ownership of the Company’s capital, as determined under rules prescribed by the U.S. Internal Revenue Code and applicable Treasury regulations. As a result of the ownership change, there is an annual limitation imposed on the Company’s net operating loss carryforwards and federal tax credits. In addition, the Company experienced another cumulative change on February 25, 2011. Despite this second ownership change, the Company’s net operating loss carryforwards and federal tax credits continue to be limited by the November 25, 2008 annual limitation. | |||||||||||||
As of December 31, 2013 and 2012, the Company had unrecognized income tax benefits of $13,889 and $14,230, respectively, which if recognized, would result in $9,164 and $9,505, respectively, being reflected as a component of the income tax provision (benefit). Included in the unrecognized income tax benefits as of December 31, 2013 and 2012 are accrued interest and penalties of $497 and $281, respectively. If recognized, these benefits would be reflected as a component of the income tax provision (benefit). | |||||||||||||
The following table summarizes the activity of unrecognized tax benefits, excluding accrued interest and penalties, for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance at the beginning of the year | $ | 13,949 | $ | 12,069 | $ | 12,869 | |||||||
Increases related to prior year tax positions | — | 757 | — | ||||||||||
Increases related to current year tax positions | — | 1,707 | — | ||||||||||
Decreases related to prior year tax positions | (532 | ) | — | (545 | ) | ||||||||
Expiration of the statute of limitations for the assessment of taxes | (25 | ) | (584 | ) | (255 | ) | |||||||
Balance at the end of the year | $ | 13,392 | $ | 13,949 | $ | 12,069 | |||||||
Although the Company files U.S. federal and various state and other tax returns, the major taxing jurisdiction is the U.S. The Company is currently under audit in a number of state and local taxing jurisdictions and will have statutes of limitations with respect to certain tax returns expiring within the next twelve months. As a result, it is reasonably possible that there may be a reduction in the unrecognized income tax benefits, prior to any annual increase, in the range of $100 to $200 within the next twelve months. With the exception of adjusting net operating loss carryforwards that may be utilized, the Company is no longer subject to federal income tax examinations for tax years before 2010 and for state and local income tax examinations for tax years before 2005. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||||||||||||
12. Fair Value of Financial Instruments | |||||||||||||||||||||||||||||
The Company accounts for certain assets and liabilities at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, the Company uses valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: | |||||||||||||||||||||||||||||
Level 1: | Observable inputs such as quoted market prices in active markets for identical assets or liabilities. | ||||||||||||||||||||||||||||
Level 2: | Observable market-based inputs or unobservable inputs that are corroborated by market data. | ||||||||||||||||||||||||||||
Level 3: | Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. | ||||||||||||||||||||||||||||
The Company did not have any Level 2 assets during the years ended December 31, 2013, 2012 and 2011, and only had one Level 3 asset which is discussed in more detail below. The following table sets forth the Company’s Level 1 financial assets that were measured and recorded at fair value on a recurring basis as of December 31, 2013 and 2012: | |||||||||||||||||||||||||||||
Fair Value | December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||||
Estimate Using: | Amortized | Fair Value | Gross | Amortized | Fair Value | Gross | |||||||||||||||||||||||
Cost Basis | Unrealized | Cost Basis | Unrealized | ||||||||||||||||||||||||||
Gains | Gains | ||||||||||||||||||||||||||||
Cash and cash equivalents | Level 1 | $ | 824,880 | $ | 824,880 | $ | — | $ | 991,835 | $ | 991,835 | $ | — | ||||||||||||||||
Through April 20, 2010, the Company held investments in student loan backed auction rate securities (“ARS”). Effective April 20, 2010, the Company entered into an agreement pursuant to which the Company sold all of its holdings of ARS Under the terms of the agreement, the Company retained an option (the “ARS Option”), for a period of two years from the date of the agreement: (a) to repurchase from the purchaser the same principal amount of any or all of the various series of ARS sold, at the agreed upon purchase prices received on April 20, 2010; and (b) to receive additional proceeds from the purchaser upon certain redemptions of the various series of ARS sold. The ARS Option was classified as a Level 3 asset as its valuation required substantial judgment. The historical redemption activity of the specific ARS underlying the ARS Option was the most significant assumption used to determine an estimated value of the ARS Option. The Company was required to reassess the value of the ARS Option at each reporting period and changes in value were recorded within the statement of operations. As of March 31, 2012, the Company no longer had any remaining positions related to the ARS Option. The following table reconciles the beginning and ending balances of the ARS Option during the years ended December 31, 2012 and 2011: | |||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||||||
Fair value as of the beginning of the period | $ | 1,195 | $ | 4,245 | |||||||||||||||||||||||||
Cash proceeds received | (9,269 | ) | (21,566 | ) | |||||||||||||||||||||||||
Gain included in earnings | 8,074 | 18,516 | |||||||||||||||||||||||||||
Fair value as of the end of the period | $ | — | $ | 1,195 | |||||||||||||||||||||||||
The Company also holds an investment in a privately held company which is carried at cost, and not subject to fair value measurements. However, if events or circumstances indicate that its carrying amount may not be recoverable, it would be reviewed for impairment. The Company made this investment on November 19, 2008 by acquiring Series D preferred stock. The total amount of this investment is $6,471, which includes $470 of acquisition costs. Since the Company does not have the ability to exercise significant influence over this company, the investment is accounted for under the cost method and it is included in other assets on the accompanying balance sheets as of December 31, 2013 and 2012. | |||||||||||||||||||||||||||||
For disclosure purposes, the Company is required to measure the outstanding value of its debt on a recurring basis. The following table presents the carrying value and estimated fair value (based on Level 1 market price data) of the Company’s convertible notes that were carried at historical cost as of December 31, 2013 and 2012: | |||||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
2.25% Notes | $ | 252,232 | $ | 252,863 | $ | 400,000 | $ | 374,000 | |||||||||||||||||||||
2.50% Notes | 400,000 | 394,400 | 400,000 | 351,000 | |||||||||||||||||||||||||
1.50% Notes | 300,000 | 294,852 | — | — |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2013 | |
Business Combinations [Abstract] | ' |
Restructuring | ' |
13. Restructuring | |
In December 2012, the Company announced a plan to streamline its operations, simplify its organizational structure, reduce costs and better focus its resources, which resulted in a reduction of the Company’s workforce. In connection with this reduction in workforce, the Company recorded a restructuring charge of $7,579 during the three months ended December 31, 2012 related to severance and other employee benefits that were provided to the terminated employees. The remaining accrual related to this charge was $146 and $7,534 as of December 31, 2013 and 2012, respectively, and is reflected within accrued expenses in the accompanying consolidated balance sheets. The reduction in this accrual during 2013 was the result of payments of the severance and related employee benefits. |
Other_Expense
Other Expense | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Other Income And Expenses [Abstract] | ' | ||||||||||||
Other Expense | ' | ||||||||||||
14. Other expense | |||||||||||||
Other expense consists of the following items: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Severance and recruitment expenses(a) | $ | 1,353 | $ | 2,297 | $ | — | |||||||
Transaction expenses(b) | — | — | 2,275 | ||||||||||
Legal expense(c) | — | — | 53 | ||||||||||
Other expense | $ | 1,353 | $ | 2,297 | $ | 2,328 | |||||||
(a) | For 2013, amount represents cash and related expenses due to the May 2013 departure of a Chief Executive Officer of the Company. For 2012, amount represents severance and related expenses due to the January 2012 departure of a Chief Executive Officer of the Company, and the related search and recruitment of his replacement during that period. | ||||||||||||
(b) | Represents transaction expenses, primarily consisting of legal fees related to the process conducted by the Board of Directors to explore strategic alternatives for the Company. | ||||||||||||
(c) | Represents the costs and expenses incurred by the Company related to the investigation by the United States Attorney for the District of South Carolina and the SEC and the related Coverage Litigation. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
15. Related Party Transactions | |
Fidelity Employer Services Company LLC | |
Fidelity Employer Services Company LLC (“FESCO”) is a distributor of the Company’s private portals, integrating the private portals product into the human resources administration and benefit administration services that FESCO provides to its employer clients. FESCO is an affiliate of FMR LLC, which reported beneficial ownership of shares that represented 14.4% of the Company’s outstanding Common Stock as of December 31, 2010. As of, and subsequent to, December 31, 2011, FMR’s beneficial ownership of the Company’s Common Stock has been less than 5% of the shares outstanding and, accordingly, FESCO was no longer deemed to be a related party. The Company recorded revenue of $5,237 for the year ended December 31, 2011 related to the FESCO relationship. Affiliates of FMR LLC have also provided services to the Company in connection with the Company’s 401(k) plan and stock-based compensation plans. |
Supplemental_Disclosures_of_Ca
Supplemental Disclosures of Cash Flow Information | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||||||
Supplemental Disclosures of Cash Flow Information | ' | ||||||||||||
16. Supplemental Disclosures of Cash Flow Information | |||||||||||||
Supplemental information related to the consolidated statements of cash flows is summarized below: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Supplemental Disclosure of Cash Flow Information: | |||||||||||||
Interest paid | $ | 19,038 | $ | 19,000 | $ | 10,456 | |||||||
Taxes paid, net(a) | $ | 274 | $ | 785 | $ | 1,042 | |||||||
(a) | As the Company generally files its tax returns on a consolidated basis, taxes paid, net of refunds, includes all taxes paid by the Company, including those of the Company’s discontinued operations. |
Quarterly_Financial_Data_Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
17. Quarterly Financial Data (Unaudited) | |||||||||||||||||
The following table summarizes the quarterly financial data for 2013 and 2012. The per common share calculations for each of the quarters are based on the weighted-average number of common shares for each period; therefore, the sum of the quarters may not necessarily be equal to the full year per common share amount. | |||||||||||||||||
2013 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Revenue | $ | 112,762 | $ | 125,317 | $ | 130,937 | $ | 146,277 | |||||||||
Cost of operations | 46,943 | 51,596 | 53,438 | 57,763 | |||||||||||||
Sales and marketing | 30,933 | 31,422 | 32,561 | 33,081 | |||||||||||||
General and administrative | 23,534 | 24,282 | 22,689 | 22,715 | |||||||||||||
Depreciation and amortization | 6,853 | 6,635 | 6,552 | 6,566 | |||||||||||||
Interest income | 21 | 17 | 16 | 22 | |||||||||||||
Interest expense | 5,832 | 5,832 | 5,833 | 5,329 | |||||||||||||
Loss on convertible notes | — | — | 3,296 | 1,575 | |||||||||||||
Other expense | — | 1,353 | — | — | |||||||||||||
(Loss) income before income tax provision | (1,312 | ) | 4,214 | 6,584 | 19,270 | ||||||||||||
Income tax provision | 226 | 1,603 | 3,353 | 8,458 | |||||||||||||
Net (loss) income | $ | (1,538 | ) | $ | 2,611 | $ | 3,231 | $ | 10,812 | ||||||||
Net (loss) income per common share — Basic | $ | (0.03 | ) | $ | 0.05 | $ | 0.07 | $ | 0.27 | ||||||||
Net (loss) income per common share — Diluted | $ | (0.03 | ) | $ | 0.05 | $ | 0.06 | $ | 0.25 | ||||||||
Net (Loss) Income per Common Share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net (loss) income — Basic | $ | (1,538 | ) | $ | 2,611 | $ | 3,231 | $ | 10,812 | ||||||||
Interest expense on 1.50% Notes, net of tax | — | — | — | 326 | |||||||||||||
Net (loss) income — Diluted | $ | (1,538 | ) | $ | 2,611 | $ | 3,231 | $ | 11,138 | ||||||||
Denominator: | |||||||||||||||||
Weighted-average shares — Basic | 49,007 | 49,315 | 48,540 | 40,457 | |||||||||||||
Stock options and restricted stock | — | 1,610 | 2,054 | 2,192 | |||||||||||||
1.50% Notes | — | — | — | 2,223 | |||||||||||||
Adjusted weighted-average shares after assumed conversions — Diluted | 49,007 | 50,925 | 50,594 | 44,872 | |||||||||||||
2012 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Revenue | $ | 106,947 | $ | 112,668 | $ | 117,513 | $ | 132,738 | |||||||||
Cost of operations | 53,471 | 54,243 | 53,295 | 55,352 | |||||||||||||
Sales and marketing | 30,103 | 31,822 | 33,136 | 32,598 | |||||||||||||
General and administrative | 29,022 | 21,746 | 23,083 | 23,767 | |||||||||||||
Depreciation and amortization | 6,930 | 6,713 | 6,508 | 8,248 | |||||||||||||
Interest income | 11 | 34 | 19 | 22 | |||||||||||||
Interest expense | 5,836 | 5,832 | 5,832 | 5,834 | |||||||||||||
Gain on investments | 8,074 | — | — | — | |||||||||||||
Restructuring | — | — | — | 7,579 | |||||||||||||
Other expense | 1,200 | 1,097 | — | — | |||||||||||||
Loss from continuing operations before income tax (benefit) provision | (11,530 | ) | (8,751 | ) | (4,322 | ) | (618 | ) | |||||||||
Income tax (benefit) provision | (3,753 | ) | (2,649 | ) | (1,202 | ) | 5,470 | ||||||||||
Loss from continuing operations | (7,777 | ) | (6,102 | ) | (3,120 | ) | (6,088 | ) | |||||||||
Income from discontinued operations, net of tax | — | 508 | 2,235 | — | |||||||||||||
Net loss | $ | (7,777 | ) | $ | (5,594 | ) | $ | (885 | ) | $ | (6,088 | ) | |||||
Basic (loss) income per common share: | |||||||||||||||||
Loss from continuing operations | $ | (0.14 | ) | $ | (0.12 | ) | $ | (0.06 | ) | $ | (0.12 | ) | |||||
Income from discontinued operations | — | 0.01 | 0.04 | — | |||||||||||||
Net loss | $ | (0.14 | ) | $ | (0.11 | ) | $ | (0.02 | ) | $ | (0.12 | ) | |||||
Diluted (loss) income per common share: | |||||||||||||||||
Loss from continuing operations | $ | (0.14 | ) | $ | (0.12 | ) | $ | (0.06 | ) | $ | (0.12 | ) | |||||
Income from discontinued operations | — | 0.01 | 0.04 | — | |||||||||||||
Net loss | $ | (0.14 | ) | $ | (0.11 | ) | $ | (0.02 | ) | $ | (0.12 | ) | |||||
Net (Loss) Income per Common Share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Loss from continuing operations — Basic and Diluted | $ | (7,777 | ) | $ | (6,102 | ) | $ | (3,120 | ) | $ | (6,088 | ) | |||||
Income from discontinued operations, net of tax — Basic and Diluted | $ | — | $ | 508 | $ | 2,235 | $ | — | |||||||||
Denominator: | |||||||||||||||||
Weighted-average shares — Basic and Diluted | 55,769 | 49,615 | 49,021 | 49,041 | |||||||||||||
Schedule_II_Valuation_and_Qual
Schedule II. Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Valuation And Qualifying Accounts [Abstract] | ' | ||||||||||||||||||||
Schedule II. Valuation and Qualifying Accounts | ' | ||||||||||||||||||||
Schedule II. Valuation and Qualifying Accounts | |||||||||||||||||||||
Years Ended December 31, 2013, 2012 and 2011 | |||||||||||||||||||||
Balance at | Charged to | Write-offs | Other | Balance at | |||||||||||||||||
Beginning | Costs and | End of Year | |||||||||||||||||||
of Year | Expenses | ||||||||||||||||||||
(in thousands) | |||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||
Allowance for Doubtful Accounts | $ | 1,304 | $ | 283 | $ | (794 | ) | $ | — | $ | 793 | ||||||||||
Valuation Allowance for Deferred Tax Assets | 176,403 | (1,831 | ) | — | 20 | 174,592 | |||||||||||||||
December 31, 2012 | |||||||||||||||||||||
Allowance for Doubtful Accounts | 1,129 | 511 | (336 | ) | — | 1,304 | |||||||||||||||
Valuation Allowance for Deferred Tax Assets | 172,832 | 4,650 | — | (1,079 | )(a) | 176,403 | |||||||||||||||
December 31, 2011 | |||||||||||||||||||||
Allowance for Doubtful Accounts | 1,493 | 595 | (959 | ) | — | 1,129 | |||||||||||||||
Valuation Allowance for Deferred Tax Assets | 202,189 | (569 | ) | — | (28,788 | )(a) | 172,832 | ||||||||||||||
(a) | Primarily represents the valuation allowance released as a result of the utilization, and in 2012, the utilization and expiration, of net operating loss carryforwards generated by excess tax benefits of stock-based awards. |
Background_and_Basis_of_Presen1
Background and Basis of Presentation (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Background | ' | ||||||||||||
Background | |||||||||||||
WebMD Health Corp. (the “Company” or “WebMD”) is a Delaware corporation that was incorporated on May 3, 2005. The Company completed an initial public offering on September 28, 2005. The Company’s Common Stock trades under the symbol “WBMD” on the Nasdaq Global Select Market. From the completion of the initial public offering through the completion of the Company’s merger with HLTH Corporation (“HLTH”) on October 23, 2009 (the “Merger”), the Company was more than 80% owned by HLTH. On October 23, 2009, the Merger was completed, with HLTH merging into WebMD and WebMD continuing as the surviving corporation. | |||||||||||||
The Company provides health information services to consumers, physicians and other healthcare professionals, private and governmental employers and health plans through its public and private online portals, mobile platforms and health-focused publications. The WebMD Health Network includes: www.WebMD.com, the Company’s primary public portal for consumers and related mobile services; www.Medscape.com, the Company’s primary public portal for physicians and other healthcare professionals and related mobile services; and other sites through which the Company provides branded content. The Company’s services for consumers enable them to obtain information on health and wellness topics or on a particular disease or condition, to assess their personal health status, to use online trackers, tools and quizzes, to locate physicians, to receive periodic e-mailed newsletters and alerts on topics of individual interest, and to participate in online communities with peers and experts. The Company’s services for physicians and healthcare professionals make it easier for them to access clinical reference sources, stay abreast of the latest clinical information, learn about new treatment options, earn continuing medical education (“CME”) credit and communicate with peers. The Company does not charge any usage, membership or download fees for access to its public portals or mobile platforms. The Company generates revenue from its public portals and mobile platforms primarily through the sale of various types of advertising and sponsorship programs to its clients, which include: pharmaceutical, biotechnology and medical device companies; hospitals, clinics and other healthcare services companies; health insurance providers; consumer products companies whose products or services relate to health, wellness, diet, fitness, lifestyle, safety and illness prevention; and various other businesses, organizations and governmental entities. Advertisers and sponsors use the Company’s services to reach, educate and inform target audiences of consumers, physicians and other healthcare professionals. The Company also generates revenue from advertising sold in WebMD Magazine, a consumer magazine distributed to physician office waiting rooms. In addition, the Company generates revenue from the sale of certain information products. The Company’s private portals are a cloud-based population health management platform, hosted by the Company and provided to private and governmental employers and health plans for use by their employees and plan participants. The Company markets these private portals and related services under the WebMD Health Services brand. The WebMD Health Services platform enables employers and health plans to provide their employees and plan participants with access to personalized health and benefit information and decision-support tools that help them to make more informed benefit, treatment and provider decisions and motivate them to make healthier lifestyle choices. The Company also provides telephonic, online and onsite health coaching and targeted condition management programs for use by its private portals clients’ employees and plan participants to help them achieve their wellness goals. The Company generates revenue from subscriptions to its WebMD Health Services platform by employers and health plans, either directly or through its distributors. WebMD offers its health coaching services and its condition management programs on a per-participant basis. | |||||||||||||
Basis of Presentation | ' | ||||||||||||
Basis of Presentation | |||||||||||||
The accompanying Consolidated Financial Statements include the consolidated accounts of the Company and its majority-owned subsidiaries and have been prepared in United States dollars, and in accordance with U.S. generally accepted accounting principles (“GAAP”). The results of operations for companies acquired or disposed of are included in the Consolidated Financial Statements from the effective date of acquisition or up to the date of disposal. All material intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||
Accounting Estimates | ' | ||||||||||||
Accounting Estimates | |||||||||||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. The Company bases its estimates on historical experience, current business factors, and various other assumptions that the Company believes are necessary to consider to form a basis for making judgments about the carrying values of assets and liabilities, the recorded amounts of revenue and expenses, and the disclosure of contingent assets and liabilities. The Company is subject to uncertainties such as the impact of future events, economic and political factors, and changes in the Company’s business environment; therefore, actual results could differ from these estimates. Accordingly, the accounting estimates used in the preparation of the Company’s financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. Changes in estimates are made when circumstances warrant. Such changes in estimates and refinements in estimation methodologies are reflected in reported results of operations; if material, the effects of changes in estimates are disclosed in the notes to the Consolidated Financial Statements. Significant estimates and assumptions by management affect the allowance for doubtful accounts, the carrying value of long-lived assets (including goodwill and intangible assets), the amortization period of long-lived assets (excluding goodwill and indefinite-lived intangible assets), the carrying value, capitalization and amortization of software and Website development costs, the carrying value of investments, the provision for income taxes and related deferred tax accounts, certain accrued liabilities, revenue recognition, contingencies, litigation and related legal accruals and the value attributed to employee stock options and other stock-based awards. | |||||||||||||
Seasonality | ' | ||||||||||||
Seasonality | |||||||||||||
The timing of the Company’s revenue is affected by seasonal factors. The Company’s public portal advertising and sponsorship revenue is seasonal, primarily due to the annual spending patterns of the advertising and sponsorship clients of the Company’s public portals. This portion of the Company’s revenue is usually the lowest in the first quarter of each calendar year, and generally increases during each consecutive quarter throughout the year. The timing of revenue in relation to the Company’s expenses, many of which do not vary directly with revenue, has an impact on cost of operations, sales and marketing, and general and administrative expenses as a percentage of revenue in each calendar quarter. | |||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||
Cash and Cash Equivalents | |||||||||||||
All highly liquid investments with an original maturity from the date of purchase of three months or less are considered to be cash equivalents. These investments are stated at cost, which approximates market. The Company’s cash and cash equivalents are generally invested in various money market accounts. | |||||||||||||
Fair Value | ' | ||||||||||||
Fair Value | |||||||||||||
The carrying amount of cash and cash equivalents, accounts receivable, accrued expenses and deferred revenue is deemed to approximate fair value due to the immediate or short-term maturity of these financial instruments. See Note 12 for further information on the fair value of the Company’s investments. | |||||||||||||
Allowance for Doubtful Accounts | ' | ||||||||||||
Allowance for Doubtful Accounts | |||||||||||||
The allowance for doubtful accounts receivable reflects the Company’s best estimate of losses inherent in the Company’s receivable portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other currently available evidence. | |||||||||||||
Long-Lived Assets | ' | ||||||||||||
Long-Lived Assets | |||||||||||||
Property and Equipment | |||||||||||||
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. The useful lives are generally as follows: | |||||||||||||
Computer equipment | 3 to 5 years | ||||||||||||
Office equipment, furniture and fixtures | 4 to 7 years | ||||||||||||
Software | 3 to 5 years | ||||||||||||
Building and improvements | Up to 40 years | ||||||||||||
Website development costs | 3 years | ||||||||||||
Leasehold improvements | Shorter of useful life or lease term | ||||||||||||
Expenditures for maintenance, repair and renewals of minor items are charged to expense as incurred. Major improvements are capitalized. | |||||||||||||
Goodwill and Intangible Assets | |||||||||||||
Goodwill and intangible assets result from business combinations accounted for under the acquisition method. Goodwill and other intangible assets with indefinite lives are not amortized and are subjected to impairment review by applying fair value based tests. Intangible assets with definite lives are amortized on a straight-line basis over the individually estimated useful lives of the related assets as follows: | |||||||||||||
Content | 3 to 5 years | ||||||||||||
Customer relationships | 5 to 12 years | ||||||||||||
Acquired technology and patents | 3 years | ||||||||||||
Trade names | Up to 10 years | ||||||||||||
Recoverability | |||||||||||||
The Company reviews the carrying value of goodwill and indefinite-lived intangible assets annually and whenever indicators of impairment are present. The Company tests goodwill for impairment at the reporting unit level only when, after completing a qualitative analysis, it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying value. Fair value is determined using an income approach valuation. A reporting unit is defined as an operating segment or one level below an operating segment. | |||||||||||||
Long-lived assets used in operations are reviewed for impairment whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. For long-lived assets to be held and used, the Company recognizes an impairment loss only if its carrying amount is not recoverable through its undiscounted cash flows and measures the impairment loss based on the difference between the carrying amount and the fair value. Long-lived assets held for sale are reported at the lower of cost or fair value less costs to sell. | |||||||||||||
Based on the Company’s analysis, there was no impairment of goodwill and indefinite-lived intangible assets of any of the Company’s continuing operations during the years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Internal Use Software | ' | ||||||||||||
Internal Use Software | |||||||||||||
Software development costs that are incurred in the preliminary project stage are expensed as incurred. Once certain criteria have been met, direct costs incurred in developing or obtaining computer software are capitalized. The Company capitalized $9,085 and $5,471 during the years ended December 31, 2013 and 2012, respectively. Capitalized internal use software development costs are included in property and equipment in the accompanying consolidated balance sheets. Training and data conversion costs are expensed as incurred. Capitalized software costs are depreciated over a three-year period. Depreciation expense related to internal use software was $5,070, $6,223 and $6,224 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Website Development Costs | ' | ||||||||||||
Website Development Costs | |||||||||||||
Costs related to the planning and post implementation phases of WebMD’s Website development efforts, as well as minor enhancements and maintenance, are expensed as incurred. Direct costs incurred in the development phase are capitalized. The Company capitalized $7,428 and $6,787 during the years ended December 31, 2013 and 2012, respectively. These capitalized costs are included in property and equipment in the accompanying consolidated balance sheets and are depreciated over a three-year period. Depreciation expense related to Website development costs was $5,696, $4,998 and $5,230 during the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Restricted Cash | ' | ||||||||||||
Restricted Cash | |||||||||||||
The Company’s restricted cash primarily relates to collateral for letters of credit obtained to support the Company’s operations. Total restricted cash was $1,730 as of both December 31, 2013 and 2012 and is included in other assets in the accompanying consolidated balance sheets. | |||||||||||||
Deferred Charges | ' | ||||||||||||
Deferred Charges | |||||||||||||
Other assets includes costs associated with the issuance of the Company’s convertible notes that are amortized to interest expense in the accompanying consolidated statements of operations, using the effective interest method over the period from issuance through the earliest date on which holders can demand redemption. During the year ended December 31, 2011, the Company capitalized issuance costs of $12,655 and $12,595, related to the issuance of its 2.50% Convertible Notes due 2018 (the “2.50% Notes”) and its 2.25% Convertible Notes due 2016 (the “2.25% Notes”), respectively. Additionally, during the year ended December 31, 2013, the Company capitalized $8,177 of issuance costs in connection with the 2013 issuance of its 1.50% Convertible Notes due 2020 (the “1.50% Notes”). The aggregate amortization of these issuance costs, which is included within interest expense in the accompanying statements of operations, was $4,192, $4,326 and $3,758 for the years ended December 31, 2013, 2012 and 2011, respectively. During the year ended December 31, 2013, the Company wrote off issuance costs of $2,285 in connection with the repurchase of a portion of its 2.25% Notes. As of December 31, 2013 and 2012, there were $18,866 and $17,166, respectively, of unamortized issuance costs included in other assets within the accompanying consolidated balance sheets. | |||||||||||||
Deferred Revenue | ' | ||||||||||||
Deferred Revenue | |||||||||||||
Deferred revenue consists of invoices sent to customers or payments received from customers, in advance of revenue recognition and is recognized as the revenue recognition criteria are met. Deferred revenue is influenced by several factors, including the timing of invoices to our customers and the timing of payments received from our customers in relation to the timing of the revenue recognition for the related customer contract. Deferred revenue at each balance sheet date is expected to be recognized during the succeeding twelve month period and is therefore classified as a current liability within the accompanying balance sheets. | |||||||||||||
Leases | ' | ||||||||||||
Leases | |||||||||||||
The Company recognizes rent expense on a straight-line basis, including predetermined fixed escalations, over the initial lease term including reasonably assured renewal periods, net of lease incentives, from the time that the Company controls the leased property. Leasehold improvements made at the inception of the lease are amortized over the shorter of the useful life of the asset or the lease term. Lease incentives are recorded as a deferred credit and recognized as a reduction to rent expense on a straight-line basis over the lease term as described above. | |||||||||||||
Presentation of Segment Information | ' | ||||||||||||
Presentation of Segment Information | |||||||||||||
The Company generates its revenue through its public and private portals. Discrete financial information related to a measure of profit or loss for these two revenue streams is not available as they leverage many common expenses, and the Company does not separately allocate these common expenses in assessing the performance of its business. Accordingly, the Company views its business as one reportable operating segment. | |||||||||||||
The following table presents the revenues recognized related to the Company’s public portals and private portals: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Public portal advertising and sponsorship | $ | 433,182 | $ | 391,339 | $ | 477,325 | |||||||
Private portal services | 82,111 | 78,527 | 81,450 | ||||||||||
$ | 515,293 | $ | 469,866 | $ | 558,775 | ||||||||
The Company’s revenue is principally generated in the United States. An adverse change in economic conditions in the United States could negatively affect the Company’s revenue and results of operations. The Company recorded revenue from foreign customers of $31,340, $24,206 and $14,679 during the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Sales, Use and Value Added Tax | ' | ||||||||||||
Sales, Use and Value Added Tax | |||||||||||||
The Company excludes sales, use and value added tax from revenue in the accompanying consolidated statements of operations. | |||||||||||||
Advertising Costs | ' | ||||||||||||
Advertising Costs | |||||||||||||
Advertising costs are generally expensed as incurred and totaled $5,174, $2,798 and $3,405 in 2013, 2012 and 2011, respectively. | |||||||||||||
Foreign Currency | ' | ||||||||||||
Foreign Currency | |||||||||||||
The functional currency of the Company’s foreign operations is the U.S. dollar. Fluctuations in foreign dollar monetary assets and liabilities result in gains or losses which are credited or charged to income. Foreign currency transactional gains or losses are also credited or charged to income. | |||||||||||||
Concentration of Credit Risk | ' | ||||||||||||
Concentration of Credit Risk | |||||||||||||
None of the Company’s customers individually accounted for more than 10% of the Company’s revenue in 2013, 2012 or 2011 or more than 10% of the Company’s accounts receivable as of December 31, 2013 or 2012. | |||||||||||||
Loss Contingencies | ' | ||||||||||||
Loss Contingencies | |||||||||||||
The Company accounts for loss contingencies in accordance with FASB ASC No. 450, “Contingencies.” Under ASC No. 450, accruals for loss contingencies are recorded when both (i) the information available indicates that it is probable that a liability has been incurred and (ii) the amount of the loss can be reasonably estimated. The Company records adjustments to these accruals to reflect the status of negotiations, settlements, advice of counsel and other information and events related to an individual matter. | |||||||||||||
Income Taxes | ' | ||||||||||||
Income Taxes | |||||||||||||
Deferred income taxes are recognized for the future tax consequence of differences between the tax and financial reporting basis of assets and liabilities at each reporting period. A valuation allowance is established to reduce deferred tax assets to the amount expected to be realized. | |||||||||||||
Tax contingencies are recorded to address potential exposure involving tax positions the Company has taken that could be challenged by tax authorities. These potential exposures result from applications of various statutes, rules, regulations and interpretations. The Company’s estimates of tax contingencies contain assumptions and judgments about potential actions by taxing jurisdictions. The Company reflects interest and penalties related to uncertain tax positions as part of the income tax provision (benefit) in the accompanying consolidated statements of operations. | |||||||||||||
Accounting for Stock-Based Compensation | ' | ||||||||||||
Accounting for Stock-Based Compensation | |||||||||||||
Stock-based compensation expense for all share-based payment awards granted is determined based on the grant-date fair value. The grant-date fair value for stock options is estimated using the Black-Scholes Option Pricing Model. The Company recognizes these compensation costs net of an estimated forfeiture rate on a straight-line basis over the requisite service period of the award, which is generally the vesting term of the share-based payment awards. | |||||||||||||
Revenue Recognition | ' | ||||||||||||
Revenue Recognition | |||||||||||||
Revenue from advertising is recognized as advertisements are delivered or as publications are distributed. Revenue from sponsorship arrangements, content syndication and distribution arrangements, information services and subscriptions to healthcare management tools and private portals as well as related health coaching services are recognized ratably over the term of the applicable agreement. Revenue from the sponsorship of CME is recognized over the period the Company substantially completes its contractual deliverables as determined by the applicable agreements. | |||||||||||||
Contracts that contain multiple deliverables are subject to Accounting Standards Update No. 2009-13 Multiple-Deliverable Revenue Arrangements (“ASU 2009-13”). ASU 2009-13 requires the allocation of revenue to each deliverable of multiple-deliverable revenue arrangements, based on the relative selling price of each deliverable. It also defines the level of evidence of selling price required to separate deliverables and allows a company to make its best estimate of the selling price of deliverables when more objective evidence of selling price is not available. | |||||||||||||
Pursuant to the guidance of ASU 2009-13, when a sales arrangement contains multiple deliverables, the Company allocates revenue to each deliverable based on relative selling price. The selling price for a deliverable is based on vendor-specific objective evidence (“VSOE”) if available, third-party evidence (“TPE”) if VSOE is not available, or best estimate of selling price if neither VSOE nor TPE is available. The Company then recognizes revenue on each deliverable in accordance with its revenue recognition policies over the period that delivery occurs. VSOE of selling price is based on the price charged when the deliverable is sold separately. In determining VSOE, the Company requires that a substantial majority of the selling prices fall within a reasonable range based on historical pricing trends for specific products and services. TPE is based on competitor prices of similar deliverables when sold separately. The Company is not able to determine TPE of selling price as it is unable to reliably determine what competitors’ selling prices are for comparable services, combined with the fact that its services often contain unique features and customizations such that comparable services do not exist. The determination of best estimate of selling price is a judgmental process that considers multiple factors including, but not limited to, recent selling prices and related discounting practices for each service, market conditions, customer classes, sales channels and other factors. | |||||||||||||
Net Income (Loss) Per Common Share | ' | ||||||||||||
Net Income (Loss) Per Common Share | |||||||||||||
Basic income (loss) per common share has been computed using the weighted-average number of shares of Common Stock outstanding during the period, adjusted to give effect to participating non-vested restricted stock during the periods it was outstanding. Diluted income (loss) per common share has been computed using the weighted-average number of shares of Common Stock outstanding during the periods, increased to give effect to potentially dilutive securities and assumes that any dilutive convertible notes were converted, only in the periods in which such effect is dilutive (shares in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator: | |||||||||||||
Income (loss) from continuing operations | $ | 15,116 | $ | (23,087 | ) | $ | 64,188 | ||||||
Effect of participating non-vested restricted stock | — | — | (436 | ) | |||||||||
Income (loss) from continuing operations — Basic and Diluted | $ | 15,116 | $ | (23,087 | ) | $ | 63,752 | ||||||
Income from discontinued operations, net of tax | $ | — | $ | 2,743 | $ | 10,388 | |||||||
Effect of participating non-vested restricted stock | — | — | (71 | ) | |||||||||
Income from discontinued operations, net of tax — Basic and Diluted | $ | — | $ | 2,743 | $ | 10,317 | |||||||
Denominator: | |||||||||||||
Weighted-average shares — Basic | 46,830 | 50,862 | 57,356 | ||||||||||
Stock options and restricted stock | 1,568 | — | 1,768 | ||||||||||
Adjusted weighted-average shares after assumed conversions —Diluted | 48,398 | 50,862 | 59,124 | ||||||||||
Basic income (loss) per common share: | |||||||||||||
Income (loss) from continuing operations | $ | 0.32 | $ | (0.45 | ) | $ | 1.11 | ||||||
Income from discontinued operations | — | 0.05 | 0.18 | ||||||||||
Net income (loss) | $ | 0.32 | $ | (0.40 | ) | $ | 1.29 | ||||||
Diluted income (loss) per common share: | |||||||||||||
Income (loss) from continuing operations | $ | 0.31 | $ | (0.45 | ) | $ | 1.08 | ||||||
Income from discontinued operations | — | 0.05 | 0.17 | ||||||||||
Net income (loss) | $ | 0.31 | $ | (0.40 | ) | $ | 1.25 | ||||||
The Company has excluded its convertible notes, as well as certain outstanding stock options and restricted stock, from the calculation of diluted income (loss) per common share during the periods in which such securities were anti-dilutive. The following table presents the total weighted-average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share during the periods presented (shares in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Options and restricted stock | 5,744 | 12,291 | 3,420 | ||||||||||
1.50% Notes | 556 | — | — | ||||||||||
2.50% Notes | 6,148 | 6,108 | 5,881 | ||||||||||
2.25% Notes | 5,020 | 5,482 | 4,343 | ||||||||||
17,468 | 23,881 | 13,644 | |||||||||||
Discontinued Operations | ' | ||||||||||||
Discontinued Operations | |||||||||||||
The operating results of a business unit are reported as discontinued if its operations and cash flows can be clearly distinguished from the rest of the business, the operations have been sold or will be sold within a year, there will be no continuing involvement in the operation after the disposal date and certain other criteria are met. Significant judgments are involved in determining whether a business component meets the criteria for discontinued operation reporting and the period in which these criteria are met. | |||||||||||||
Reclassifications | ' | ||||||||||||
Reclassifications | |||||||||||||
Certain reclassifications have been made to the prior period financial statements to conform with the current period presentation. | |||||||||||||
Recent Accounting Pronouncements | ' | ||||||||||||
Recent Accounting Pronouncements | |||||||||||||
Accounting Pronouncement Adopted During 2013 | |||||||||||||
In July 2012, the Financial Accounting Standards Board (the “FASB”) issued an update to the existing guidance for impairment testing of indefinite-lived intangible assets, other than goodwill, similar to previously issued guidance for impairment testing of goodwill. The update simplifies how a company tests indefinite-lived intangible assets for impairment by allowing both public and nonpublic entities an option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of an indefinite-lived intangible asset is impaired. If an entity elects to perform a qualitative assessment and determines that an impairment is more likely than not, the entity is then required to perform the existing two-step quantitative impairment test, otherwise no further analysis is required. An entity may also elect not to perform the qualitative assessment and proceed directly to the two-step quantitative impairment test. The amendment is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, which for the Company was the first quarter of 2013. The adoption of this amendment did not have an impact on the Company’s financial condition, results of operations or cash flows. | |||||||||||||
Accounting Pronouncements to be Adopted in the Future | |||||||||||||
In July 2013, the FASB issued an update to existing guidance on the financial presentation of unrecognized tax benefits. The update provides that a liability related to an unrecognized tax benefit would be presented as a reduction of a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. This update is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013, which for the Company will be the first quarter of 2014. The adoption of this update is expected to have no impact on the Company’s financial condition, results of operations or cash flows. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Property and Equipment Estimated Useful Lives | ' | ||||||||||||
The useful lives are generally as follows: | |||||||||||||
Computer equipment | 3 to 5 years | ||||||||||||
Office equipment, furniture and fixtures | 4 to 7 years | ||||||||||||
Software | 3 to 5 years | ||||||||||||
Building and improvements | Up to 40 years | ||||||||||||
Website development costs | 3 years | ||||||||||||
Leasehold improvements | Shorter of useful life or lease term | ||||||||||||
Intangible Assets with Definite Lives are Amortized on Straight-Line Basis over Individually Estimated Useful Lives of Related Assets | ' | ||||||||||||
Intangible assets with definite lives are amortized on a straight-line basis over the individually estimated useful lives of the related assets as follows: | |||||||||||||
Content | 3 to 5 years | ||||||||||||
Customer relationships | 5 to 12 years | ||||||||||||
Acquired technology and patents | 3 years | ||||||||||||
Trade names | Up to 10 years | ||||||||||||
Summary of Revenues Relating to Public and Private Portals | ' | ||||||||||||
The following table presents the revenues recognized related to the Company’s public portals and private portals: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Public portal advertising and sponsorship | $ | 433,182 | $ | 391,339 | $ | 477,325 | |||||||
Private portal services | 82,111 | 78,527 | 81,450 | ||||||||||
$ | 515,293 | $ | 469,866 | $ | 558,775 | ||||||||
Schedule of Net (Loss) Income Per Common Shares | ' | ||||||||||||
Diluted income (loss) per common share has been computed using the weighted-average number of shares of Common Stock outstanding during the periods, increased to give effect to potentially dilutive securities and assumes that any dilutive convertible notes were converted, only in the periods in which such effect is dilutive (shares in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator: | |||||||||||||
Income (loss) from continuing operations | $ | 15,116 | $ | (23,087 | ) | $ | 64,188 | ||||||
Effect of participating non-vested restricted stock | — | — | (436 | ) | |||||||||
Income (loss) from continuing operations — Basic and Diluted | $ | 15,116 | $ | (23,087 | ) | $ | 63,752 | ||||||
Income from discontinued operations, net of tax | $ | — | $ | 2,743 | $ | 10,388 | |||||||
Effect of participating non-vested restricted stock | — | — | (71 | ) | |||||||||
Income from discontinued operations, net of tax — Basic and Diluted | $ | — | $ | 2,743 | $ | 10,317 | |||||||
Denominator: | |||||||||||||
Weighted-average shares — Basic | 46,830 | 50,862 | 57,356 | ||||||||||
Stock options and restricted stock | 1,568 | — | 1,768 | ||||||||||
Adjusted weighted-average shares after assumed conversions —Diluted | 48,398 | 50,862 | 59,124 | ||||||||||
Basic income (loss) per common share: | |||||||||||||
Income (loss) from continuing operations | $ | 0.32 | $ | (0.45 | ) | $ | 1.11 | ||||||
Income from discontinued operations | — | 0.05 | 0.18 | ||||||||||
Net income (loss) | $ | 0.32 | $ | (0.40 | ) | $ | 1.29 | ||||||
Diluted income (loss) per common share: | |||||||||||||
Income (loss) from continuing operations | $ | 0.31 | $ | (0.45 | ) | $ | 1.08 | ||||||
Income from discontinued operations | — | 0.05 | 0.17 | ||||||||||
Net income (loss) | $ | 0.31 | $ | (0.40 | ) | $ | 1.25 | ||||||
Weighted Average Number of Potentially Dilutive Common Shares Excluded from Computation of Diluted (Loss) Income Per Common Share | ' | ||||||||||||
The following table presents the total weighted average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share during the periods presented (shares in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Options and restricted stock | 5,744 | 12,291 | 3,420 | ||||||||||
1.50% Notes | 556 | — | — | ||||||||||
2.50% Notes | 6,148 | 6,108 | 5,881 | ||||||||||
2.25% Notes | 5,020 | 5,482 | 4,343 | ||||||||||
17,468 | 23,881 | 13,644 | |||||||||||
LongLived_Assets_Tables
Long-Lived Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||||||||||||||||||||||||||
Components of Property and Equipment | ' | ||||||||||||||||||||||||||||||||
Property and equipment consist of the following: | |||||||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||||||
Software | $ | 54,972 | $ | 45,981 | |||||||||||||||||||||||||||||
Computer equipment | 56,399 | 51,028 | |||||||||||||||||||||||||||||||
Web site development costs | 52,383 | 44,940 | |||||||||||||||||||||||||||||||
Leasehold improvements | 40,828 | 39,315 | |||||||||||||||||||||||||||||||
Office equipment, furniture and fixtures | 14,677 | 14,273 | |||||||||||||||||||||||||||||||
Land and buildings | 291 | 1,812 | |||||||||||||||||||||||||||||||
219,550 | 197,349 | ||||||||||||||||||||||||||||||||
Less: accumulated depreciation | (154,666 | ) | (130,745 | ) | |||||||||||||||||||||||||||||
Property and equipment, net | $ | 64,884 | $ | 66,604 | |||||||||||||||||||||||||||||
Schedule of Finite and Indefinite Lived Intangible Assets | ' | ||||||||||||||||||||||||||||||||
Intangible assets consist of the following: | |||||||||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||||||||||
Gross | Accumulated | Net | Weighted | Gross | Accumulated | Net | Weighted | ||||||||||||||||||||||||||
Carrying | Amortization | Average | Carrying | Amortization | Average | ||||||||||||||||||||||||||||
Amount | Remaining | Amount | Remaining | ||||||||||||||||||||||||||||||
Useful Life(a) | Useful Life(a) | ||||||||||||||||||||||||||||||||
Content | $ | 15,954 | $ | (15,954 | ) | $ | — | — | $ | 15,954 | $ | (15,954 | ) | $ | — | — | |||||||||||||||||
Customer relationships | 34,057 | (25,035 | ) | 9,022 | 4.5 | 34,057 | (22,943 | ) | 11,114 | 5.5 | |||||||||||||||||||||||
Technology and patents | 14,700 | (14,700 | ) | — | — | 14,700 | (14,700 | ) | — | — | |||||||||||||||||||||||
Trade names-definite lives | 2,530 | (2,182 | ) | 348 | 2 | 2,530 | (2,003 | ) | 527 | 3 | |||||||||||||||||||||||
Trade names-indefinite lives | 4,464 | — | 4,464 | n/a | 4,464 | — | 4,464 | n/a | |||||||||||||||||||||||||
Total | $ | 71,705 | $ | (57,871 | ) | $ | 13,834 | $ | 71,705 | $ | (55,600 | ) | $ | 16,105 | |||||||||||||||||||
(a) | The calculation of the weighted average remaining useful life is based on the net book value and the remaining amortization period of each respective intangible asset. | ||||||||||||||||||||||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | ' | ||||||||||||||||||||||||||||||||
Future amortization expense for intangible assets is estimated to be: | |||||||||||||||||||||||||||||||||
Year Ending December 31: | |||||||||||||||||||||||||||||||||
2014 | $ | 2,271 | |||||||||||||||||||||||||||||||
2015 | $ | 2,261 | |||||||||||||||||||||||||||||||
2016 | $ | 2,059 | |||||||||||||||||||||||||||||||
2017 | $ | 1,513 | |||||||||||||||||||||||||||||||
2018 | $ | 1,266 |
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Components of Accrued Expenses | ' | ||||||||
Accrued expenses consist of the following: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accrued compensation | $ | 39,346 | $ | 31,220 | |||||
Accrued restructuring | 146 | 7,534 | |||||||
Accrued outside services | 7,805 | 5,373 | |||||||
Accrued marketing and distribution | 5,638 | 3,814 | |||||||
Accrued interest | 6,010 | 6,417 | |||||||
Other accrued liabilities | 14,794 | 9,898 | |||||||
$ | 73,739 | $ | 64,256 | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Minimum Lease Commitments | ' | ||||
Future minimum lease commitments under non-cancelable lease agreements at December 31, 2013 were as follows: | |||||
Years Ending December 31, | |||||
2014 | $ | 11,110 | |||
2015 | 10,766 | ||||
2016 | 7,180 | ||||
2017 | 7,278 | ||||
2018 | 7,277 | ||||
Thereafter | 20,576 | ||||
Total minimum lease payments | $ | 64,187 | |||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity | ' | ||||||||||||||||||||||||
The following table summarizes stock option activity for the Plans: | |||||||||||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||||||||||
Average Exercise | Average | Intrinsic Value(1) | |||||||||||||||||||||||
Price Per Share | Remaining | ||||||||||||||||||||||||
Contractual | |||||||||||||||||||||||||
Life (In Years) | |||||||||||||||||||||||||
Outstanding at January 1, 2011 | 10,227,755 | $ | 30.79 | ||||||||||||||||||||||
Granted | 3,267,150 | 36.02 | |||||||||||||||||||||||
Exercised | (1,530,318 | ) | 26.91 | ||||||||||||||||||||||
Cancelled | (910,206 | ) | 35.81 | ||||||||||||||||||||||
Outstanding at December 31, 2011 | 11,054,381 | 32.46 | |||||||||||||||||||||||
Granted | 4,888,600 | 18.42 | |||||||||||||||||||||||
Exercised | (195,377 | ) | 22.8 | ||||||||||||||||||||||
Cancelled | (2,446,916 | ) | 38.96 | ||||||||||||||||||||||
Outstanding at December 31, 2012 | 13,300,688 | 26.24 | |||||||||||||||||||||||
Granted | 2,844,500 | 33.64 | |||||||||||||||||||||||
Exercised | (2,695,600 | ) | 20.9 | ||||||||||||||||||||||
Cancelled | (2,020,309 | ) | 27.5 | ||||||||||||||||||||||
Outstanding at December 31, 2013 | 11,429,279 | $ | 29.12 | 7 | $ | 129,763 | |||||||||||||||||||
Vested and exercisable at the end of the period | 5,407,188 | $ | 29.37 | 5.4 | $ | 63,415 | |||||||||||||||||||
-1 | The aggregate intrinsic value is based on the market price of the Company’s Common Stock on December 31, 2013, which was $39.50, less the applicable exercise price of the underlying option. This aggregate intrinsic value represents the amount that would have been realized if all the option holders had exercised their options on December 31, 2013. | ||||||||||||||||||||||||
Summarized Information with Respect to Options Outstanding and Options Exercisable | ' | ||||||||||||||||||||||||
The following table summarizes information with respect to options outstanding and options exercisable at December 31, 2013: | |||||||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||||||
Exercise Prices | Shares | Weighted | Weighted | Shares | Weighted | ||||||||||||||||||||
Average Exercise | Average | Average | |||||||||||||||||||||||
Price Per Share | Remaining | Exercise Price | |||||||||||||||||||||||
Contractual | Per Share | ||||||||||||||||||||||||
Life (In Years) | |||||||||||||||||||||||||
$13.15 | 1,561,000 | $ | 13.15 | 8.7 | 576,000 | $ | 13.15 | ||||||||||||||||||
$13.37-$22.22 | 888,749 | 18.57 | 6.4 | 498,149 | 20.01 | ||||||||||||||||||||
$22.40-$23.59 | 968,911 | 22.66 | 6 | 180,036 | 22.88 | ||||||||||||||||||||
$23.61 | 1,196,140 | 23.61 | 4.9 | 1,196,140 | 23.61 | ||||||||||||||||||||
$23.66-$29.27 | 953,086 | 27.02 | 5.3 | 612,360 | 26.83 | ||||||||||||||||||||
$29.44-$30.00 | 1,144,395 | 29.73 | 7.6 | 529,595 | 29.71 | ||||||||||||||||||||
$30.03-$33.97 | 1,240,071 | 32.57 | 8.2 | 347,621 | 31.68 | ||||||||||||||||||||
$34.07-$38.60 | 871,713 | 36.63 | 7.5 | 374,738 | 37.24 | ||||||||||||||||||||
$38.65-$39.77 | 1,322,075 | 39.09 | 9.7 | 67,600 | 39.23 | ||||||||||||||||||||
$40.02-$49.95 | 900,985 | 45.67 | 4.5 | 752,196 | 45.54 | ||||||||||||||||||||
$50.12-$92.61 | 382,154 | 54.1 | 5.9 | 272,753 | 54.44 | ||||||||||||||||||||
11,429,279 | $ | 29.12 | 7 | 5,407,188 | $ | 29.37 | |||||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | ' | ||||||||||||||||||||||||
The risk-free rate is based on the U.S. Treasury yield curve for periods equal to the expected term of the options on the grant date. | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||||||||||
Expected volatility | 0.43-0.48 | 0.42-0.46 | 0.30-0.42 | ||||||||||||||||||||||
Risk-free interest rate | 0.55%-1.62 | % | 0.52%-1.04 | % | 0.67%-2.33 | % | |||||||||||||||||||
Expected term (years) | 4.5-5.1 | 4.4-5.1 | 4.4-5.1 | ||||||||||||||||||||||
Weighted average fair value of options granted during the period | $ | 13.95 | $ | 6.96 | $ | 11.75 | |||||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock Awards, Activity | ' | ||||||||||||||||||||||||
The following table summarizes the activity of the Company’s Restricted Stock: | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Shares | Weighted | Shares | Weighted | Shares | Weighted | ||||||||||||||||||||
Average Grant | Average Grant | Average Grant | |||||||||||||||||||||||
Date Fair Value | Date Fair Value | Date Fair Value | |||||||||||||||||||||||
Balance at beginning of the year | 932,386 | $ | 31.69 | 1,205,333 | $ | 36.18 | 1,106,751 | $ | 33.13 | ||||||||||||||||
Granted | 812,000 | 32.65 | 339,800 | 20.64 | 570,367 | 38.73 | |||||||||||||||||||
Vested | (401,825 | ) | 32.57 | (413,372 | ) | 33.92 | (385,285 | ) | 31.24 | ||||||||||||||||
Forfeited | (157,600 | ) | 24.02 | (199,375 | ) | 35.53 | (86,500 | ) | 35.95 | ||||||||||||||||
Balance at the end of the year | 1,184,961 | $ | 33.07 | 932,386 | $ | 31.69 | 1,205,333 | $ | 36.18 | ||||||||||||||||
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ' | ||||||||||||||||||||||||
The following table summarizes the components and classification of stock-based compensation expense: | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Stock options | $ | 24,483 | $ | 31,593 | $ | 25,752 | |||||||||||||||||||
Restricted stock | 13,703 | 12,978 | 13,640 | ||||||||||||||||||||||
Other | 364 | 350 | 345 | ||||||||||||||||||||||
Total stock-based compensation expense | $ | 38,550 | $ | 44,921 | $ | 39,737 | |||||||||||||||||||
Included in: | |||||||||||||||||||||||||
Cost of operations | $ | 6,762 | $ | 8,160 | $ | 7,707 | |||||||||||||||||||
Sales and marketing | 8,395 | 8,201 | 9,079 | ||||||||||||||||||||||
General and administrative | 23,393 | 28,560 | 22,951 | ||||||||||||||||||||||
Total stock-based compensation expense | $ | 38,550 | $ | 44,921 | $ | 39,737 | |||||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Significant Components of the Company's Deferred Tax Assets (Liabilities) | ' | ||||||||||||
Significant components of the Company’s deferred tax assets (liabilities) were as follows: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Federal net operating loss carryforwards | $ | 105,323 | $ | 105,264 | |||||||||
State net operating loss carryforwards | 39,098 | 40,929 | |||||||||||
Capital losses | 6,016 | 6,048 | |||||||||||
Federal tax credits | 55,976 | 55,870 | |||||||||||
Accrued expenses | 16,748 | 24,523 | |||||||||||
Stock-based compensation | 26,946 | 27,394 | |||||||||||
Intangible assets | 4,596 | 6,074 | |||||||||||
Other | 3,932 | 4,076 | |||||||||||
Total deferred tax assets | 258,635 | 270,178 | |||||||||||
Valuation allowance | (174,592 | ) | (176,403 | ) | |||||||||
Net deferred tax assets | 84,043 | 93,775 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Property and equipment | (3,976 | ) | (2,680 | ) | |||||||||
Goodwill and indefinite-lived intangible asset | (27,645 | ) | (24,728 | ) | |||||||||
Total deferred tax liabilities | (31,621 | ) | (27,408 | ) | |||||||||
Net deferred tax assets | $ | 52,422 | $ | 66,367 | |||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Current deferred tax assets, net: | |||||||||||||
Current deferred tax assets, net of deferred tax liabilities | $ | 41,921 | $ | 29,732 | |||||||||
Valuation allowance | (28,301 | ) | (19,404 | ) | |||||||||
Current deferred tax assets, net | 13,620 | 10,328 | |||||||||||
Non-current deferred tax assets, net: | |||||||||||||
Non-current deferred tax assets, net of deferred tax liabilities | 185,093 | 213,038 | |||||||||||
Valuation allowance | (146,291 | ) | (156,999 | ) | |||||||||
Non-current deferred tax assets, net | 38,802 | 56,039 | |||||||||||
Net deferred tax assets | $ | 52,422 | $ | 66,367 | |||||||||
Income Tax Provision (Benefit) | ' | ||||||||||||
The income tax provision (benefit) was as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | (73 | ) | $ | (583 | ) | $ | 373 | |||||
State | 502 | 295 | 3,165 | ||||||||||
Foreign | 141 | 190 | 145 | ||||||||||
Current income tax provision (benefit) | 570 | (98 | ) | 3,683 | |||||||||
Deferred: | |||||||||||||
Federal | 10,683 | (325 | ) | 9,454 | |||||||||
State | 2,387 | (2,012 | ) | 4,242 | |||||||||
Deferred income tax provision (benefit) | 13,070 | (2,337 | ) | 13,696 | |||||||||
Reversal of valuation allowance applied to additional paid-in capital | — | 301 | 28,788 | ||||||||||
Total income tax provision (benefit) | $ | 13,640 | $ | (2,134 | ) | $ | 46,167 | ||||||
Reconciliation between the Federal Statutory Rate and the Effective Income Tax Rate | ' | ||||||||||||
The reconciliation between the federal statutory rate and the effective income tax rate is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
United States federal statutory rate | 35 | % | (35.0 | )% | 35 | % | |||||||
State income taxes (net of federal benefit) | 12.5 | (0.3 | ) | 5.2 | |||||||||
Valuation allowance | (6.4 | ) | 18.4 | (0.5 | ) | ||||||||
Non-deductible officer compensation | 3.6 | 8.7 | 1.8 | ||||||||||
Other | 2.7 | (0.3 | ) | 0.3 | |||||||||
Effective income tax rate | 47.4 | % | (8.5 | )% | 41.8 | % | |||||||
Activity of Unrecognized Tax Benefits, Excluding Accrued Interest and Penalties | ' | ||||||||||||
The following table summarizes the activity of unrecognized tax benefits, excluding accrued interest and penalties, for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance at the beginning of the year | $ | 13,949 | $ | 12,069 | $ | 12,869 | |||||||
Increases related to prior year tax positions | — | 757 | — | ||||||||||
Increases related to current year tax positions | — | 1,707 | — | ||||||||||
Decreases related to prior year tax positions | (532 | ) | — | (545 | ) | ||||||||
Expiration of the statute of limitations for the assessment of taxes | (25 | ) | (584 | ) | (255 | ) | |||||||
Balance at the end of the year | $ | 13,392 | $ | 13,949 | $ | 12,069 | |||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||||||
Financial Assets Measured and Recorded at Fair Value on Recurring Basis | ' | ||||||||||||||||||||||||||||
The following table sets forth the Company’s Level 1 financial assets that were measured and recorded at fair value on a recurring basis as of December 31, 2013 and 2012: | |||||||||||||||||||||||||||||
Fair Value | December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||||
Estimate Using: | Amortized | Fair Value | Gross | Amortized | Fair Value | Gross | |||||||||||||||||||||||
Cost Basis | Unrealized | Cost Basis | Unrealized | ||||||||||||||||||||||||||
Gains | Gains | ||||||||||||||||||||||||||||
Cash and cash equivalents | Level 1 | $ | 824,880 | $ | 824,880 | $ | — | $ | 991,835 | $ | 991,835 | $ | — | ||||||||||||||||
Reconciles of Beginning and Ending Balances of Level 3 Assets | ' | ||||||||||||||||||||||||||||
The following table reconciles the beginning and ending balances of the ARS Option during the years ended December 31, 2012 and 2011: | |||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||||||
Fair value as of the beginning of the period | $ | 1,195 | $ | 4,245 | |||||||||||||||||||||||||
Cash proceeds received | (9,269 | ) | (21,566 | ) | |||||||||||||||||||||||||
Gain included in earnings | 8,074 | 18,516 | |||||||||||||||||||||||||||
Fair value as of the end of the period | $ | — | $ | 1,195 | |||||||||||||||||||||||||
Carrying Value and Estimated Fair Value of Company's Convertible Notes that are Carried at Historical Cost | ' | ||||||||||||||||||||||||||||
The following table presents the carrying value and estimated fair value (based on Level 1 market price data) of the Company’s convertible notes that were carried at historical cost as of December 31, 2013 and 2012: | |||||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
2.25% Notes | $ | 252,232 | $ | 252,863 | $ | 400,000 | $ | 374,000 | |||||||||||||||||||||
2.50% Notes | 400,000 | 394,400 | 400,000 | 351,000 | |||||||||||||||||||||||||
1.50% Notes | 300,000 | 294,852 | — | — |
Other_Expense_Tables
Other Expense (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Other Income And Expenses [Abstract] | ' | ||||||||||||
Schedule of Other Nonoperating Expense | ' | ||||||||||||
Other expense consists of the following items: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Severance and recruitment expenses(a) | $ | 1,353 | $ | 2,297 | $ | — | |||||||
Transaction expenses(b) | — | — | 2,275 | ||||||||||
Legal expense(c) | — | — | 53 | ||||||||||
Other expense | $ | 1,353 | $ | 2,297 | $ | 2,328 | |||||||
(a) | For 2013, amount represents cash and related expenses due to the May 2013 departure of a Chief Executive Officer of the Company. For 2012, amount represents severance and related expenses due to the January 2012 departure of a Chief Executive Officer of the Company, and the related search and recruitment of his replacement during that period. | ||||||||||||
(b) | Represents transaction expenses, primarily consisting of legal fees related to the process conducted by the Board of Directors to explore strategic alternatives for the Company. | ||||||||||||
(c) | Represents the costs and expenses incurred by the Company related to the investigation by the United States Attorney for the District of South Carolina and the SEC and the related Coverage Litigation. |
Supplemental_Disclosures_of_Ca1
Supplemental Disclosures of Cash Flow Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||||||
Supplemental Disclosure of Cash Flow Information | ' | ||||||||||||
Supplemental information related to the consolidated statements of cash flows is summarized below: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Supplemental Disclosure of Cash Flow Information: | |||||||||||||
Interest paid | $ | 19,038 | $ | 19,000 | $ | 10,456 | |||||||
Taxes paid, net(a) | $ | 274 | $ | 785 | $ | 1,042 | |||||||
(a) | As the Company generally files its tax returns on a consolidated basis, taxes paid, net of refunds, includes all taxes paid by the Company, including those of the Company’s discontinued operations. |
Quarterly_Financial_Data_Unaud1
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Data | ' | ||||||||||||||||
The following table summarizes the quarterly financial data for 2013 and 2012. The per common share calculations for each of the quarters are based on the weighted-average number of common shares for each period; therefore, the sum of the quarters may not necessarily be equal to the full year per common share amount. | |||||||||||||||||
2013 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Revenue | $ | 112,762 | $ | 125,317 | $ | 130,937 | $ | 146,277 | |||||||||
Cost of operations | 46,943 | 51,596 | 53,438 | 57,763 | |||||||||||||
Sales and marketing | 30,933 | 31,422 | 32,561 | 33,081 | |||||||||||||
General and administrative | 23,534 | 24,282 | 22,689 | 22,715 | |||||||||||||
Depreciation and amortization | 6,853 | 6,635 | 6,552 | 6,566 | |||||||||||||
Interest income | 21 | 17 | 16 | 22 | |||||||||||||
Interest expense | 5,832 | 5,832 | 5,833 | 5,329 | |||||||||||||
Loss on convertible notes | — | — | 3,296 | 1,575 | |||||||||||||
Other expense | — | 1,353 | — | — | |||||||||||||
(Loss) income before income tax provision | (1,312 | ) | 4,214 | 6,584 | 19,270 | ||||||||||||
Income tax provision | 226 | 1,603 | 3,353 | 8,458 | |||||||||||||
Net (loss) income | $ | (1,538 | ) | $ | 2,611 | $ | 3,231 | $ | 10,812 | ||||||||
Net (loss) income per common share — Basic | $ | (0.03 | ) | $ | 0.05 | $ | 0.07 | $ | 0.27 | ||||||||
Net (loss) income per common share — Diluted | $ | (0.03 | ) | $ | 0.05 | $ | 0.06 | $ | 0.25 | ||||||||
Net (Loss) Income per Common Share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net (loss) income — Basic | $ | (1,538 | ) | $ | 2,611 | $ | 3,231 | $ | 10,812 | ||||||||
Interest expense on 1.50% Notes, net of tax | — | — | — | 326 | |||||||||||||
Net (loss) income — Diluted | $ | (1,538 | ) | $ | 2,611 | $ | 3,231 | $ | 11,138 | ||||||||
Denominator: | |||||||||||||||||
Weighted-average shares — Basic | 49,007 | 49,315 | 48,540 | 40,457 | |||||||||||||
Stock options and restricted stock | — | 1,610 | 2,054 | 2,192 | |||||||||||||
1.50% Notes | — | — | — | 2,223 | |||||||||||||
Adjusted weighted-average shares after assumed conversions — Diluted | 49,007 | 50,925 | 50,594 | 44,872 | |||||||||||||
2012 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Revenue | $ | 106,947 | $ | 112,668 | $ | 117,513 | $ | 132,738 | |||||||||
Cost of operations | 53,471 | 54,243 | 53,295 | 55,352 | |||||||||||||
Sales and marketing | 30,103 | 31,822 | 33,136 | 32,598 | |||||||||||||
General and administrative | 29,022 | 21,746 | 23,083 | 23,767 | |||||||||||||
Depreciation and amortization | 6,930 | 6,713 | 6,508 | 8,248 | |||||||||||||
Interest income | 11 | 34 | 19 | 22 | |||||||||||||
Interest expense | 5,836 | 5,832 | 5,832 | 5,834 | |||||||||||||
Gain on investments | 8,074 | — | — | — | |||||||||||||
Restructuring | — | — | — | 7,579 | |||||||||||||
Other expense | 1,200 | 1,097 | — | — | |||||||||||||
Loss from continuing operations before income tax (benefit) provision | (11,530 | ) | (8,751 | ) | (4,322 | ) | (618 | ) | |||||||||
Income tax (benefit) provision | (3,753 | ) | (2,649 | ) | (1,202 | ) | 5,470 | ||||||||||
Loss from continuing operations | (7,777 | ) | (6,102 | ) | (3,120 | ) | (6,088 | ) | |||||||||
Income from discontinued operations, net of tax | — | 508 | 2,235 | — | |||||||||||||
Net loss | $ | (7,777 | ) | $ | (5,594 | ) | $ | (885 | ) | $ | (6,088 | ) | |||||
Basic (loss) income per common share: | |||||||||||||||||
Loss from continuing operations | $ | (0.14 | ) | $ | (0.12 | ) | $ | (0.06 | ) | $ | (0.12 | ) | |||||
Income from discontinued operations | — | 0.01 | 0.04 | — | |||||||||||||
Net loss | $ | (0.14 | ) | $ | (0.11 | ) | $ | (0.02 | ) | $ | (0.12 | ) | |||||
Diluted (loss) income per common share: | |||||||||||||||||
Loss from continuing operations | $ | (0.14 | ) | $ | (0.12 | ) | $ | (0.06 | ) | $ | (0.12 | ) | |||||
Income from discontinued operations | — | 0.01 | 0.04 | — | |||||||||||||
Net loss | $ | (0.14 | ) | $ | (0.11 | ) | $ | (0.02 | ) | $ | (0.12 | ) | |||||
Net (Loss) Income per Common Share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Loss from continuing operations — Basic and Diluted | $ | (7,777 | ) | $ | (6,102 | ) | $ | (3,120 | ) | $ | (6,088 | ) | |||||
Income from discontinued operations, net of tax — Basic and Diluted | $ | — | $ | 508 | $ | 2,235 | $ | — | |||||||||
Denominator: | |||||||||||||||||
Weighted-average shares — Basic and Diluted | 55,769 | 49,615 | 49,021 | 49,041 | |||||||||||||
Background_and_Basis_of_Presen2
Background and Basis of Presentation - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Background And Basis Of Presentation [Line Items] | ' |
Sale of stock, percentage of ownership before transaction | 'More than 80% |
Minimum [Member] | ' |
Background And Basis Of Presentation [Line Items] | ' |
Percentage of ownership before sale of stock transaction | 80.00% |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Property and Equipment Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | Computer Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '3 years |
Minimum [Member] | Office Equipment, Furniture and Fixtures [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '4 years |
Minimum [Member] | Software [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '3 years |
Minimum [Member] | Leasehold Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | 'Shorter of useful life or lease term |
Maximum [Member] | Computer Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '5 years |
Maximum [Member] | Office Equipment, Furniture and Fixtures [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '7 years |
Maximum [Member] | Software [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '5 years |
Maximum [Member] | Building and Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '40 years |
Maximum [Member] | Website Development Costs [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, Useful life | '3 years |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Intangible Assets with Definite Lives are Amortized on Straight-Line Basis over Individually Estimated Useful Lives of Related Asset (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Content [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | ' | ' |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '4 years 6 months | '5 years 6 months |
Minimum [Member] | Content [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '3 years | ' |
Minimum [Member] | Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '5 years | ' |
Maximum [Member] | Content [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '5 years | ' |
Maximum [Member] | Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '12 years | ' |
Maximum [Member] | Acquired Technology and Patents [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '3 years | ' |
Maximum [Member] | Trade Names [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Useful Life | '10 years | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Jan. 11, 2011 | Dec. 31, 2013 | Dec. 31, 2011 | Mar. 14, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment | Foreign Country Customers [Member] | Foreign Country Customers [Member] | Foreign Country Customers [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 1.50% Convertible Notes Due 2020 [Member] | Software [Member] | Software [Member] | Software [Member] | Website Development Costs [Member] | Website Development Costs [Member] | Website Development Costs [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill and indefinite-lived intangible assets impairment charge | $0 | $0 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Computer Software Capitalized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,085 | 5,471 | ' | ' | ' | ' |
Depreciation expense | 24,335 | 24,505 | 24,174 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,070 | 6,223 | 6,224 | 5,696 | 4,998 | 5,230 |
Capitalized Web Development Cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,428 | 6,787 | ' |
Restricted cash | 1,730 | 1,730 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance costs capitalized | ' | ' | ' | ' | ' | ' | 12,655 | ' | ' | 12,595 | ' | 8,177 | ' | ' | ' | ' | ' | ' |
Interest on convertible notes | ' | ' | ' | ' | ' | ' | 2.50% | 2.50% | 2.25% | 2.25% | 2.25% | 1.50% | ' | ' | ' | ' | ' | ' |
Debt instrument, Maturity date | ' | ' | ' | ' | ' | ' | '2018 | ' | ' | '2016 | ' | '2020 | ' | ' | ' | ' | ' | ' |
Amortization of debt issuance costs | 4,192 | 4,326 | 3,758 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized issuance cost | 18,866 | 17,166 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Wrote off issuance costs | ' | ' | ' | ' | ' | ' | ' | ' | 2,285 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reportable operating segment | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue from foreign customers | ' | ' | ' | 31,340 | 24,206 | 14,679 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advertising Expense | $5,174 | $2,798 | $3,405 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Summary of Revenues Relating to Public and Private Portals (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Summary of revenues relating to public and private portal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $146,277 | $130,937 | $125,317 | $112,762 | $132,738 | $117,513 | $112,668 | $106,947 | $515,293 | $469,866 | $558,775 |
Public Portal Advertising and Sponsorship [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary of revenues relating to public and private portal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 433,182 | 391,339 | 477,325 |
Private Portal Services [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary of revenues relating to public and private portal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | $82,111 | $78,527 | $81,450 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Net Income Per Common Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations | ' | ' | ' | ' | ($6,088) | ($3,120) | ($6,102) | ($7,777) | $15,116 | ($23,087) | $64,188 |
Income (loss) from continuing operations - Basic and Diluted | ' | ' | ' | ' | ' | ' | ' | ' | 15,116 | -23,087 | 64,188 |
Income from discontinued operations, net of tax | ' | ' | ' | ' | ' | 2,235 | 508 | ' | ' | 2,743 | 10,388 |
Income from discontinued operations, net of tax - Basic and Diluted | ' | ' | ' | ' | ' | 2,235 | 508 | ' | ' | 2,743 | 10,317 |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average shares - Basic | 40,457 | 48,540 | 49,315 | 49,007 | ' | ' | ' | ' | 46,830 | 50,862 | 57,356 |
Employee stock options and restricted stock | 2,192 | 2,054 | 1,610 | ' | ' | ' | ' | ' | 1,568 | ' | 1,768 |
Adjusted weighted-average shares after assumed conversions - Diluted | 44,872 | 50,594 | 50,925 | 49,007 | 49,041 | 49,021 | 49,615 | 55,769 | 48,398 | 50,862 | 59,124 |
Basic income (loss) per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations | $0.27 | $0.07 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.32 | ($0.45) | $1.11 |
Income from discontinued operations | ' | ' | ' | ' | ' | $0.04 | $0.01 | ' | ' | $0.05 | $0.18 |
Net income (loss) | ' | ' | ' | ' | ($0.12) | ($0.02) | ($0.11) | ($0.14) | $0.32 | ($0.40) | $1.29 |
Diluted income (loss) per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations | $0.25 | $0.06 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.31 | ($0.45) | $1.08 |
Income from discontinued operations | ' | ' | ' | ' | ' | $0.04 | $0.01 | ' | ' | $0.05 | $0.17 |
Net income (loss) | ' | ' | ' | ' | ($0.12) | ($0.02) | ($0.11) | ($0.14) | $0.31 | ($0.40) | $1.25 |
Continuing Operations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effect of participating non-vested restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -436 |
Effect of participating non-vested restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -436 |
Discontinued Operations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effect of participating non-vested restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -71 |
Effect of participating non-vested restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($71) |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Weighted Average Number of Potentially Dilutive Common Shares Excluded from Computation of Diluted (Loss) Income Per Common Share (Detail) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Weighted average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share | 17,468 | 23,881 | 13,644 |
Options and Restricted Stock [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Weighted average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share | 5,744 | 12,291 | 3,420 |
1.50% Convertible Notes Due 2020 [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Weighted average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share | 556 | ' | ' |
2.50% Convertible Notes Due 2018 [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Weighted average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share | 6,148 | 6,108 | 5,881 |
2.25% Convertible Notes Due 2016 [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Weighted average number of potentially dilutive common shares that were excluded from the computation of diluted income (loss) per common share | 5,020 | 5,482 | 4,343 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 36 Months Ended | 12 Months Ended | ||||||||
In Thousands, unless otherwise specified | Sep. 30, 2012 | Jun. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2011 | Oct. 19, 2009 | Dec. 31, 2011 |
United States Department of Justice [Member] | Emdeon Practice Services [Member] | Emdeon Practice Services [Member] | Emdeon Practice Services [Member] | Emdeon Practice Services [Member] | Porex [Member] | Porex [Member] | Porex [Member] | |||||
Defendant | Discontinued Operations [Member] | |||||||||||
Officers | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Indemnification obligations, initial number of former officers and directors | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' |
Indemnification obligations, subsequent number of former officers and directors | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' |
Number of officers and directors found guilty | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' |
Number of defendants in South Carolina | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' |
Number of defendants in Florida | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' |
Pre-tax charge related to indemnification obligation from December,2007 to December,2009 | ' | ' | ' | ' | ' | $116,792 | ' | ' | ' | ' | ' | ' |
Loss contingency accrual, at carrying value | ' | ' | ' | ' | ' | ' | ' | 7,206 | ' | ' | ' | ' |
Certain reimbursements received from the company's insurance carriers | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' |
Consolidated income from discontinued operations, net of tax | 2,235 | 508 | 2,743 | 10,388 | 2,235 | ' | ' | ' | ' | 2,994 | ' | ' |
Amount received related to the "Investigation" | ' | ' | ' | ' | 3,600 | ' | ' | ' | ' | ' | ' | ' |
State tax refund | ' | ' | 508 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss contingency, estimate of possible loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,800 | ' |
Payments related to completion of audit | ' | ' | ' | ' | ' | ' | ' | ' | ' | 287 | ' | ' |
Remaining estimate of tax indemnification liability related to Porex included within liabilities of discontinued operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,506 |
Discontinued operation, description of material contingent liabilities remaining | ' | ' | ' | 'The Company agreed to indemnify Porex for certain tax matters, which were estimated by the Company to be approximately $4,800 | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible_Notes_Additional_I
Convertible Notes - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 26, 2013 | Dec. 31, 2013 | Nov. 26, 2013 | Jan. 05, 2011 | Jan. 11, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 11, 2011 | Apr. 04, 2012 | Dec. 31, 2013 | Mar. 14, 2011 | Mar. 08, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Mar. 14, 2011 | Sep. 11, 2013 | Apr. 04, 2012 | Dec. 31, 2013 |
One Point Five Zero Percent Senior Convertible Note [Member] | One Point Five Zero Percent Senior Convertible Note [Member] | One Point Five Zero Percent Senior Convertible Note [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 1.50% Convertible Notes Due 2020 [Member] | ||||||
Before Equitable Adjustment [Member] | Before Equitable Adjustment [Member] | After Equitable Adjustment [Member] | After Equitable Adjustment [Member] | Before Equitable Adjustment [Member] | After Equitable Adjustment [Member] | After Equitable Adjustment [Member] | ||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes due | ' | ' | ' | ' | ' | $300,000 | ' | ' | ' | $400,000 | ' | ' | ' | ' | ' | ' | $400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest on convertible notes | ' | ' | ' | ' | ' | 1.50% | ' | ' | ' | 2.50% | ' | ' | 2.50% | ' | ' | ' | 2.25% | ' | 2.25% | 2.25% | ' | 2.25% | ' | ' | ' | 1.50% |
Debt Instrument, Maturity Date | ' | ' | ' | ' | ' | 1-Dec-20 | ' | ' | ' | 31-Jan-18 | ' | ' | ' | ' | ' | ' | 31-Mar-16 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceed From sale of Notes | ' | ' | 291,823 | ' | 774,745 | 291,823 | ' | ' | ' | 387,345 | ' | ' | ' | ' | ' | ' | 387,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion rate of notes per thousand dollar of principal amount | ' | ' | ' | ' | ' | ' | ' | 18.9362 | ' | ' | ' | ' | ' | 15.122 | 15.3223 | 15.4764 | ' | ' | ' | ' | ' | ' | 13.5704 | 13.8884 | 13.7502 | ' |
Conversion price per share of common stock | ' | ' | ' | ' | ' | ' | ' | $52.81 | ' | ' | ' | ' | ' | $66.13 | $65.26 | $64.61 | ' | ' | ' | ' | ' | ' | $73.69 | $72 | $72.73 | ' |
Common Stock aggregate convertible | ' | ' | ' | ' | ' | ' | ' | 5,680,860 | ' | ' | ' | ' | ' | 6,048,800 | 6,128,920 | 6,190,560 | ' | ' | ' | 3,503,099 | ' | ' | 5,428,160 | 5,555,360 | 5,500,080 | ' |
Percentage of principal amount equal to repurchase price | 100.00% | ' | 100.00% | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | 100.00% | ' | ' | ' | ' | ' | ' |
Minimum Percentage of consideration received or to be received by holders of Common Stock for repurchase option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90.00% |
Cash paid to repurchase Common Stock | ' | ' | 220,298 | 26,331 | 241,263 | ' | ' | ' | 100,000 | 100,000 | ' | ' | ' | ' | ' | ' | 50,000 | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock repurchased, shares | ' | ' | ' | ' | ' | ' | ' | ' | 1,920,490 | 1,920,490 | ' | ' | ' | ' | ' | ' | 868,507 | 868,507 | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock repurchased, price per share | ' | ' | ' | ' | ' | ' | ' | ' | $52.07 | $52.07 | ' | ' | ' | ' | ' | ' | $57.57 | $57.57 | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount of debt repurchased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' |
Cash payment on repurchase of convertible debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 101,750 | ' | ' | ' | ' | ' | ' | ' |
Pre-tax gain (loss) on repurchase of notes | 1,575 | 3,296 | 4,871 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,871 | ' | ' | ' | ' | ' | ' | ' |
Convertible notes repurchased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47,768 | 47,768 | ' | ' | ' | ' | ' | ' |
Repurchased amount in cash open market | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 48,604 | 48,604 | ' | ' | ' | ' | ' | ' |
Principal amount repurchases remaining | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $400,000 | $400,000 | ' | ' | ' | ' | ' | ' | $252,232 | $252,232 | $400,000 | ' | ' | ' | ' | $300,000 |
Long_Lived_Assets_Components_o
Long - Lived Assets - Components of Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $219,550 | $197,349 |
Less: accumulated depreciation | -154,666 | -130,745 |
Property and equipment, net | 64,884 | 66,604 |
Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 54,972 | 45,981 |
Computer Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 56,399 | 51,028 |
Website Development Costs [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 52,383 | 44,940 |
Leasehold Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 40,828 | 39,315 |
Office Equipment, Furniture and Fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 14,677 | 14,273 |
Land and Building [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $291 | $1,812 |
LongLived_Assets_Additional_In
Long-Lived Assets - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Long Lived Assets [Abstract] | ' | ' | ' |
Depreciation expense | $24,335 | $24,505 | $24,174 |
Goodwill | 202,980 | 202,104 | ' |
Amortization expense | $2,271 | $3,894 | $2,627 |
Long_Lived_Assets_Schedule_of_
Long - Lived Assets - Schedule of Finite and Indefinite Lived Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Indefinite and Finite Lived Intangible Assets, Gross Carrying Amount | $71,705 | $71,705 |
Intangible Assets, Accumulated Amortization | -57,871 | -55,600 |
Indefinite and Finite Lived Intangible Assets, Net | 13,834 | 16,105 |
Content [Member] | ' | ' |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite Lived Intangible Assets, Gross Carrying Amount | 15,954 | 15,954 |
Intangible Assets, Accumulated Amortization | -15,954 | -15,954 |
Finite Lived Intangible Assets, Net | ' | ' |
Intangible Assets, Weighted Average Remaining Useful Life | ' | ' |
Customer Relationships [Member] | ' | ' |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite Lived Intangible Assets, Gross Carrying Amount | 34,057 | 34,057 |
Intangible Assets, Accumulated Amortization | -25,035 | -22,943 |
Finite Lived Intangible Assets, Net | 9,022 | 11,114 |
Intangible Assets, Weighted Average Remaining Useful Life | '4 years 6 months | '5 years 6 months |
Technology and Patents [Member] | ' | ' |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite Lived Intangible Assets, Gross Carrying Amount | 14,700 | 14,700 |
Intangible Assets, Accumulated Amortization | -14,700 | -14,700 |
Finite Lived Intangible Assets, Net | ' | ' |
Intangible Assets, Weighted Average Remaining Useful Life | ' | ' |
Trade Names-Definitive Lives [Member] | ' | ' |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite Lived Intangible Assets, Gross Carrying Amount | 2,530 | 2,530 |
Intangible Assets, Accumulated Amortization | -2,182 | -2,003 |
Finite Lived Intangible Assets, Net | 348 | 527 |
Intangible Assets, Weighted Average Remaining Useful Life | '2 years | '3 years |
Trade Names-Indefinite Lives [Member] | ' | ' |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Indefinite-lived Intangible Assets, Gross Carrying Amount | 4,464 | 4,464 |
Indefinite-lived Intangible Assets, Net | $4,464 | $4,464 |
Long_Lived_Assets_Schedule_of_1
Long - Lived Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Property Plant And Equipment Useful Life And Values [Abstract] | ' |
2014 | $2,271 |
2015 | 2,261 |
2016 | 2,059 |
2017 | 1,513 |
2018 | $1,266 |
Accrued_Expense_Components_of_
Accrued Expense - Components of Accrued Expense (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Accrued compensation | $39,346 | $31,220 |
Accrued restructuring | 146 | 7,534 |
Accrued outside services | 7,805 | 5,373 |
Accrued marketing and distribution | 5,638 | 3,814 |
Accrued interest | 6,010 | 6,417 |
Other accrued liabilities | 14,794 | 9,898 |
Accrued expenses | $73,739 | $64,256 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 0 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 27, 2013 | Aug. 14, 2013 | Dec. 31, 2013 | Oct. 25, 2012 | Oct. 25, 2012 |
New Hampshire Insurance Company [Member] | New Hampshire Insurance Company [Member] | Minimum [Member] | Maximum [Member] | |||||
National Jewish Health [Member] | National Jewish Health [Member] | |||||||
Contingencies And Commitments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Broker seeking recovery paid stop loss carrier under stop loss policy | ' | ' | ' | ' | $2,935 | ' | $8,000 | $10,000 |
Outstanding claims | ' | ' | ' | 1,965 | 1,965 | 2,935 | ' | ' |
Maximum amount of claims in dispute | 4,900 | ' | ' | ' | ' | ' | ' | ' |
Provision for claims in dispute | 0 | ' | ' | ' | ' | ' | ' | ' |
Recovery from outstanding | ' | ' | ' | ' | ' | 1,965 | ' | ' |
Rent expense for operating leases | 8,805 | 8,573 | 8,104 | ' | ' | ' | ' | ' |
Amount related to lease incentives and the difference between rent expense and the rental amount payable for leases | $12,279 | $13,545 | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Commitments (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $11,110 |
2015 | 10,766 |
2016 | 7,180 |
2017 | 7,278 |
2018 | 7,277 |
Thereafter | 20,576 |
Total minimum lease payments | $64,187 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Feb. 23, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Maximum number of shares of the Company's common stock | ' | 21,575,000 | ' | ' |
Common stock available for future grants | ' | 604,732 | ' | ' |
Stock options surrendered by certain Company's officers and directors | 960,600 | ' | ' | ' |
Weighted average strike price for stock options surrendered by certain Company's officers and directors | $46.85 | ' | ' | ' |
Share based compensation expense of options surrendered | ' | ' | $8,076 | ' |
Proceeds from exercise of stock options | ' | 29,724 | 827 | 28,339 |
Employee withholding tax paid | ' | 12,526 | 2,740 | 9,234 |
Combined value of Stock option exercised and restricted stocks vested | ' | 45,882 | 9,076 | 54,069 |
Stock-based compensation expense | ' | 38,550 | 44,921 | 39,737 |
Unrecognized stock-based compensation expense related to unvested awards | ' | 69,400 | ' | ' |
Period for recognition of unrecognized Stock based compensation expense | ' | '3 years | ' | ' |
Percentage of tax benefit attributable to stock-based compensation | ' | 39.00% | 39.00% | 39.00% |
Director [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | ' | $364 | $350 | $345 |
Stock Options [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Vesting dates expire within date of grant | ' | '10 years | ' | ' |
Minimum [Member] | Stock Options [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share based compensation arrangement by share based payment awards award vesting period | ' | '2 Years | ' | ' |
Minimum [Member] | Restricted Stock [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share based compensation arrangement by share based payment awards award vesting period | ' | '3 Years | ' | ' |
Maximum [Member] | Stock Options [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share based compensation arrangement by share based payment awards award vesting period | ' | '5 Years | ' | ' |
Maximum [Member] | Restricted Stock [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Share based compensation arrangement by share based payment awards award vesting period | ' | '5 Years | ' | ' |
StockBased_Compensation_Schedu
Stock-Based Compensation - Schedule of Share-Based Compensation, Stock Options, Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' | ' |
Shares Outstanding, Beginning Balance | 13,300,688 | 11,054,381 | 10,227,755 |
Granted, Shares | 2,844,500 | 4,888,600 | 3,267,150 |
Exercised, Shares | -2,695,600 | -195,377 | -1,530,318 |
Cancelled, Shares | -2,020,309 | -2,446,916 | -910,206 |
Shares Outstanding, Ending Balance | 11,429,279 | 13,300,688 | 11,054,381 |
Vested and Exercisable, Shares | 5,407,188 | ' | ' |
Weighted Average Exercise Price Per Share, Outstanding, at the beginning of the period | $26.24 | $32.46 | $30.79 |
Weighted Average Exercise Price Per Share, Granted | $33.64 | $18.42 | $36.02 |
Weighted Average Exercise Price Per Share, Exercised | $20.90 | $22.80 | $26.91 |
Weighted Average Exercise Price Per Share, Cancelled | $27.50 | $38.96 | $35.81 |
Weighted Average Exercise Price Per Share, Outstanding, at the end of the period | $29.12 | $26.24 | $32.46 |
Weighted Average Exercise Price per Share, Vested and exercisable at the end of the period | $29.37 | ' | ' |
Weighted Average Remaining Contractual Life (In Years), Outstanding | '7 years | ' | ' |
Weighted Average Remaining Contractual Life (In Years), Vested and exercisable at the end of the period | '5 years 4 months 24 days | ' | ' |
Aggregate Intrinsic Value, Outstanding | $129,763 | ' | ' |
Aggregate Intrinsic Value, Vested and Exercisable | $63,415 | ' | ' |
StockBased_Compensation_Schedu1
Stock-Based Compensation - Schedule of Share-Based Compensation, Stock Options, Activity (Parenthetical) (Detail) (USD $) | Dec. 31, 2013 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' |
Market price of Company's common stock | $39.50 |
StockBased_Compensation_Summar
Stock-Based Compensation - Summarized Information with Respect to Options Outstanding and Options Exercisable (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Outstanding, Shares | 11,429,279 | 13,300,688 | 11,054,381 | 10,227,755 |
Outstanding, Weighted Average Exercise Price Per Share | $29.12 | $26.24 | $32.46 | $30.79 |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '7 years | ' | ' | ' |
Exercisable Shares | 5,407,188 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $29.37 | ' | ' | ' |
$13.15 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $13.15 | ' | ' | ' |
Outstanding, Shares | 1,561,000 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $13.15 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '8 years 8 months 12 days | ' | ' | ' |
Exercisable Shares | 576,000 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $13.15 | ' | ' | ' |
$13.37-$22.22 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $13.37 | ' | ' | ' |
Exercise Price, Upper Range Limit | $22.22 | ' | ' | ' |
Outstanding, Shares | 888,749 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $18.57 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '6 years 4 months 24 days | ' | ' | ' |
Exercisable Shares | 498,149 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $20.01 | ' | ' | ' |
$22.40-$23.59 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $22.40 | ' | ' | ' |
Exercise Price, Upper Range Limit | $23.59 | ' | ' | ' |
Outstanding, Shares | 968,911 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $22.66 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '6 years | ' | ' | ' |
Exercisable Shares | 180,036 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $22.88 | ' | ' | ' |
$23.61 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $23.61 | ' | ' | ' |
Outstanding, Shares | 1,196,140 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $23.61 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '4 years 10 months 24 days | ' | ' | ' |
Exercisable Shares | 1,196,140 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $23.61 | ' | ' | ' |
$23.66-$29.27 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $23.66 | ' | ' | ' |
Exercise Price, Upper Range Limit | $29.27 | ' | ' | ' |
Outstanding, Shares | 953,086 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $27.02 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '5 years 3 months 18 days | ' | ' | ' |
Exercisable Shares | 612,360 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $26.83 | ' | ' | ' |
$29.44-$30.00 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $29.44 | ' | ' | ' |
Exercise Price, Upper Range Limit | $30 | ' | ' | ' |
Outstanding, Shares | 1,144,395 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $29.73 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '7 years 7 months 6 days | ' | ' | ' |
Exercisable Shares | 529,595 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $29.71 | ' | ' | ' |
$30.03-$33.97 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $30.03 | ' | ' | ' |
Exercise Price, Upper Range Limit | $33.97 | ' | ' | ' |
Outstanding, Shares | 1,240,071 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $32.57 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '8 years 2 months 12 days | ' | ' | ' |
Exercisable Shares | 347,621 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $31.68 | ' | ' | ' |
$34.07-$38.60 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $34.07 | ' | ' | ' |
Exercise Price, Upper Range Limit | $38.60 | ' | ' | ' |
Outstanding, Shares | 871,713 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $36.63 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '7 years 6 months | ' | ' | ' |
Exercisable Shares | 374,738 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $37.24 | ' | ' | ' |
$38.65-$39.77 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $38.65 | ' | ' | ' |
Exercise Price, Upper Range Limit | $39.77 | ' | ' | ' |
Outstanding, Shares | 1,322,075 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $39.09 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '9 years 8 months 12 days | ' | ' | ' |
Exercisable Shares | 67,600 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $39.23 | ' | ' | ' |
$40.02-$49.95 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $40.02 | ' | ' | ' |
Exercise Price, Upper Range Limit | $49.95 | ' | ' | ' |
Outstanding, Shares | 900,985 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $45.67 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '4 years 6 months | ' | ' | ' |
Exercisable Shares | 752,196 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $45.54 | ' | ' | ' |
$50.12-$92.61 [Member] | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' | ' |
Exercise Price, Lower Range Limit | $50.12 | ' | ' | ' |
Exercise Price, Upper Range Limit | $92.61 | ' | ' | ' |
Outstanding, Shares | 382,154 | ' | ' | ' |
Outstanding, Weighted Average Exercise Price Per Share | $54.10 | ' | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life (In Years) | '5 years 10 months 24 days | ' | ' | ' |
Exercisable Shares | 272,753 | ' | ' | ' |
Exercisable, Weighted Average Exercise Price Per Share | $54.44 | ' | ' | ' |
StockBased_Compensation_Schedu2
Stock-Based Compensation - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility, Minimum | 43.00% | 42.00% | 30.00% |
Expected volatility, Maximum | 48.00% | 46.00% | 42.00% |
Risk-free interest rate, Minimum | 0.55% | 0.52% | 0.67% |
Risk-free interest rate, Maximum | 1.62% | 1.04% | 2.33% |
Weighted average fair value of options granted during the period | $13.95 | $6.96 | $11.75 |
Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected term (years) | '4 years 6 months | '4 years 4 months 24 days | '4 years 4 months 24 days |
Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected term (years) | '5 years 1 month 6 days | '5 years 1 month 6 days | '5 years 1 month 6 days |
StockBased_Compensation_Schedu3
Stock-Based Compensation - Schedule of Share-based Compensation, Restricted Stock Awards, Activity (Detail) (Restricted Stock [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted Stock [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Restricted Stock Awards, Shares, Balance at the beginning of the year | 932,386 | 1,205,333 | 1,106,751 |
Restricted Stock Awards, Shares, Granted | 812,000 | 339,800 | 570,367 |
Restricted Stock Awards, Shares, Vested | -401,825 | -413,372 | -385,285 |
Restricted Stock Awards, Shares, Forfeited | -157,600 | -199,375 | -86,500 |
Restricted Stock Awards, Shares, Balance at the end of the year | 1,184,961 | 932,386 | 1,205,333 |
Weighted Average Grant Date Fair Value, Balance at the beginning of the year | $31.69 | $36.18 | $33.13 |
Weighted Average Grant Date Fair Value, Granted | $32.65 | $20.64 | $38.73 |
Weighted Average Grant Date Fair Value, Vested | $32.57 | $33.92 | $31.24 |
Weighted Average Grant Date Fair Value, Forfeited | $24.02 | $35.53 | $35.95 |
Weighted Average Grant Date Fair Value, Ending Balance | $33.07 | $31.69 | $36.18 |
StockBased_Compensation_Schedu4
Stock-Based Compensation - Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | $38,550 | $44,921 | $39,737 |
Stock Options [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 24,483 | 31,593 | 25,752 |
Restricted Stock [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 13,703 | 12,978 | 13,640 |
Other [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 364 | 350 | 345 |
Cost of Operations [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 6,762 | 8,160 | 7,707 |
Sales and Marketing [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 8,395 | 8,201 | 9,079 |
General and Administrative [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total stock-based compensation expense | $23,393 | $28,560 | $22,951 |
Retirement_Plans_Additional_In
Retirement Plans - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Compensation And Retirement Disclosure [Abstract] | ' | ' | ' |
Expense related to retirement plans | $3,903 | $4,205 | $3,876 |
Equity_Additional_Information_
Equity - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 31, 2012 | Oct. 30, 2012 | Feb. 28, 2014 | Dec. 31, 2013 | Nov. 14, 2011 | Nov. 02, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Jan. 05, 2011 | Jan. 11, 2011 | Dec. 31, 2011 | Mar. 14, 2011 | Mar. 08, 2011 | Dec. 31, 2013 | Dec. 31, 2011 | Sep. 10, 2013 | Apr. 03, 2012 | Oct. 21, 2013 | Dec. 04, 2008 | Jul. 31, 2011 | Oct. 31, 2011 | Aug. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Subsequent Events [Member] | Warrant to Purchase Series A Junior Preferred Stock [Member] | Warrant to Purchase Series A Junior Preferred Stock [Member] | Warrant to Purchase Series A Junior Preferred Stock [Member] | Series A Junior Preferred Stock [Member] | Series A Junior Preferred Stock [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.50% Convertible Notes Due 2018 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2.25% Convertible Notes Due 2016 [Member] | 2013 Tender Offers [Member] | 2012 Tender Offers [Member] | CarlC Icahn And Affiliates [Member] | 2008 Program [Member] | 2008 Program [Member] | 2011 Program [Member] | 2011 Program [Member] | 2011 Program [Member] | 2011 Program [Member] | 2011 Program [Member] | ||||||
Warrant to Purchase Series A Junior Preferred Stock [Member] | ||||||||||||||||||||||||||||
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock repurchased, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,920,490 | 1,920,490 | ' | 868,507 | 868,507 | ' | ' | 5,000,000 | 5,769,230 | 5,527,433 | ' | ' | ' | ' | 1,266,962 | 1,320,846 | 2,883,798 |
Stock repurchased program value reflected as treasury stock recorded using the cost method | $170,516,000 | $150,759,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $170,516,000 | $150,759,000 | $177,420,000 | ' | ' | ' | ' | ' | ' | ' |
Common stock repurchased, price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $52.07 | $52.07 | ' | $57.57 | $57.57 | ' | ' | $34 | $26 | $32.08 | ' | ' | ' | ' | ' | ' | ' |
Costs directly attributable to repurchased of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 516,000 | 759,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' |
Stock repurchase Common Stock value, authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | 75,000,000 | ' | ' | ' |
Stock repurchase program authorized additional amount | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,331,000 | 75,000,000 | ' | ' | ' | ' |
Cash paid to repurchase Common Stock | 220,298,000 | 26,331,000 | 241,263,000 | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | 100,000,000 | ' | 50,000,000 | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 42,309,000 | 26,900,000 | 91,263,000 |
Stock repurchase program, remaining authorized repurchase amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,864,000 | ' | ' |
Purchase of treasury stock , Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 39,857 | ' |
Cash paid related to repurchase of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $569 | ' | ' |
Interest on convertible notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | 2.50% | 2.25% | ' | 2.25% | 2.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Terms of Rights Agreement | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of preferred stock purchase right attached to each outstanding share | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of preferred shares entitled to purchase by each purchase right | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.001 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, par value | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Right to purchase preferred stock, exercise price | ' | ' | ' | 66.29 | 153 | ' | ' | ' | 153 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Significant_Compo
Income Taxes - Significant Components of the Company's Deferred Tax Assets (Liabilities) (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Federal net operating loss carryforwards | $105,323 | $105,264 |
State net operating loss carryforwards | 39,098 | 40,929 |
Capital losses | 6,016 | 6,048 |
Federal tax credits | 55,976 | 55,870 |
Accrued expenses | 16,748 | 24,523 |
Stock-based compensation | 26,946 | 27,394 |
Intangible assets | 4,596 | 6,074 |
Other | 3,932 | 4,076 |
Total deferred tax assets | 258,635 | 270,178 |
Valuation allowance | -174,592 | -176,403 |
Net deferred tax assets | 84,043 | 93,775 |
Deferred tax liabilities: | ' | ' |
Property and equipment | -3,976 | -2,680 |
Goodwill and indefinite-lived intangible asset | -27,645 | -24,728 |
Total deferred tax liabilities | -31,621 | -27,408 |
Net deferred tax assets | 52,422 | 66,367 |
Current deferred tax assets, net: | ' | ' |
Current deferred tax assets, net of deferred tax liabilities | 41,921 | 29,732 |
Valuation allowance | -28,301 | -19,404 |
Current deferred tax assets, net | 13,620 | 10,328 |
Non-current deferred tax assets, net: | ' | ' |
Non-current deferred tax assets, net of deferred tax liabilities | 185,093 | 213,038 |
Valuation allowance | -146,291 | -156,999 |
Non-current deferred tax assets, net | 38,802 | 56,039 |
Net deferred tax assets | $52,422 | $66,367 |
Income_Taxes_Income_Tax_Provis
Income Taxes - Income Tax Provision (Benefit) (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Federal | ' | ' | ' | ' | ' | ' | ' | ' | ($73) | ($583) | $373 |
State | ' | ' | ' | ' | ' | ' | ' | ' | 502 | 295 | 3,165 |
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 141 | 190 | 145 |
Current income tax provision (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 570 | -98 | 3,683 |
Deferred: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Federal | ' | ' | ' | ' | ' | ' | ' | ' | 10,683 | -325 | 9,454 |
State | ' | ' | ' | ' | ' | ' | ' | ' | 2,387 | -2,012 | 4,242 |
Deferred income tax provision (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 13,070 | -2,337 | 13,696 |
Reversal of valuation allowance applied to additional paid-in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | 301 | 28,788 |
Total income tax provision (benefit) | $8,458 | $3,353 | $1,603 | $226 | $5,470 | ($1,202) | ($2,649) | ($3,753) | $13,640 | ($2,134) | $46,167 |
Income_Taxes_Reconciliation_be
Income Taxes - Reconciliation between Federal Statutory Rate and the Effective Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
United States federal statutory rate | 35.00% | -35.00% | 35.00% |
State income taxes (net of federal benefit) | 12.50% | -0.30% | 5.20% |
Valuation allowance | -6.40% | 18.40% | -0.50% |
Non-deductible officer compensation | 3.60% | 8.70% | 1.80% |
Other | 2.70% | -0.30% | 0.30% |
Effective income tax rate | 47.40% | -8.50% | 41.80% |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 25, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Valuation allowance through additional paid-in capital | ' | ' | $301 | $28,788 |
Increase (Decrease) in valuation allowance for deferred tax asset | ' | -1,811 | 3,571 | ' |
Reversal of valuation allowance through tax provision | ' | ' | 4,724 | ' |
Net operating loss carry forwards for federal income tax purposes | ' | 701,000 | ' | ' |
Capital losses | ' | 6,016 | 6,048 | ' |
Federal tax credits | ' | 64,689 | ' | ' |
Federal tax credits, Unrecognized tax benefits | ' | 43,904 | ' | ' |
Federal tax credits, Unrecognized tax benefits, expiration dates | ' | '2017 through 2027 | ' | ' |
Expiration dates of operating loss carry forwards | ' | '2017 through 2033 | ' | ' |
Federal tax credits, carry forward indefinitely | ' | 20,785 | ' | ' |
Excess tax benefits related to share-based payments, deferred tax assets | ' | 289,000 | ' | ' |
Excess tax benefits adjustment related to share-based payments | ' | 400,000 | ' | ' |
Percentage of ownership in company's capital | 50.00% | ' | ' | ' |
Unrecognized income tax benefits | ' | 13,889 | 14,230 | ' |
Result of unrecognized income tax benefit provision if recognized | ' | 9,164 | 9,505 | ' |
Accrued interest and penalties | ' | 497 | 281 | ' |
Unrecognized income tax benefits, lower range | ' | 100 | ' | ' |
Unrecognized income tax benefits, upper range | ' | 200 | ' | ' |
Capital Loss Carryforward [Member] | ' | ' | ' | ' |
Capital losses | ' | 14,845 | ' | ' |
Valuation Allowance, Operating Loss Carryforwards [Member] | ' | ' | ' | ' |
Increase (Decrease) in valuation allowance for deferred tax asset | ' | 1,351 | ' | ' |
Valuation Allowance of Deferred Tax Assets [Member] | ' | ' | ' | ' |
Valuation allowance through additional paid-in capital | ' | ' | $801 | ' |
Income_Taxes_Activity_of_Unrec
Income Taxes - Activity of Unrecognized Tax Benefits, Excluding Accrued Interest and Penalties (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Balance at the beginning of the year | $13,949 | $12,069 | $12,869 |
Increases related to prior year tax positions | ' | 757 | ' |
Increases related to current year tax positions | ' | 1,707 | ' |
Decreases related to prior year tax positions | -532 | ' | -545 |
Expiration of the statute of limitations for the assessment of taxes | -25 | -584 | -255 |
Balance at the end of the year | $13,392 | $13,949 | $12,069 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments - Financial Assets Measured and Recorded at Fair Value on Recurring Basis (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
In Thousands, unless otherwise specified | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents, Amortized Cost Basis | $824,880 | $991,835 | $1,121,217 | $400,501 |
Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents, Amortized Cost Basis | 824,880 | 991,835 | ' | ' |
Cash and cash equivalents, Fair Value | 824,880 | 991,835 | ' | ' |
Cash and cash equivalents, Gross Unrealized Gains | ' | ' | ' | ' |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Apr. 20, 2010 | Dec. 31, 2013 |
Private Equity Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Retained option, from date of grant | '2 years | ' |
Carrying Amount | ' | $6,471 |
Acquisition costs | ' | $470 |
Fair_Value_of_Financial_Instru4
Fair Value of Financial Instruments - Reconciliation of Level 3 Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2011 |
Fair Value Disclosures [Abstract] | ' | ' |
Fair value as of the beginning of the period | $1,195 | $4,245 |
Cash proceeds received | -9,269 | -21,566 |
Gain included in earnings | 8,074 | 18,516 |
Fair value as of the end of the period | ' | $1,195 |
Fair_Value_of_Financial_Instru5
Fair Value of Financial Instruments - Carrying Value and Estimated Fair Value of Company's Convertible Notes that are Carried at Historical Cost (Detail) (Level 1 [Member], USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
2.25% Notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes, Carrying Amount | $252,232 | $400,000 |
Notes, Fair Value | 252,863 | 374,000 |
2.50% Notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes, Carrying Amount | 400,000 | 400,000 |
Notes, Fair Value | 394,400 | 351,000 |
1.50% Convertible Notes Due 2020 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes, Carrying Amount | 300,000 | ' |
Notes, Fair Value | $294,852 | ' |
Fair_Value_of_Financial_Instru6
Fair Value of Financial Instruments - Carrying Value and Estimated Fair Value of Company's Convertible Notes that are Carried at Historical Cost (Parenthetical) (Detail) (Level 1 [Member]) | Dec. 31, 2013 | Dec. 31, 2012 |
2.25% Notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes, Interest Rate | 2.25% | 2.25% |
2.50% Notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes, Interest Rate | 2.50% | 2.50% |
1.50% Convertible Notes Due 2020 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes, Interest Rate | 1.50% | 1.50% |
Restructuring_Additional_Infor
Restructuring - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 |
Reorganizations [Abstract] | ' | ' | ' |
Restructuring charges | $7,579 | $7,579 | ' |
Accrued restructuring charges | $7,534 | $7,534 | $146 |
Other_Expense_Schedule_of_Othe
Other Expense - Schedule of Other Nonoperating Expense (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other Income And Expenses [Abstract] | ' | ' | ' | ' | ' | ' |
Severance and recruitment expenses | ' | ' | ' | $1,353 | $2,297 | ' |
Transaction expenses | ' | ' | ' | ' | ' | 2,275 |
Legal expense | ' | ' | ' | ' | ' | 53 |
Other expense | $1,353 | $1,097 | $1,200 | $1,353 | $2,297 | $2,328 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (FESCO [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2011 | Dec. 31, 2010 |
Related Party Transaction [Line Items] | ' | ' |
Percentage of shares of common stock | ' | 14.40% |
Percentage beneficial ownership owned | 'Less than 5% | ' |
Revenue, related party | $5,237 | ' |
Maximum [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Percentage of shares of common stock | 5.00% | ' |
Supplemental_Disclosures_of_Ca2
Supplemental Disclosures of Cash Flow Information - Supplemental Disclosure of Cash Flow Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Supplemental Disclosure of Cash Flow Information: | ' | ' | ' |
Interest paid | $19,038 | $19,000 | $10,456 |
Taxes paid, net | $274 | $785 | $1,042 |
Quarterly_Financial_Data_Quart
Quarterly Financial Data - Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | $146,277 | $130,937 | $125,317 | $112,762 | $132,738 | $117,513 | $112,668 | $106,947 | $515,293 | $469,866 | $558,775 |
Cost of operations | 57,763 | 53,438 | 51,596 | 46,943 | 55,352 | 53,295 | 54,243 | 53,471 | 209,740 | 216,361 | 201,677 |
Sales and marketing | 33,081 | 32,561 | 31,422 | 30,933 | 32,598 | 33,136 | 31,822 | 30,103 | 127,997 | 127,659 | 124,326 |
General and administrative | 22,715 | 22,689 | 24,282 | 23,534 | 23,767 | 23,083 | 21,746 | 29,022 | 93,220 | 97,618 | 91,271 |
Depreciation and amortization | 6,566 | 6,552 | 6,635 | 6,853 | 8,248 | 6,508 | 6,713 | 6,930 | 26,606 | 28,399 | 26,801 |
Interest income | 22 | 16 | 17 | 21 | 22 | 19 | 34 | 11 | 76 | 86 | 112 |
Interest expense | 5,329 | 5,833 | 5,832 | 5,832 | 5,834 | 5,832 | 5,832 | 5,836 | 22,826 | 23,334 | 20,645 |
Gain on investments | ' | ' | ' | ' | ' | ' | ' | 8,074 | ' | 8,074 | 18,516 |
Loss on convertible notes | 1,575 | 3,296 | ' | ' | ' | ' | ' | ' | 4,871 | ' | ' |
Restructuring | ' | ' | ' | ' | 7,579 | ' | ' | ' | ' | 7,579 | ' |
Other expense | ' | ' | 1,353 | ' | ' | ' | 1,097 | 1,200 | 1,353 | 2,297 | 2,328 |
(Loss) income before income tax provision | 19,270 | 6,584 | 4,214 | -1,312 | -618 | -4,322 | -8,751 | -11,530 | 28,756 | -25,221 | 110,355 |
Income tax (benefit) provision | 8,458 | 3,353 | 1,603 | 226 | 5,470 | -1,202 | -2,649 | -3,753 | 13,640 | -2,134 | 46,167 |
Loss from continuing operations | ' | ' | ' | ' | -6,088 | -3,120 | -6,102 | -7,777 | 15,116 | -23,087 | 64,188 |
Income from discontinued operations, net of tax | ' | ' | ' | ' | ' | 2,235 | 508 | ' | ' | 2,743 | 10,388 |
Net (loss) income | 10,812 | 3,231 | 2,611 | -1,538 | -6,088 | -885 | -5,594 | -7,777 | 15,116 | -20,344 | 74,576 |
Basic (loss) income per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss from continuing operations | $0.27 | $0.07 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.32 | ($0.45) | $1.11 |
Income from discontinued operations | ' | ' | ' | ' | ' | $0.04 | $0.01 | ' | ' | $0.05 | $0.18 |
Net loss | ' | ' | ' | ' | ($0.12) | ($0.02) | ($0.11) | ($0.14) | $0.32 | ($0.40) | $1.29 |
Net (loss) income per common share - Basic | $0.27 | $0.07 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.32 | ($0.45) | $1.11 |
Diluted (loss) income per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss from continuing operations | $0.25 | $0.06 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.31 | ($0.45) | $1.08 |
Income from discontinued operations | ' | ' | ' | ' | ' | $0.04 | $0.01 | ' | ' | $0.05 | $0.17 |
Net loss | ' | ' | ' | ' | ($0.12) | ($0.02) | ($0.11) | ($0.14) | $0.31 | ($0.40) | $1.25 |
Net (loss) income per common share - Diluted | $0.25 | $0.06 | $0.05 | ($0.03) | ($0.12) | ($0.06) | ($0.12) | ($0.14) | $0.31 | ($0.45) | $1.08 |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss from continuing operations - Basic and Diluted | ' | ' | ' | ' | -6,088 | -3,120 | -6,102 | -7,777 | 15,116 | -23,087 | 64,188 |
Net (loss) income - Basic | 10,812 | 3,231 | 2,611 | -1,538 | ' | ' | ' | ' | ' | ' | ' |
Income from discontinued operations, net of tax - Basic and Diluted | ' | ' | ' | ' | ' | 2,235 | 508 | ' | ' | 2,743 | 10,317 |
Net (loss) income - Diluted | 11,138 | 3,231 | 2,611 | -1,538 | ' | ' | ' | ' | ' | ' | ' |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average shares - Basic | 40,457 | 48,540 | 49,315 | 49,007 | ' | ' | ' | ' | 46,830 | 50,862 | 57,356 |
Stock options and restricted stock | 2,192 | 2,054 | 1,610 | ' | ' | ' | ' | ' | 1,568 | ' | 1,768 |
Adjusted weighted-average shares after assumed conversions - Diluted | 44,872 | 50,594 | 50,925 | 49,007 | 49,041 | 49,021 | 49,615 | 55,769 | 48,398 | 50,862 | 59,124 |
1.50% Convertible Notes Due 2020 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense on 1.50% Notes, net of tax | $326 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
1.50% Notes | 2,223 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Allowance for Doubtful Accounts [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at Beginning of Year | $1,304 | $1,129 | $1,493 |
Charged to Costs and Expenses | 283 | 511 | 595 |
Write-offs | -794 | -336 | -959 |
Other | ' | ' | ' |
Balance at End of Year | 793 | 1,304 | 1,129 |
Valuation Allowance of Deferred Tax Assets [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at Beginning of Year | 176,403 | 172,832 | 202,189 |
Charged to Costs and Expenses | -1,831 | 4,650 | -569 |
Write-offs | ' | ' | ' |
Other | 20 | -1,079 | -28,788 |
Balance at End of Year | $174,592 | $176,403 | $172,832 |