PharMerica 10-Q 5 Nov 13 2013 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Sep. 30, 2013	Nov. 01, 2013
Document Information [Line Items]	'	'
Document Type	'10-Q	'
Amendment Flag	'false	'
Document Period End Date	30-Sep-13	'
Document Fiscal Year Focus	'2013	'
Document Fiscal Period Focus	'Q3	'
Entity Registrant Name	'PHARMERICA CORP	'
Entity Central Index Key	'0001388195	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	29,429,261
Entity Well-known Seasoned Issuer	'No	'
Entity Voluntary Filers	'No	'
Entity Current Reporting Status	'Yes	'

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended			9 Months Ended
In Millions, except Share data, unless otherwise specified	Sep. 30, 2013		Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Revenues	$436.80		$442	$1,307.40	$1,399.40
Cost of goods sold	357.6		365.9	1,061.30	1,174.80
Gross profit	79.2		76.1	246.1	224.6
Selling, general and administrative expenses	55.5		54.5	167.7	161.8
Amortization expense	3.7		3.2	11.7	9
Merger, acquisition, integration costs and other charges	1.3		6.1	7	14.3
Settlement, litigation and other related charges	17		0	17	0
Restructuring and impairment charges	1		0	1	0
Hurricane Sandy disaster costs	0.1		0	-0.2	0
Operating income	0.6		12.3	41.9	39.5
Interest expense, net	2.6		2.4	8.1	7.6
Income (loss) before income taxes	-2		9.9	33.8	31.9
Provision for income taxes	4.2		3.9	19.3	12.7
Net income (loss)	($6.20)		$6	$14.50	$19.20
Earnings (loss) per common share:	'		'	'	'
Basic (in dollars per share)	($0.21)		$0.20	$0.49	$0.65
Diluted (in dollars per share)	($0.21)		$0.20	$0.48	$0.64
Shares used in computing earnings per common share:	'		'	'	'
Basic (in shares)	29,655,201	[1]	29,491,234	29,645,380	29,470,473
Diluted (in shares)	29,655,201	[1]	29,846,679	29,950,379	29,829,169
[1]	The diluted loss per share for the three months ended September 30, 2013 does not include the effects of potential common shares because their inclusion would be anti-dilutive due to the net loss for the period.

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Millions, unless otherwise specified
Current assets:	'	'
Cash and cash equivalents	$52.40	$12.30
Accounts receivable, net	190.5	205.4
Inventory	70.3	135.7
Deferred tax assets, net	36.9	37.2
Prepaids and other assets	40.4	38.8
Total current assets	390.5	429.4
Equipment and leasehold improvements	174.9	158.8
Accumulated depreciation	-115.7	-105.7
Total Equipment and leasehold improvements	59.2	53.1
Goodwill	271.4	269.2
Intangible assets, net	114.4	121.9
Other	9.6	12.7
Total assets	845.1	886.3
Current liabilities:	'	'
Accounts payable	53.1	49.7
Salaries, wages and other compensation	31	35.8
Current portion of long-term debt	12.5	12.5
Income taxes payable	2.7	1.5
Other accrued liabilities	9.2	7.6
Total current liabilities	108.5	107.1
Long-term debt	221.9	303
Other long-term liabilities	40.8	22.5
Deferred tax liabilities	17.2	11.1
Commitments and contingencies (See Note 6)	'	'
Stockholders' equity:	'	'
Preferred stock, $0.01 par value per share; 1,000,000 shares authorized and no shares issued, December 31, 2012 and September 30, 2013	0	0
Common stock, $0.01 par value per share; 175,000,000 shares authorized; 30,943,748 and 31,364,279 shares issued as of December 31, 2012 and September 30, 2013, respectively	0.3	0.3
Capital in excess of par value	368.9	363
Retained earnings	105.8	91.3
Treasury stock at cost, 1,456,293 and 1,936,632 shares at December 31, 2012 and September 30, 2013, respectively	-18.3	-12
Total stockholders' equity	456.7	442.6
Total liabilities and stockholders' equity	$845.10	$886.30

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Sep. 30, 2013	Dec. 31, 2012
Preferred stock, par value (in dollars per share)	$0.01	$0.01
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, shares authorized (in shares)	175,000,000	175,000,000
Common stock, shares issued (in shares)	31,364,279	30,943,748
Treasury stock at cost, shares (in shares)	1,936,632	1,456,293

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Cash flows provided by (used in) operating activities:	'	'	'	'
Net income (loss)	($6.20)	$6	$14.50	$19.20
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:	'	'	'	'
Depreciation	4.9	4.6	14.5	13.9
Amortization	3.7	3.2	11.7	9
Merger, acquisition, integration costs and other charges	0	0.3	0	2.2
Hurricane Sandy disaster costs	1.8	0	0.2	0
Stock-based compensation and deferred compensation	2.4	2.6	6.4	5.6
Amortization of deferred financing fees	0.6	0.3	1.6	0.7
Deferred income taxes	3.5	-2.1	6.4	3.9
Loss (gain) on disposition of equipment	0.4	0	0.3	-0.1
Other	-0.2	0.1	0.1	0.1
Change in operating assets and liabilities:	'	'	'	'
Accounts receivable, net	4.5	9.4	14.8	22.3
Inventory	42.9	11.1	65.4	32.7
Prepaids and other assets	-1.3	2.9	-0.3	0.1
Accounts payable	11.7	7.2	3.8	-10.8
Salaries, wages and other compensation	-4.5	0.8	-7.2	-3.8
Income taxes payable	-4.8	0	1.3	0
Excess tax benefit from stock-based compensation	0	0	-0.4	0
Other accrued and long-term liabilities	18.7	5	18.9	8.2
Net cash provided by operating activities	78.1	51.4	152	103.2
Cash flows provided by (used in) investing activities:	'	'	'	'
Purchase of equipment and leasehold improvements	-6.9	-6.6	-20.9	-13.5
Acquisitions, net of cash acquired	-4.1	-0.4	-4.6	-0.8
Cash proceeds from the sale of assets	0	0	0.1	0.3
Net cash used in investing activities	-11	-7	-25.4	-14
Cash flows provided by (used in) financing activities:	'	'	'	'
Repayments of long-term debt	-3.1	-6.3	-9.4	-6.3
Net activity of long-term revolving credit facility	-19.6	0	-71.7	-50
Repayments of capital lease obligations	0	0	0	-0.1
Issuance of common stock	0	0.4	0.4	0.5
Treasury stock at cost	-4.4	-1	-6.3	-1.2
Excess tax benefit from stock-based compensation	0	0	0.4	0
Other	0.1	0	0.1	0
Net cash used in financing activities	-27	-6.9	-86.5	-57.1
Change in cash and cash equivalents	40.1	37.5	40.1	32.1
Cash and cash equivalents at beginning of period	12.3	12	12.3	17.4
Cash and cash equivalents at end of period	52.4	49.5	52.4	49.5
Supplemental information:	'	'	'	'
Cash paid for interest	2	2.2	6.6	7.2
Cash paid for taxes	$5.50	$1.80	$11.90	$4

CONDENSED_CONSOLIDATED_STATEME2

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $)	Common Stock [Member]	Capital in Excess of Par Value [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Total
In Millions, except Share data
Beginning Balance at Dec. 31, 2012	$0.30	$363	$91.30	($12)	$442.60
Beginning Balance (in shares) at Dec. 31, 2012	29,487,455	'	'	'	'
Net income (loss)	'	'	14.5	'	14.5
Exercise of stock options and tax components of stock-based awards, net (in shares)	35,143	'	'	'	'
Exercise of stock options and tax components of stock-based awards, net	0	0.4	0	0	0.4
Vested restricted stock units (in shares)	322,841	'	'	'	'
Vested restricted stock units	0	0	0	0	0
Vested performance stock units (in shares)	62,547	'	'	'	'
Vested performance stock units	0	0	0	0	0
Treasury stock at cost (in shares)	-480,339	'	'	'	'
Treasury stock at cost, value	0	0	0	-6.3	-6.3
Stock-based compensation - non-vested restricted stock	0	4.7	0	0	4.7
Stock-based compensation - stock options	0	0.8	0	0	0.8
Ending Balance at Sep. 30, 2013	$0.30	$368.90	$105.80	($18.30)	$456.70
Ending Balance (in shares) at Sep. 30, 2013	29,427,647	'	'	'	'

ORGANIZATION_AND_SUMMARY_OF_SI

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2013
Organization and Summary of Significant Accounting Policies	'
	NOTE 1—ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Nature of Business
	PharMerica Corporation (together with its subsidiaries, the “Corporation”) is an institutional pharmacy services company that services healthcare facilities, provides pharmacy management services to hospitals and also provides specialty infusion services to patients outside a hospital setting. The Corporation is the second largest institutional pharmacy services company in the United States based on revenues, operating 89 institutional pharmacies and 12 specialty infusion pharmacies in 45 states. The Corporation’s customers are typically institutional healthcare providers, such as skilled nursing facilities, nursing centers, assisted living facilities, hospitals, individuals receiving in-home care and other long-term alternative care settings. The Corporation is generally the primary source of supply of pharmaceuticals to its customers. The Corporation also provides pharmacy management services to 83 hospitals in the United States.
	Operating Segments
	The Corporation consists of two operating segments: pharmacy and specialty infusion services. For financial reporting purposes, management considers these two operating segments to be similar and, therefore, has aggregated them into a single reportable segment.
	Principles of Consolidation
	All intercompany transactions have been eliminated.
	Basis of Presentation
	The accompanying condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and do not include all of the information and disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”) for complete financial statements. Accordingly, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Corporation and related footnotes for the year ended December 31, 2012, included in the Corporation’s Annual Report on Form 10-K. The balance sheet as of December 31, 2012 has been derived from the audited consolidated financial statements adjusted for acquisition related measurement period adjustments as of that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.
	The results of operations for the interim periods are not necessarily indicative of results of operations for a full year. It is the opinion of management that all necessary adjustments for a fair presentation of the condensed consolidated financial statements for the interim periods have been made and are of a normal recurring nature.
	Use of Estimates
	The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP which requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent liabilities as of the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates are involved in collectability of accounts receivable, revenue recognition, inventory valuation, supplier rebates, the valuation of long-lived assets and goodwill, and accounting for income taxes. Actual amounts may differ from these estimates.
	Fair Value of Financial Instruments
	Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based upon assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Corporation follows a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:
	Level 1:	Observable inputs such as quoted prices in active markets;
	Level 2:	Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
	Level 3:	Unobservable inputs for which there is little or no market data, that require the Corporation to develop its own assumptions.
	Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques:
		A.	Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.
		B.	Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost).
		C.	Income approach: Techniques to convert future amounts to a single present amount based upon market expectations (including present value techniques, option-pricing and excess earnings models).
	The financial liability recorded at fair value at December 31, 2012 and September 30, 2013 is set forth in the tables below (dollars in millions):
	As of December 31, 2012		Liability			Level 1			Level 2			Level 3		Valuation
														Technique
	Financial Liability
	Deferred Compensation Plan		$	4.8		$	—		$	4.8		$	—		A
	As of September 30, 2013		Liability			Level 1			Level 2			Level 3		Valuation
														Technique
	Financial Liability
	Deferred Compensation Plan		$	6.3		$	—		$	6.3		$	—		A
	The deferred compensation plan liability represents an unfunded obligation associated with the deferred compensation plan offered to eligible employees and members of the Board of Directors of the Corporation and is recorded in other long-term liabilities in the condensed consolidated balance sheets. The fair value of the liability associated with the deferred compensation plan is derived using pricing and other relevant information for similar assets or liabilities generated by market transactions.
	The carrying amounts reported in the accompanying condensed consolidated balance sheets for cash and cash equivalents, accounts receivable, inventory and accounts payable approximate fair value because of the short-term maturity of these assets and liability. The Corporation’s debt approximates fair value due to the terms of the interest being set at variable market interest rates (Level 2).
	Accounts Receivable and Allowance for Doubtful Accounts
	Accounts receivable primarily consist of amounts due from Prescription Drug Plans (“PDPs”) under Medicare Part D, institutional healthcare providers, respective state Medicaid programs, third party insurance companies, and private payers. The Corporation’s ability to collect outstanding receivables is critical to its results of operations and cash flows. To provide for accounts receivable that could become uncollectible in the future, the Corporation establishes an allowance for doubtful accounts to reduce the carrying value of such receivables to the extent it is probable that a portion or all of a particular account will not be collected.
	The Corporation has an established process to determine the adequacy of the allowance for doubtful accounts, which relies on analytical tools, specific identification, and benchmarks to arrive at a reasonable allowance. No single statistic or measurement determines the adequacy of the allowance for doubtful accounts. The Corporation monitors and reviews trends by payer classification along with the composition of the Corporation’s aging accounts receivable. This review focuses primarily on trends in private and other payers, PDP’s, dual eligible co-payments, historic payment patterns of long-term care institutions, and monitors respective credit risks. In addition, the Corporation analyzes other factors such as revenue days in accounts receivable, denial trends by payer types, payment patterns by payer types, subsequent cash collections, and current events that may impact payment patterns of the Corporation’s long-term care institution customers. Accounts receivable are written off after collection efforts have been completed in accordance with the Corporation’s policies.
	The Corporation’s accounts receivable and summarized aging categories are as follows (dollars in millions):
			(As Adjusted)
			December 31,			September 30,
			2012			2013
	Institutional healthcare providers		$	158.1		$	155.1
	Medicare Part D			41.6			35.4
	Private payer and other			28.4			29.2
	Insured			15.6			13.7
	Medicaid			16.1			10.1
	Medicare			2			1.6
	Allowance for doubtful accounts			(56.4	)		(54.6	)
			$	205.4		$	190.5
	0 to 60 days			58.8	%		56.5	%
	61 to 120 days			17.1	%		18	%
	Over 120 days			24.1	%		25.5	%
				100	%		100	%
	The following is a summary of activity in the Corporation’s allowance for doubtful accounts (dollars in millions):
			Beginning			Charges to Costs and						Ending
			Balance			Expenses			Write-offs			Balance
	Allowance for doubtful accounts:
	Year ended December 31, 2012		$	48.6		$	25.9		$	(18.1	)	$	56.4
	Nine months ended September 30, 2013		$	56.4		$	15.9		$	(17.7	)	$	54.6
	Concentration of Credit Risk
	For the three months ended September 30, 2012 and 2013, the Corporation derived approximately 14.4% and 11.8%, respectively, of its revenues from a single customer, including all payer sources of the Corporation. For the nine months ended September 30, 2012 and 2013, the Corporation derived approximately 14.1% and 13.0%, respectively, of its revenues from a single customer, including all payer sources of the Corporation.
	Goodwill and Other Intangibles
	Goodwill represents the excess purchase price of an acquired entity over the net amounts assigned to assets acquired and liabilities assumed. The Corporation’s policy is to perform a qualitative assessment on goodwill impairment to determine whether it is more likely than not (defined as having a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The Corporation performed a qualitative assessment as of December 31, 2012 and did not find it necessary to perform the first step of the two-step impairment test based on that analysis. In addition, as a result of the Corporation being notified during June 2013 that it will be losing its largest customer effective December 31, 2013, the Corporation performed the first step of the two step analysis for the pharmacy segment during the quarter ended June 30, 2013 and determined that an impairment of goodwill did not occur as a result of this triggering event. The Corporation’s discounted cash flows as calculated for the step one analysis were approximately 26% greater than current book value.
	The Corporation’s finite-lived intangible assets are comprised primarily of trade names, customer relationship assets and non-compete agreements primarily originating from business acquisitions. Finite-lived intangible assets are amortized on a straight-line basis over the course of their lives ranging from 5 to 20 years. For impairment reviews, intangible assets are reviewed on a specific pharmacy basis or as a group of pharmacies depending on the intangible assets under review. The Corporation’s goodwill and intangible assets are further described in Note 3.
	Stock Option Accounting
The Corporation recognizes stock-based compensation expense in its condensed consolidated financial statements using the Black-Scholes-Merton option valuation model (see Note 7).
Restructuring and Impairment Charges
Restructuring and impairment charges in the condensed consolidated financial statements represent amounts expensed for purposes of realigning corporate and pharmacy locations.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Corporation accrues for tax obligations, as appropriate, based on facts and circumstances in the various regulatory environments. Deferred tax assets and liabilities are more fully described in Note 8.
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ACQUISITIONS

ACQUISITIONS	9 Months Ended
	Sep. 30, 2013
Acquisitions	'
	NOTE 2—ACQUISITIONS
	2013 Acquisitions
	During the nine months ended September 30, 2013, the Corporation acquired a business for a total purchase price of $4.1 million.  The resulting amount of goodwill related to this transaction was $2.2 million.
	2012 Acquisitions
	Amerita Acquisition
	On December 13, 2012 the Corporation, through a wholly-owned subsidiary, acquired all of the outstanding stock of Amerita, Inc., a Delaware corporation (“Amerita”), for $84.5 million, net of cash acquired of $1.0 million, including the working capital adjustment in the first quarter of 2013. During the nine months ended September 30, 2013, the final working capital adjustment was completed for the Amerita acquisition resulting in additional purchase price paid of $0.5 million. The Corporation’s primary purpose in acquiring Amerita, Inc. was to complement existing pharmacy services through the provision of additional infusion services. The total purchase price of Amerita was allocated to the net tangible and identifiable intangible assets based upon their fair values on December 13, 2012. The excess of the purchase price over the fair values of the net tangible and identifiable intangible assets was recorded as goodwill. The Corporation believes the resulting amount of goodwill reflects its expectation of the synergistic benefits of the acquisition. For tax purposes, the transaction was considered a stock acquisition. Approximately $14.5 million of goodwill related to previous acquisitions made by Amerita will be tax deductible by the Corporation. The preliminary allocation of the purchase price was based upon the fair value of net tangible and identifiable intangible assets as of December 13, 2012.
	The preliminary purchase price allocation was as follows (dollars in millions):
			Amounts Previously Recognized as of Acquisition Date (1)			Measurement Period Adjustments			Amounts Recognized as of Acquisition Date (As Adjusted)
	Accounts receivable		$	11.1		$	(1.1	)	$	10
	Inventory			1.6			-			1.6
	Other current assets			0.6			0.2			0.8
	Equipment and leasehold improvements			0.8			-			0.8
	Other long-term assets			0.2			-			0.2
	Deferred tax assets			1.2			0.5			1.7
	Identifiable intangibles			30.8			-			30.8
	Goodwill			53.3			1			54.3
	Total Assets			99.6			0.6			100.2
	Current liabilities			(5.6	)		(0.1	)		(5.7	)
	Deferred tax liabilities - long-term			(9.9	)		-			(9.9	)
	Other long-term liabilities			(0.1	)		-			(0.1	)
	Total Liabilities			(15.6	)		(0.1	)		(15.7	)
	Total purchase price, less cash acquired		$	84		$	0.5		$	84.5
	-1	As previously reported in the Corporation’s 2012 Annual Report on Form 10-K
	The following is the fair value of the equipment and leasehold improvements of the Amerita acquisition at the date of acquisition (dollars in millions):
	Equipment and leasehold improvements		Fair-Value			Weighted
						Average
						Useful Life
						(Yr)
	Leasehold improvements		$	0.1			1.8
	Equipment and software			0.7			4.9
			$	0.8
	The following are the fair values of the identifiable intangible assets of the Amerita acquisition at the date of acquisition (dollars in millions):
	Identifiable intangibles		Fair-Value			Weighted
						Average
						Useful Life
						(Yr)
	Trade name		$	27			13
	Customer (payer) relationships			2.4			10
	Non-compete agreements			1.4			5
			$	30.8
	Other
	For the three months ended September 30, 2012 and 2013, the Corporation incurred $3.9 million and $1.0 million, respectively, and $8.7 million and $2.9 million for the nine months ended September 30, 2012 and 2013, respectively, of acquisition-related costs, which have been classified as a component of merger, acquisition, integration costs and other charges.
	Pro Forma
	The following unaudited pro forma condensed consolidated financial information is not intended to represent or be indicative of the condensed consolidated results of operations or financial condition of the Corporation that would have been reported had the acquisitions been completed as of the date or for the periods presented, and should not be taken as representative of the future consolidated results of operations or financial condition of the Corporation.
	The unaudited pro forma effect of the acquisitions assuming the acquisitions occurred on January 1, 2012, excluding the merger, acquisition, integration costs and other charges, stock-based compensation and deferred compensation, and assuming an effective tax rate exclusive of discrete items for the three and nine months ended September 30, 2012, would be as follows (dollars in millions, except per share amounts):
			Three Months Ended			Nine Months Ended
			30-Sep-12			30-Sep-12
	Revenues		$	459.8		$	1,458.60
	Net income		$	11.4		$	31.8
	Earnings per common share:
	Basic		$	0.39		$	1.08
	Diluted		$	0.38		$	1.06

GOODWILL_AND_INTANGIBLES

GOODWILL AND INTANGIBLES	9 Months Ended
	Sep. 30, 2013
Goodwill and Intangibles	'
	NOTE 3—GOODWILL AND INTANGIBLES
	As of December 31, 2012, as adjusted, and September 30, 2013 the carrying amount of goodwill was $269.2 million and $271.4 million, respectively.
	The following table presents the components of the Corporation’s intangible assets (dollars in millions):
		Balance at						Balance at
	Finite Lived Intangible Assets	31-Dec-12			Additions			30-Sep-13
	Customer relationships	$	98.8		$	1.5		$	100.3
	Trade name		57			-			57
	Non-compete agreements		12.6			2.7			15.3
	Sub Total		168.4			4.2			172.6
	Accumulated amortization		(46.5	)		(11.7	)		(58.2	)
	Net intangible assets	$	121.9		$	(7.5	)	$	114.4
	Amortization expense relating to finite-lived intangible assets was $3.2 million and $3.7 million for the three months ended September 30, 2012 and 2013, respectively. Amortization expense relating to finite-lived intangible assets was $9.0 million and $11.7 million for the nine months ended September 30, 2012 and 2013, respectively.
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CREDIT_AGREEMENT

CREDIT AGREEMENT	9 Months Ended
	Sep. 30, 2013
Credit Agreement	'
	NOTE 4—CREDIT AGREEMENT
	On May 2, 2011, the Corporation entered into a long-term credit agreement (the “Credit Agreement”) among the Corporation, the Lenders named therein, and Citibank, N.A. (“Citibank”), as Administrative Agent. The Credit Agreement consists of a $250.0 million term loan facility and a $200.0 million revolving credit facility. The terms and conditions of the Credit Agreement are customary to facilities of this nature.
	As of June 30, 2013, $234.4 million was outstanding under the term loan facility and there was no balance outstanding under the revolving credit facility. Indebtedness under the Credit Agreement matures on September 30, 2016, at which time the commitments of the Lenders to make revolving loans also expire.
	The table below summarizes the term debt and revolving credit facility of the Corporation (dollars in millions):
		December 31,		September 30,
	Credit Agreement:	2012		2013
	Term Debt - payable to lenders at LIBOR plus applicable margin (2.68% as of September 30, 2013), matures June 30, 2016	$	243.8	$	234.4
	Revolving Credit Facility payable to lenders, interest plus applicable margin (5.00% as of September 30, 2013), matures June 30, 2016		71.7		-
	Total debt		315.5		234.4
	Less: Current portion of long-term debt		12.5		12.5
	Total long-term debt	$	303	$	221.9
	The Corporation’s indebtedness has the following maturities for the current year and the next three years (dollars in millions):
	Year Ending December 31,	Term Debt		Revolving Credit Facility		Total Maturities
	2013	$	3.2	$	-	$	3.2
	2014		12.5		-		12.5
	2015		112.5		-		112.5
	2016		106.2		-		106.2
		$	234.4	$	-	$	234.4
	The Credit Agreement provides for the issuance of letters of credit which, when issued, reduce availability under the revolving credit facility. The aggregate amount of letters of credit outstanding as of September 30, 2013 was $2.3 million. After giving effect to the letters of credit, total availability under the revolving credit facility was $197.7 million as of September 30, 2013. The revolving credit facility contains a $100.0 million accordion feature, which permits the Corporation to increase the total debt capacity, up to an aggregate of $534.4 million, subject to securing additional commitments from existing or new lenders.
	The Corporation was compliant with all debt covenant requirements at September 30, 2013.

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2013
Commitments and Contingencies	'
	NOTE 5—COMMITMENTS AND CONTINGENCIES
	Legal Action and Regulatory
	The Corporation maintains liabilities for certain of its outstanding investigations and litigation. In accordance with the provisions of U.S. GAAP for contingencies, the Corporation accrues for a liability when it is probable that such a liability has been incurred and the amount of the loss can be reasonably estimated. The Corporation is the subject of certain investigations and is a defendant in a number of cases, including those discussed below. During the three months ended September 30, 2013, the Corporation accrued $17.0 million based on information currently known. While the outcome of government investigations and litigation is inherently uncertain, management believes, in light of all information known to it at September 30, 2013, that the Corporation’s litigation-related accruals were adequate at such date. These accruals are reviewed periodically, and the reserve may be increased or decreased in the future to reflect further developments.
	The Corporation is responding to investigations by the U.S. Attorneys and by the Drug Enforcement Agency into the Corporation’s alleged failure to comply with various laws and regulations relating to the control and dispensing of certain controlled substances as well as the potential filing of false claims for payments of certain controlled substances that the Corporation dispensed to nursing home residents. The Corporation has been informed that the government believes that the claims at issue were not eligible for payment due to the alleged non-compliance with various Medicare, Medicaid and other laws and regulations relating to the dispensing, control, sale, billing and reimbursement for such controlled substances.
	As a part of these investigations, the following complaints have been filed. On April 15, 2013, the U.S. Department of Justice, through the U.S. Attorney’s Office for the Eastern District of Virginia, filed a complaint in the United States District Court for the Eastern District of Virginia against the Corporation’s two pharmacies in Virginia Beach, Virginia and Fredericksburg, Virginia alleging that these two pharmacies failed to comply with the Controlled Substances Act by dispensing Schedule II drugs without a proper prescription. The Corporation has filed an Answer to the Complaint, is engaged in discovery and intends to defend itself against these allegations. On June 10, 2013, the United States District Court for the Eastern District of Wisconsin unsealed two consolidated qui tam complaints filed in 2009 and 2011 by relators who are former employees of the Corporation and a company acquired by the Corporation.  The United States, acting through the U.S. Attorney's Office in Wisconsin, intervened in part and declined to intervene in part and filed its Complaint in intervention on August 9, 2013, when the matter was formally brought to the Corporation's attention.  The Complaint seeks statutory fines for the Corporation's alleged dispensing of Schedule II controlled substance prescriptions without a valid prescription in violation of the Controlled Substances Act.  It also seeks monetary damages and equitable relief alleging that this conduct caused false claims to be submitted in violation of the federal False Claims Act.
	On October 8, 2013, one of the individual relators, Richard Templin, served his complaint on the Corporation with respect to the claims on which the United States declined to intervene.  The complaint was filed in the United States District Court for the Southern District of Texas and seeks monetary damages and alleges that the Corporation violated the federal False Claims Act and the Anti-Kickback Act by allegedly dispensing Schedule II-V controlled substances without a valid prescription, through various other allegedly improper billing practices, by allegedly receiving rebates from pharmaceutical manufacturers, and by allegedly providing or receiving other remuneration from pharmaceutical manufacturers and its nursing facility customers in exchange for referrals.  The complaint also seeks monetary damages alleging that the Corporation terminated the relator's employment in violation of the False Claims Act.  The Corporation is evaluating the complaint and intends to defend itself against these allegations.  The other individual relator in the consolidated action has not served the Corporation with his Complaint.  The Corporation believes that the United States intervened with respect to all federal claims in that complaint but the relator's complaint also included claims under the qui tam provisions of Florida and Massachusetts state laws.  It is unclear at this time whether Florida and Massachusetts have elected to intervene with respect to those claims.  The Corporation is evaluating the Complaint and intends to defend itself against these allegations.
	The Corporation denies the allegations made by the government and the relators and is defending itself in the investigations and actions that have been brought by the government and the relators. The Corporation believes it has adequate reserves on hand for these investigations and litigations, however, if the Corporation is not successful in defending them, it could result in material fines and recoupment of government claims which could result in a material adverse effect on our consolidated financial condition, results of operations, or liquidity.
	On March 4, 2011, a relator, Mark Silver, on behalf of the U.S. Government and various state governments, filed a complaint in the United States District for the District of New Jersey against the Corporation alleging that the Corporation violated the False Claims Act and Anti-Kickback Statute through its agreements to provide prescription drugs to nursing homes under certain Medicare and Medicaid programs. On February 19, 2013, the U.S. Government declined to intervene in the case. The Corporation believes that it has complied with applicable laws and regulations with respect to these matters and intends to defend itself against these allegations.
	The U.S. Department of Justice, through the U.S. Attorney’s Office for the District of South Carolina and the Western District of Virginia, is investigating whether the Corporation’s activities in connection with agreements it had with the manufacturers of the pharmaceuticals Aranesp and Depakote, respectively, violated the False Claims Act or the Anti-Kickback Statute. The Corporation is cooperating with these investigations and believes it has complied with applicable laws and regulations with respect to these matters. At this time, we are unable to estimate the outcome of the investigations. If the government brings claims and the Corporation is not successful in defending them, it could result in material fines and recoupment of government claims which could result in a material adverse effect on our consolidated financial condition, results of operations, or liquidity.
	In addition, the Corporation is involved in certain legal actions and regulatory investigations, including those related to pharmaceuticals sold by the Corporation, arising in the ordinary course of business. At this time, the Corporation is unable to determine the impact of these investigations on its consolidated financial condition, results of operations, or liquidity.
	California Medicaid
	On August 14, 2013 the California Department of Health Care Service (“DHCS”) announced its intent to implement a ten (10) percent reimbursement reduction for numerous healthcare providers, including long term care pharmacies.  Originally, the DHCS received federal approval for the reduction effective June 1, 2011, but the DHCS has been prevented from implementing the reductions due to a court injunction.  The United States Court of Appeals for the Ninth Circuit denied the plaintiffs’ motion for a stay of mandate, allowing for the implementation of the reimbursement reduction.
	The DHCS intends to implement the reduction prospectively beginning January 9, 2014.  In addition, the DHCS will begin recouping a percentage of provider payments representing a ten (10) percent reduction on certain drug reimbursements retroactive to June 1, 2011.  These retroactive recoveries will not occur until after the prospective payment reductions are implemented. The Corporation has recorded a $2.9 million liability and reduction of revenue which represents its best estimate of the expected amount of recoveries from June 1, 2011 through September 30, 2013.
	FUL and AMP Changes
	The reimbursement rates for pharmacy services under Medicaid are determined on a state-by-state basis subject to review by CMS and applicable federal law. Although Medicaid programs vary from state to state, they generally provide for the payment of certain pharmacy services, up to the established limits, at rates determined in accordance with each state’s regulations. Federal regulations and the regulations of certain states establish “upper limits” for reimbursement of certain prescription drugs under Medicaid (these upper limits being the “FUL”).
	The 2010 Health Care Reform Legislation amended the Deficit Reduction Act of 2005 (“DRA”) to change the definition of the FUL by requiring the calculation of the FUL as no less than 175% of the weighted average, based on utilization, of the most recently reported monthly Average Manufacturer’s Price (“AMP”) for pharmaceutically and therapeutically equivalent multi-source drugs available through retail community pharmacies nationally. In addition, the definition of AMP changed to reflect net sales only to drug wholesalers that distribute to retail community pharmacies and to retail community pharmacies that directly purchase from drug manufacturers. Further, the 2010 Health Care Reform Legislation continues the current statutory exclusion of prompt pay discounts offered to wholesalers and adds three other exclusions to the AMP definition: i) bona fide services fees; ii) reimbursement for unsalable returned goods (recalled, expired, damaged, etc.); and iii) payments from and rebates/discounts to certain entities not conducting business as a wholesaler or retail community pharmacy. In addition to reporting monthly, the manufacturers are required to report the total number of units used to calculate each monthly AMP. Centers for Medicare and Medicaid Services (“CMS”) will use this information when it establishes FULs as a result of the new volume-weighted requirements pursuant to the 2010 Health Care Reform Legislation.
	In September 2011, CMS issued the first draft FUL reimbursement files for multiple source drugs, including the draft methodology used to calculate the FULs in accordance with the Health Care Legislation. These draft FUL prices are based on the manufacturer reported and certified July 2011 monthly AMP and AMP unit data. CMS continues to release this data monthly and is expected to do so going forward. CMS has not posted monthly AMPs for individual drugs, but only posted the weighted average of monthly AMPs in a FUL group and the calculation methodology.
	CMS has issued proposed regulations further clarifying the AMP and FUL changes described above and has indicated that the final rule will be issued on January 1, 2014.
	Until CMS provides final guidance and the industry adapts to this now publicly available pricing information, the Corporation is unable to fully evaluate the impact of the changes in FUL and AMP to its business.
	Acquisitions
	The Corporation has historically acquired the stock or assets of businesses with prior operating histories. Acquired companies may have unknown or contingent liabilities, including liabilities for failure to comply with healthcare laws and regulations, medical and general professional liabilities, workers’ compensation liabilities, previous tax liabilities, and unacceptable business practices.  lthough the Corporation institutes policies designed to conform practices to its standards following completion of acquisitions, there can be no assurance the Corporation will not become liable for past activities that may later be asserted to be improper by private plaintiffs or government agencies. While the Corporation generally seeks to obtain indemnification from prospective sellers covering such matters, there can be no assurance that any such matter will be covered by indemnification, or if covered, that such indemnification will be adequate to cover potential losses and fines. In the ordinary course of business, the Corporation enters into contracts containing standard indemnification provisions and indemnifications specific to a transaction such as business acquisitions and disposals of an operating facility. These indemnifications may cover claims against employment-related matters, governmental regulations, environmental issues, tax matters, as well as customer, third party payer, supplier, and contractual relationships. Obligations under these indemnities generally would be initiated by a breach of the terms of the contract or by a third party claim or event.
	Prime Vendor Agreement
	On January 25, 2013 the Corporation renegotiated its Amended Prime Vendor Agreement with AmerisourceBergen Drug Corporation (“ABDC”) effective January 1, 2013. The First Amendment to the Amended Prime Vendor Agreement (the “First Amendment”) modified the previous agreement, which was set to expire September 30, 2013 and extended its term until September 30, 2016.
	The First Amendment requires the Corporation to purchase certain levels of brand and non-injectable generic drugs from ABDC. The First Amendment does provide the flexibility for the Corporation to contract with other suppliers. If the Corporation fails to adhere to the contractual purchase provisions, ABDC has the ability to increase the Corporation’s drug pricing under the terms of the First Amendment.
	Employment Agreements
	The Corporation has entered into employment agreements with certain of its executive officers. During the employment period, certain executive officers will be eligible to (i) participate in any short-term and long-term incentive programs established or maintained by the Corporation, (ii) participate in all incentive, savings and retirement plans and programs of the Corporation, (iii) participate, along with their dependents, in all welfare benefit plans and programs provided by the Corporation, and (iv) receive four weeks of paid vacation per calendar year.
	The type of compensation due to each of the executive officers in the event of the termination of their employment period varies depending on the nature of the termination. The employment agreements generally do not entitle the executive officers to any additional payment or benefits solely upon the occurrence of a change in control but do provide additional payments or benefits or both upon a termination of employment in connection with a change in control. Additionally, the vesting of certain equity based grants made to certain executive officers accelerate upon the occurrence of a change in control.

MERGER_ACQUISITION_INTEGRATION

MERGER, ACQUISITION, INTEGRATION COSTS AND OTHER CHARGES	9 Months Ended
	Sep. 30, 2013
Merger, Acquisition, Integration Costs and Other Charges	'
	NOTE 6—MERGER, ACQUISITION, INTEGRATION COSTS AND OTHER CHARGES
	Merger, acquisition, integration costs and other charges were $6.1 million and $1.3 million for three months ended September 30, 2012 and 2013 and $14.3 million and $7.0 million for the nine months ended September 30, 2012 and 2013, respectively.
	Integration costs and other charges represent costs associated with integrating our operations.  Also included in this category in 2012 are costs related to the unsolicited tender offer by Omnicare.  In 2012 and 2013 costs related to the transition of the information technology services from one vendor to another vendor (“IT Transition”) are also included in this category.  Acquisition costs represent costs associated with current and potential future acquisitions.

COMMON_STOCK_PREFERRED_STOCK_T

COMMON STOCK, PREFERRED STOCK, TREASURY STOCK, STOCK-BASED COMPENSATION AND OTHER BENEFITS	9 Months Ended
	Sep. 30, 2013
Common Stock, Preferred Stock, Treasury Stock, Stock-Based Compensation and Other Benefits	'
	NOTE 7—COMMON STOCK, PREFERRED STOCK, TREASURY STOCK, STOCK-BASED COMPENSATION AND OTHER BENEFITS
	Treasury Stock Purchases
	In August 2010, the Board of Directors authorized a share repurchase of up to $25.0 million of the Corporation’s common stock, of which $10.5 million was used. On July 2, 2012 the Board of Directors authorized an increase to the remaining portion of the existing stock repurchase program that allows the Corporation to again repurchase up to a maximum of $25.0 million of the Corporation’s common stock. Approximately $19.7 million remains available under the program as of September 30, 2013. Share repurchases under this authorization may be made in the open market through unsolicited or solicited privately negotiated transactions, or in such other appropriate manner, and are funded from available cash. The amount and timing of the repurchases, if any, would be determined by the Corporation’s management and would depend on a variety of factors including price, corporate and regulatory  requirements, capital availability and other market conditions. Common stock acquired through the share repurchase program would be held as treasury shares and may be used for general corporate purposes, including reissuance in connection with acquisitions, employee stock option exercises or other employee stock plans. The share repurchase program does not have an expiration date and may be limited, terminated or extended at any time without prior notice. During the nine months ended September 30, 2013, the Corporation repurchased 349,091 shares of common stock for an aggregate purchase price, including commissions, of $4.3 million at an average purchase price of $12.33 per share.
	The Corporation may redeem shares from employees upon the vesting of the Corporation’s stock awards for minimum statutory tax withholding purposes. The Corporation redeemed 131,248 shares of certain vested awards for an aggregate price of approximately $2.0 million during nine months ended September 30, 2013. These shares have also been designated by the Corporation as treasury stock.
	As of September 30, 2013, the Corporation had a total of 1,936,632 shares held as treasury stock.
	Stock Appreciation Rights Plan
	The wholly-owned subsidiary of the Corporation, Amerita, Inc., has adopted the 2013 Stock Appreciation Rights Plan (“SAR Plan”) effective March 26, 2013 under which Amerita’s Board of Directors is authorized to grant Stock Appreciation Rights (“SAR”) to certain employees of the Corporation. Each SAR shall vest, generally in full after three years, and become exercisable, in one or more installments and shall be subject to the achievement of specified performance goals or objectives established with respect to one or more performance criteria. The SAR awards are exercisable for two years after the vesting period is complete, but no SAR may be exercised more than ten years after the grant date. Final settlement of the SAR awards is to be provided to the employees in cash; as a result, the Corporation has recognized a liability on the condensed consolidated balance sheet associated with the awards.
	Stock Option Activity
	Stock options were not granted to officers and employees during 2012 or 2013. The following table summarizes option activity for the periods presented:
		Number of Shares			Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Term	Aggregate Instrinsic Value (in millions)
	Outstanding shares at December 31, 2012		2,424,285		$	15.14	3.2 years	$	1.8
	Exercised		(35,143	)		11.57
	Canceled		(64,623	)		13.1
	Expired		(442,281	)		15.69
	Outstanding shares at September 30, 2013		1,882,238		$	15.14	2.5 years	$	1
	Exercisable shares at September 30, 2013		1,582,614		$	15.55	2.2 years	$	0.5
	Nonvested Shares
	The following table summarizes nonvested share activity for the periods presented:
		Number of Shares			Weighted- Average Grant Date Fair Value
	Outstanding shares at December 31, 2012		1,133,335		$	13
	Granted - Restricted Stock Units		348,742			14.75
	Granted - Performance Share Units		237,294			14.46
	Forfeited		(223,765	)		14.91
	Vested		(385,388	)		13.03
	Outstanding shares at September 30, 2013		1,110,218		$	13.38

INCOME_TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2013
Income Taxes	'
	NOTE 8—INCOME TAXES
	The provision for income taxes is based upon the Corporation’s estimate of annual taxable income or loss for each respective accounting period. The following table summarizes our provision for income taxes for the periods presented (dollars in millions):
		Three Months Ended						Nine Months Ended
		September 30,						September 30,
		2012			2013			2012			2013
	Provision for income taxes	$	3.9		$	4.2		$	12.7		$	19.3
	Total provision as a percentage of pre-tax income (loss)		39.5	%	NM		*		39.9	%		57.1	%
	* NM - Not Meaningful
	The increase in the provision for income taxes as a percentage of pre-tax income for the nine months ended September 30, 2013 compared to the nine months ended September 30, 2012 was primarily due to the Corporation’s accrued legal liability related to the investigations and litigation discussed in Note 5.  For purposes of the provision for the nine months ended September 30, 2013 the Corporation has made an assumption in the absence of more definitive information and therefore has reflected this liability as being non-tax deductible and has accounted for the absence of a tax benefit as a discrete item in the third quarter.  Accordingly, this resulted in an increase in the nine month tax provision of approximately $6.6 million, or approximately 20% of pre-tax income.  This increase in the tax provision was partially offset by net deductible permanent differences.  Excluding the impact of the discrete tax items, the provision for income taxes as a percentage of pre-tax income before the charge for the legal accrual would have been 38.1%. The effective tax rate in 2012 was higher than the federal statutory rate as a result of the combined impact of state and local taxes and various non-deductible expenses.
	The Corporation derives a current federal and state income tax benefit from the impact of deductions associated with the amortization of tax deductible goodwill acquired through business combinations. The tax basis of the Corporation’s tax deductible goodwill was approximately $123.3 million and $115.9 million at December 31, 2012 and September 30, 2013, respectively. The future tax benefits of the tax-deductible goodwill are included in the Corporation’s deferred tax assets.
	The Corporation recognizes an asset or liability for the deferred tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements. These temporary differences will result in taxable or deductible amounts in future years when the reported amounts of the assets are recovered or liabilities are settled. The Corporation also recognizes the future tax benefits from net operating and capital loss carryforwards as deferred tax assets. As of September 30, 2013, the Corporation has no tax benefits from federal net operating loss carryforwards and tax benefits from state net operating loss carryforwards of $7.1 million, net of federal benefit. The net operating losses have carryforward periods ranging from 1 to 20 years, depending on the taxing jurisdiction.
	A valuation allowance is provided for the Corporation’s deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. The Corporation recognized deferred tax assets totaling $26.1 million at December 31, 2012 and $19.7 million at September 30, 2013, net of state valuation allowances of $1.0 million.
	As of December 31, 2012 and September 30, 2013, the Corporation had no reserves recorded for unrecognized tax benefits for U.S. federal and state tax jurisdictions.

EARNINGS_PER_SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2013
Earnings per Share	'
	NOTE 9—EARNINGS PER SHARE
	The following table sets forth the computation of basic and diluted earnings (loss) per share (dollars in millions, except per share amounts):
			Three months ended						Nine months ended
			September 30,						September 30,
			2012		2013				2012		2013
	Numerator:
	Numerator for basic and earnings (loss) per diluted share - net income (loss)		$	6	$	(6.2	)		$	19.2	$	14.5
	Denominator:
	Denominator for basic earnings (loss) per share - weighted average shares			29,491,234		29,655,201				29,470,473		29,645,380
	Effective of dilutive securities (stock options, restricted stock units and performance share units)			355,445		—				358,696		304,999
	Denominator for earnings (loss) per diluted share - adjusted weighted average shares			29,846,679		29,655,201		(b)		29,829,169		29,950,379
	Basic earnings (loss) per share		$	0.2	$	(0.21	)		$	0.65	$	0.49
	Earnings (loss) per diluted share		$	0.2	$	(0.21	)	(b)	$	0.64	$	0.48
	Unexercised employee stock options and unvested restricted shares excluded from the effect of dilutive securities above (a)			2,788,800		1,917,486				3,103,047		2,028,557
		(a)	These unexercised employee stock options, nonvested restricted shares and performance shares that have not yet met performance conditions are not included in the computation of diluted earnings (loss) per share because to do so would be anti-dilutive for the periods presented.
	Stock options and restricted shares and units granted by the Corporation are treated as potential common shares outstanding in computing earnings (loss) per diluted share. Performance share units are treated as potential common shares outstanding in computing earnings (loss) per diluted share only when the performance conditions are met.
	Common shares repurchased by the Corporation reduce the number of basic shares used in the denominator for basic and diluted earnings (loss) per share.
	(b)	The diluted loss per share for the three months ended September 30, 2013 does not include the effects of potential common shares because their inclusion would be anti-dilutive due to the net loss for the period.

ORGANIZATION_AND_SUMMARY_OF_SI1

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Sep. 30, 2013

Nature of Business

'

Nature of Business

PharMerica Corporation (together with its subsidiaries, the “Corporation”) is an institutional pharmacy services company that services healthcare facilities, provides pharmacy management services to hospitals and also provides specialty infusion services to patients outside a hospital setting. The Corporation is the second largest institutional pharmacy services company in the United States based on revenues, operating 89 institutional pharmacies and 12 specialty infusion pharmacies in 45 states. The Corporation’s customers are typically institutional healthcare providers, such as skilled nursing facilities, nursing centers, assisted living facilities, hospitals, individuals receiving in-home care and other long-term alternative care settings. The Corporation is generally the primary source of supply of pharmaceuticals to its customers. The Corporation also provides pharmacy management services to 83 hospitals in the United States.

Operating Segments

'

Operating Segments

The Corporation consists of two operating segments: pharmacy and specialty infusion services. For financial reporting purposes, management considers these two operating segments to be similar and, therefore, has aggregated them into a single reportable segment.

Principles of Consolidation

'

Principles of Consolidation

All intercompany transactions have been eliminated.

Basis of Presentation

'

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and do not include all of the information and disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”) for complete financial statements. Accordingly, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Corporation and related footnotes for the year ended December 31, 2012, included in the Corporation’s Annual Report on Form 10-K. The balance sheet as of December 31, 2012 has been derived from the audited consolidated financial statements adjusted for acquisition related measurement period adjustments as of that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

The results of operations for the interim periods are not necessarily indicative of results of operations for a full year. It is the opinion of management that all necessary adjustments for a fair presentation of the condensed consolidated financial statements for the interim periods have been made and are of a normal recurring nature.

Use of Estimates

'

Use of Estimates

The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP which requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent liabilities as of the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates are involved in collectability of accounts receivable, revenue recognition, inventory valuation, supplier rebates, the valuation of long-lived assets and goodwill, and accounting for income taxes. Actual amounts may differ from these estimates.

Fair Value of Financial Instruments

'

Fair Value of Financial Instruments

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based upon assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Corporation follows a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

Level 1:

Observable inputs such as quoted prices in active markets;

Level 2:

Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

Level 3:

Unobservable inputs for which there is little or no market data, that require the Corporation to develop its own assumptions.

Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques:

A.

Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.

B.

Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost).

C.

Income approach: Techniques to convert future amounts to a single present amount based upon market expectations (including present value techniques, option-pricing and excess earnings models).

The financial liability recorded at fair value at December 31, 2012 and September 30, 2013 is set forth in the tables below (dollars in millions):

As of December 31, 2012

Liability

Level 1

Level 2

Level 3

Valuation

Technique

Financial Liability

Deferred Compensation Plan

$

4.8

$

—

$

4.8

$

—

A

As of September 30, 2013

Liability

Level 1

Level 2

Level 3

Valuation

Technique

Financial Liability

Deferred Compensation Plan

$

6.3

$

—

$

6.3

$

—

A

The deferred compensation plan liability represents an unfunded obligation associated with the deferred compensation plan offered to eligible employees and members of the Board of Directors of the Corporation and is recorded in other long-term liabilities in the condensed consolidated balance sheets. The fair value of the liability associated with the deferred compensation plan is derived using pricing and other relevant information for similar assets or liabilities generated by market transactions.

The carrying amounts reported in the accompanying condensed consolidated balance sheets for cash and cash equivalents, accounts receivable, inventory and accounts payable approximate fair value because of the short-term maturity of these assets and liability. The Corporation’s debt approximates fair value due to the terms of the interest being set at variable market interest rates (Level 2).

Accounts Receivable and Allowance for Doubtful Accounts

'

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable primarily consist of amounts due from Prescription Drug Plans (“PDPs”) under Medicare Part D, institutional healthcare providers, respective state Medicaid programs, third party insurance companies, and private payers. The Corporation’s ability to collect outstanding receivables is critical to its results of operations and cash flows. To provide for accounts receivable that could become uncollectible in the future, the Corporation establishes an allowance for doubtful accounts to reduce the carrying value of such receivables to the extent it is probable that a portion or all of a particular account will not be collected.

The Corporation has an established process to determine the adequacy of the allowance for doubtful accounts, which relies on analytical tools, specific identification, and benchmarks to arrive at a reasonable allowance. No single statistic or measurement determines the adequacy of the allowance for doubtful accounts. The Corporation monitors and reviews trends by payer classification along with the composition of the Corporation’s aging accounts receivable. This review focuses primarily on trends in private and other payers, PDP’s, dual eligible co-payments, historic payment patterns of long-term care institutions, and monitors respective credit risks. In addition, the Corporation analyzes other factors such as revenue days in accounts receivable, denial trends by payer types, payment patterns by payer types, subsequent cash collections, and current events that may impact payment patterns of the Corporation’s long-term care institution customers. Accounts receivable are written off after collection efforts have been completed in accordance with the Corporation’s policies.

The Corporation’s accounts receivable and summarized aging categories are as follows (dollars in millions):

(As Adjusted)

December 31,

September 30,

2012

2013

Institutional healthcare providers

$

158.1

$

155.1

Medicare Part D

41.6

35.4

Private payer and other

28.4

29.2

Insured

15.6

13.7

Medicaid

16.1

10.1

Medicare

2

1.6

Allowance for doubtful accounts

(56.4

)

(54.6

)

$

205.4

$

190.5

0 to 60 days

58.8

%

56.5

%

61 to 120 days

17.1

%

18

%

Over 120 days

24.1

%

25.5

%

100

%

100

%

The following is a summary of activity in the Corporation’s allowance for doubtful accounts (dollars in millions):

Beginning

Charges to Costs and

Ending

Balance

Expenses

Write-offs

Balance

Allowance for doubtful accounts:

Year ended December 31, 2012

$

48.6

$

25.9

$

(18.1

)

$

56.4

Nine months ended September 30, 2013

$

56.4

$

15.9

$

(17.7

)

$

54.6

Concentration of Credit Risk

'

Concentration of Credit Risk

For the three months ended September 30, 2012 and 2013, the Corporation derived approximately 14.4% and 11.8%, respectively, of its revenues from a single customer, including all payer sources of the Corporation. For the nine months ended September 30, 2012 and 2013, the Corporation derived approximately 14.1% and 13.0%, respectively, of its revenues from a single customer, including all payer sources of the Corporation.

Goodwill and Other Intangibles

'

Goodwill and Other Intangibles

Goodwill represents the excess purchase price of an acquired entity over the net amounts assigned to assets acquired and liabilities assumed. The Corporation’s policy is to perform a qualitative assessment on goodwill impairment to determine whether it is more likely than not (defined as having a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The Corporation performed a qualitative assessment as of December 31, 2012 and did not find it necessary to perform the first step of the two-step impairment test based on that analysis. In addition, as a result of the Corporation being notified during June 2013 that it will be losing its largest customer effective December 31, 2013, the Corporation performed the first step of the two step analysis for the pharmacy segment during the quarter ended June 30, 2013 and determined that an impairment of goodwill did not occur as a result of this triggering event. The Corporation’s discounted cash flows as calculated for the step one analysis were approximately 26% greater than current book value.

The Corporation’s finite-lived intangible assets are comprised primarily of trade names, customer relationship assets and non-compete agreements primarily originating from business acquisitions. Finite-lived intangible assets are amortized on a straight-line basis over the course of their lives ranging from 5 to 20 years. For impairment reviews, intangible assets are reviewed on a specific pharmacy basis or as a group of pharmacies depending on the intangible assets under review. The Corporation’s goodwill and intangible assets are further described in Note 3.

Stock Option Accounting

'

Stock Option Accounting

The Corporation recognizes stock-based compensation expense in its condensed consolidated financial statements using the Black-Scholes-Merton option valuation model (see Note 7).

Restructuring and Impairment Charges

'

Restructuring and Impairment Charges

Restructuring and impairment charges in the condensed consolidated financial statements represent amounts expensed for purposes of realigning corporate and pharmacy locations.

Income Taxes

'

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Corporation accrues for tax obligations, as appropriate, based on facts and circumstances in the various regulatory environments. Deferred tax assets and liabilities are more fully described in Note 8.

ORGANIZATION_AND_SUMMARY_OF_SI2

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Financial Liability Recorded at Fair Value	'
	The financial liability recorded at fair value at December 31, 2012 and September 30, 2013 is set forth in the tables below (dollars in millions):
	As of December 31, 2012	Liability			Level 1			Level 2			Level 3		Valuation
													Technique
	Financial Liability
	Deferred Compensation Plan	$	4.8		$	—		$	4.8		$	—		A
	As of September 30, 2013	Liability			Level 1			Level 2			Level 3		Valuation
													Technique
	Financial Liability
	Deferred Compensation Plan	$	6.3		$	—		$	6.3		$	—		A
Schedule of Accounts Receivable and Summarized Aging Categories	'
	The Corporation’s accounts receivable and summarized aging categories are as follows (dollars in millions):
		(As Adjusted)
		December 31,			September 30,
		2012			2013
	Institutional healthcare providers	$	158.1		$	155.1
	Medicare Part D		41.6			35.4
	Private payer and other		28.4			29.2
	Insured		15.6			13.7
	Medicaid		16.1			10.1
	Medicare		2			1.6
	Allowance for doubtful accounts		(56.4	)		(54.6	)
		$	205.4		$	190.5
	0 to 60 days		58.8	%		56.5	%
	61 to 120 days		17.1	%		18	%
	Over 120 days		24.1	%		25.5	%
			100	%		100	%
Schedule of Allowance for Doubtful Accounts	'
	The following is a summary of activity in the Corporation’s allowance for doubtful accounts (dollars in millions):
		Beginning			Charges to Costs and						Ending
		Balance			Expenses			Write-offs			Balance
	Allowance for doubtful accounts:
	Year ended December 31, 2012	$	48.6		$	25.9		$	(18.1	)	$	56.4
	Nine months ended September 30, 2013	$	56.4		$	15.9		$	(17.7	)	$	54.6

ACQUISITIONS_Tables

ACQUISITIONS (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Purchase Price Allocation	'
	The preliminary purchase price allocation was as follows (dollars in millions):
			Amounts Previously Recognized as of Acquisition Date (1)			Measurement Period Adjustments			Amounts Recognized as of Acquisition Date (As Adjusted)
	Accounts receivable		$	11.1		$	(1.1	)	$	10
	Inventory			1.6			-			1.6
	Other current assets			0.6			0.2			0.8
	Equipment and leasehold improvements			0.8			-			0.8
	Other long-term assets			0.2			-			0.2
	Deferred tax assets			1.2			0.5			1.7
	Identifiable intangibles			30.8			-			30.8
	Goodwill			53.3			1			54.3
	Total Assets			99.6			0.6			100.2
	Current liabilities			(5.6	)		(0.1	)		(5.7	)
	Deferred tax liabilities - long-term			(9.9	)		-			(9.9	)
	Other long-term liabilities			(0.1	)		-			(0.1	)
	Total Liabilities			(15.6	)		(0.1	)		(15.7	)
	Total purchase price, less cash acquired		$	84		$	0.5		$	84.5
	-1	As previously reported in the Corporation’s 2012 Annual Report on Form 10-K
Schedule of Equipment And Leasehold Improvements Acquired Through Business Combination	'
	The following is the fair value of the equipment and leasehold improvements of the Amerita acquisition at the date of acquisition (dollars in millions):
	Equipment and leasehold improvements		Fair-Value			Weighted
						Average
						Useful Life
						(Yr)
	Leasehold improvements		$	0.1			1.8
	Equipment and software			0.7			4.9
			$	0.8
Schedule of Identifiable Intangible Assets Acquired Through Business Combination	'
	The following are the fair values of the identifiable intangible assets of the Amerita acquisition at the date of acquisition (dollars in millions):
	Identifiable intangibles		Fair-Value			Weighted
						Average
						Useful Life
						(Yr)
	Trade name		$	27			13
	Customer (payer) relationships			2.4			10
	Non-compete agreements			1.4			5
			$	30.8
Schedule of Pro Forma Financial Information	'
	The unaudited pro forma effect of the acquisitions assuming the acquisitions occurred on January 1, 2012, excluding the merger, acquisition, integration costs and other charges, stock-based compensation and deferred compensation, and assuming an effective tax rate exclusive of discrete items for the three and nine months ended September 30, 2012, would be as follows (dollars in millions, except per share amounts):
			Three Months Ended			Nine Months Ended
			30-Sep-12			30-Sep-12
	Revenues		$	459.8		$	1,458.60
	Net income		$	11.4		$	31.8
	Earnings per common share:
	Basic		$	0.39		$	1.08
	Diluted		$	0.38		$	1.06

GOODWILL_AND_INTANGIBLES_Table

GOODWILL AND INTANGIBLES (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Finite Lived Intangible Assets [Abstract]	'
	The following table presents the components of the Corporation’s intangible assets (dollars in millions):
		Balance at						Balance at
	Finite Lived Intangible Assets	31-Dec-12			Additions			30-Sep-13
	Customer relationships	$	98.8		$	1.5		$	100.3
	Trade name		57			-			57
	Non-compete agreements		12.6			2.7			15.3
	Sub Total		168.4			4.2			172.6
	Accumulated amortization		(46.5	)		(11.7	)		(58.2	)
	Net intangible assets	$	121.9		$	(7.5	)	$	114.4

CREDIT_AGREEMENT_Tables

CREDIT AGREEMENT (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Term Debt and Revolving Credit Facility [Abstract]	'
	The table below summarizes the term debt and revolving credit facility of the Corporation (dollars in millions):
		December 31,		September 30,
	Credit Agreement:	2012		2013
	Term Debt - payable to lenders at LIBOR plus applicable margin (2.68% as of September 30, 2013), matures June 30, 2016	$	243.8	$	234.4
	Revolving Credit Facility payable to lenders, interest plus applicable margin (5.00% as of September 30, 2013), matures June 30, 2016		71.7		-
	Total debt		315.5		234.4
	Less: Current portion of long-term debt		12.5		12.5
	Total long-term debt	$	303	$	221.9
Schedule of Indebtedness Maturities [Abstract]	'
	The Corporation’s indebtedness has the following maturities for the current year and the next three years (dollars in millions):
	Year Ending December 31,	Term Debt		Revolving Credit Facility		Total Maturities
	2013	$	3.2	$	-	$	3.2
	2014		12.5		-		12.5
	2015		112.5		-		112.5
	2016		106.2		-		106.2
		$	234.4	$	-	$	234.4

COMMON_STOCK_PREFERRED_STOCK_T1

COMMON STOCK, PREFERRED STOCK, TREASURY STOCK, STOCK-BASED COMPENSATION AND OTHER BENEFITS (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Stock Option Activity	'
	Stock options were not granted to officers and employees during 2012 or 2013. The following table summarizes option activity for the periods presented:
		Number of Shares			Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Term	Aggregate Instrinsic Value (in millions)
	Outstanding shares at December 31, 2012		2,424,285		$	15.14	3.2 years	$	1.8
	Exercised		(35,143	)		11.57
	Canceled		(64,623	)		13.1
	Expired		(442,281	)		15.69
	Outstanding shares at September 30, 2013		1,882,238		$	15.14	2.5 years	$	1
	Exercisable shares at September 30, 2013		1,582,614		$	15.55	2.2 years	$	0.5
Schedule of Nonvested Share Activity	'
	Nonvested Shares
	The following table summarizes nonvested share activity for the periods presented:
		Number of Shares			Weighted- Average Grant Date Fair Value
	Outstanding shares at December 31, 2012		1,133,335		$	13
	Granted - Restricted Stock Units		348,742			14.75
	Granted - Performance Share Units		237,294			14.46
	Forfeited		(223,765	)		14.91
	Vested		(385,388	)		13.03
	Outstanding shares at September 30, 2013		1,110,218		$	13.38

INCOME_TAXES_Tables

INCOME TAXES (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Provision for Income Taxes	'
	The provision for income taxes is based upon the Corporation’s estimate of annual taxable income or loss for each respective accounting period. The following table summarizes our provision for income taxes for the periods presented (dollars in millions):
		Three Months Ended						Nine Months Ended
		September 30,						September 30,
		2012			2013			2012			2013
	Provision for income taxes	$	3.9		$	4.2		$	12.7		$	19.3
	Total provision as a percentage of pre-tax income (loss)		39.5	%	NM		*		39.9	%		57.1	%
	* NM - Not Meaningful

EARNINGS_PER_SHARE_Tables

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2013
Schedule of Computation of Basic and Diluted Earnings Per Share [Abstract]	'
	The following table sets forth the computation of basic and diluted earnings (loss) per share (dollars in millions, except per share amounts):
			Three months ended						Nine months ended
			September 30,						September 30,
			2012		2013				2012		2013
	Numerator:
	Numerator for basic and earnings (loss) per diluted share - net income (loss)		$	6	$	(6.2	)		$	19.2	$	14.5
	Denominator:
	Denominator for basic earnings (loss) per share - weighted average shares			29,491,234		29,655,201				29,470,473		29,645,380
	Effective of dilutive securities (stock options, restricted stock units and performance share units)			355,445		—				358,696		304,999
	Denominator for earnings (loss) per diluted share - adjusted weighted average shares			29,846,679		29,655,201		(b)		29,829,169		29,950,379
	Basic earnings (loss) per share		$	0.2	$	(0.21	)		$	0.65	$	0.49
	Earnings (loss) per diluted share		$	0.2	$	(0.21	)	(b)	$	0.64	$	0.48
	Unexercised employee stock options and unvested restricted shares excluded from the effect of dilutive securities above (a)			2,788,800		1,917,486				3,103,047		2,028,557
		(a)	These unexercised employee stock options, nonvested restricted shares and performance shares that have not yet met performance conditions are not included in the computation of diluted earnings (loss) per share because to do so would be anti-dilutive for the periods presented.
	Stock options and restricted shares and units granted by the Corporation are treated as potential common shares outstanding in computing earnings (loss) per diluted share. Performance share units are treated as potential common shares outstanding in computing earnings (loss) per diluted share only when the performance conditions are met.
	Common shares repurchased by the Corporation reduce the number of basic shares used in the denominator for basic and diluted earnings (loss) per share.
	(b)	The diluted loss per share for the three months ended September 30, 2013 does not include the effects of potential common shares because their inclusion would be anti-dilutive due to the net loss for the period.

ORGANIZATION_AND_SUMMARY_OF_SI3

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Additional Information (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Organization And Significant Accounting Policies [Line Items]	'	'	'	'
Number of specialty infusion pharmacies	12	'	12	'
Number of operating institutional pharmacies	89	'	89	'
Number of states in which there are institutional pharmacies	45	'	45	'
Number of pharmacy management services hospitals	83	'	83	'
Number of operating segments	'	'	2	'
Percentage by which discounted cash flows were greater than current book value	'	'	26.00%	'
Sales [Member]	'	'	'	'
Organization And Significant Accounting Policies [Line Items]	'	'	'	'
Percentage of revenues from a single customer	14.40%	11.80%	14.10%	13.00%
Minimum [Member]	'	'	'	'
Organization And Significant Accounting Policies [Line Items]	'	'	'	'
Finite-lived intangible assets useful lives, (in years)	'	'	'5 years	'
Maximum [Member]	'	'	'	'
Organization And Significant Accounting Policies [Line Items]	'	'	'	'
Finite-lived intangible assets useful lives, (in years)	'	'	'20 years	'

ORGANIZATION_AND_SUMMARY_OF_SI4

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Schedule of Financial Liability Recorded at Fair Value (Details) (Financial Assets/(Liabilities) [Member], USD $)	Sep. 30, 2013	Dec. 31, 2012
In Millions, unless otherwise specified
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Deferred Compensation Plan	$6.30	$4.80
Level 1 [Member]	'	'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Deferred Compensation Plan	0	0
Level 2 [Member]	'	'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Deferred Compensation Plan	6.3	4.8
Level 3 [Member]	'	'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Deferred Compensation Plan	$0	$0

ORGANIZATION_AND_SUMMARY_OF_SI5

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Schedule of Accounts Receivable and Summarized Aging Categories (Details) (USD $)	9 Months Ended	12 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012	Dec. 31, 2011
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Allowance for doubtful accounts	($54.60)	($56.40)	($48.60)
Accounts receivable, net	190.5	205.4	'
0 to 60 days	56.50%	58.80%	'
61 to 120 days	18.00%	17.10%	'
Over 120 days	25.50%	24.10%	'
Total accounts receivable recorded percentage due	100.00%	100.00%	'
Institutional Health Care Providers [Member]	'	'	'
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Accounts receivable, gross	155.1	158.1	'
Medicare Part D [Member]	'	'	'
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Accounts receivable, gross	35.4	41.6	'
Private Payor And Other [Member]	'	'	'
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Accounts receivable, gross	29.2	28.4	'
Insured [Member]	'	'	'
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Accounts receivable, gross	13.7	15.6	'
Medicaid [Member]	'	'	'
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Accounts receivable, gross	10.1	16.1	'
Medicare [Member]	'	'	'
Accounts, Notes, Loans and Financing Receivable [Line Items]	'	'	'
Accounts receivable, gross	$1.60	$2	'

ORGANIZATION_AND_SUMMARY_OF_SI6

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Schedule of Allowance for Doubtful Accounts (Details) (USD $)	9 Months Ended	12 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Organization And Summary Of Significant Accounting Policies [Line Items]	'	'
Allowance for doubtful accounts, Beginning Balance	$56.40	$48.60
Allowance for doubtful accounts, Charges to Costs and Expenses	15.9	25.9
Allowance for doubtful accounts, Write-offs	-17.7	-18.1
Allowance for doubtful accounts, Ending Balance	$54.60	$56.40

ACQUISITIONS_Additional_Inform

ACQUISITIONS, Additional Information (Details) (USD $)	3 Months Ended		9 Months Ended				12 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
					Amerita, Inc [Member]	Amerita, Inc [Member]	Amerita, Inc [Member]
Business Acquisition [Line Items]	'	'	'	'	'	'	'
Date of acquisition	'	'	30-Sep-13	'	'	'	13-Dec-12
Business acquisition, net of cash acquired	$4.10	$0.40	$4.60	$0.80	$4.10	$0.50	$84.50
Business acquisition, cash acquired	'	'	'	'	'	'	1
Recorded goodwill in transaction	2.2	'	2.2	'	'	'	15.9
Acquisition costs	$1	$3.90	$2.90	$8.70	'	'	'

ACQUISITIONS_Schedule_of_Purch

ACQUISITIONS, Schedule of Purchase Price Allocation (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Millions, unless otherwise specified
Business Acquisition [Line Items]	'	'
Goodwill	$271.40	$269.20
Amerita, Inc [Member]	'	'
Business Acquisition [Line Items]	'	'
Accounts receivable	10	'
Inventory	1.6	'
Other current assets	0.8	'
Equipment and leasehold improvements	0.8	'
Other long-term assets	0.2	'
Deferred tax assets	1.7	'
Identifiable intangibles	30.8	'
Goodwill	54.3	'
Total Assets	100.2	'
Current liabilities	-5.7	'
Deferred tax liabilities - long-term	-9.9	'
Other long-term liabilities	-0.1	'
Total Liabilities	-15.7	'
Total purchase price, less cash acquired	84.5	'
Amerita, Inc [Member] | Amounts Previously Recognized As Of Acquisition Date [Member]	'	'
Business Acquisition [Line Items]	'	'
Accounts receivable	'	11.1	[1]
Inventory	'	1.6	[1]
Other current assets	'	0.6	[1]
Equipment and leasehold improvements	'	0.8	[1]
Other long-term assets	'	0.2	[1]
Deferred tax assets	'	1.2	[1]
Identifiable intangibles	'	30.8	[1]
Goodwill	'	53.3	[1]
Total Assets	'	99.6	[1]
Current liabilities	'	-5.6	[1]
Deferred tax liabilities - long-term	'	-9.9	[1]
Other long-term liabilities	'	-0.1	[1]
Total Liabilities	'	-15.6	[1]
Total purchase price, less cash acquired	'	84	[1]
Amerita, Inc [Member] | Measurement Period Adjustments [Member]	'	'
Business Acquisition [Line Items]	'	'
Accounts receivable	-1.1	'
Inventory	0	'
Other current assets	0.2	'
Equipment and leasehold improvements	0	'
Other long-term assets	0	'
Deferred tax assets	0.5	'
Identifiable intangibles	0	'
Goodwill	1	'
Total Assets	0.6	'
Current liabilities	-0.1	'
Deferred tax liabilities - long-term	0	'
Other long-term liabilities	0	'
Total Liabilities	-0.1	'
Total purchase price, less cash acquired	$0.50	'
[1]	As previously reported in the Corporationbs 2012 Annual Report on Form 10-K

ACQUISITIONS_Schedule_of_Equip

ACQUISITIONS, Schedule of Equipment and Leasehold Improvements Acquired through Business Combination (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013
Property, Plant and Equipment [Line Items]	'
Fair-Value	$0.80
Leasehold Improvements [Member]	'
Property, Plant and Equipment [Line Items]	'
Fair-Value	0.1
Weighted Average Useful Life (Yr)	'1 year 9 months 18 days
Equipment And Software [Member]	'
Property, Plant and Equipment [Line Items]	'
Fair-Value	$0.70
Weighted Average Useful Life (Yr)	'4 years 10 months 24 days

ACQUISITIONS_Schedule_of_Ident

ACQUISITIONS, Schedule of Identifiable Intangible Assets Acquired through Business Combination (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013
Finite-Lived Intangible Assets [Line Items]	'
Fair-Value	$30.80
Trade Name [Member]	'
Finite-Lived Intangible Assets [Line Items]	'
Fair-Value	27
Weighted Average Useful Life (Yr)	'13 years
Customer Relationships [Member]	'
Finite-Lived Intangible Assets [Line Items]	'
Fair-Value	2.4
Weighted Average Useful Life (Yr)	'10 years
Non-Compete Agreements [Member]	'
Finite-Lived Intangible Assets [Line Items]	'
Fair-Value	$1.40
Weighted Average Useful Life (Yr)	'5 years

ACQUISITIONS_Schedule_of_Pro_F

ACQUISITIONS, Schedule of Pro Forma Financial Information (Details) (USD $)	3 Months Ended	9 Months Ended
In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2012	Sep. 30, 2012
Business Acquisition Pro Forma Information [Abstract]	'	'
Revenues	$459.80	$1,458.60
Net income	$11.40	$31.80
Earnings per common share [Abstract]	'	'
Basic (in dollars per share)	$0.39	$1.08
Diluted (in dollars per share)	$0.38	$1.06

GOODWILL_AND_INTANGIBLES_Addit

GOODWILL AND INTANGIBLES, Additional Information (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Finite-Lived Intangible Assets [Line Items]	'	'	'	'	'
Carrying amount of goodwill	$271.40	'	$271.40	'	$269.20
Amortization expense	$3.70	$3.20	$11.70	$9	'

GOODWILL_AND_INTANGIBLES_Sched

GOODWILL AND INTANGIBLES, Schedule of Finite Lived Intangible Assets (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013
Finite-Lived Intangible Assets [Line Items]	'
Finite Lived Intangible Assets Gross, Beginning Balance	$168.40
Finite Lived Intangible Assets Gross, Additions	4.2
Finite Lived Intangible Assets Gross, Ending Balance	172.6
Accumulated amortization, Beginning Balance	-46.5
Accumulated amortization, Additions	-11.7
Accumulated amortization, Ending Balance	-58.2
Net intangible assets, Beginning Balance	121.9
Net intangible assets, Additions	-7.5
Net intangible assets, Impairments	114.4
Customer Relationships [Member]	'
Finite-Lived Intangible Assets [Line Items]	'
Finite Lived Intangible Assets Gross, Beginning Balance	98.8
Finite Lived Intangible Assets Gross, Additions	1.5
Finite Lived Intangible Assets Gross, Ending Balance	100.3
Trade Name [Member]	'
Finite-Lived Intangible Assets [Line Items]	'
Finite Lived Intangible Assets Gross, Beginning Balance	57
Finite Lived Intangible Assets Gross, Additions	0
Finite Lived Intangible Assets Gross, Ending Balance	57
Non-Compete Agreements [Member]	'
Finite-Lived Intangible Assets [Line Items]	'
Finite Lived Intangible Assets Gross, Beginning Balance	12.6
Finite Lived Intangible Assets Gross, Additions	2.7
Finite Lived Intangible Assets Gross, Ending Balance	$15.30

CREDIT_AGREEMENT_Additional_In

CREDIT AGREEMENT, Additional Information (Details) (USD $)	1 Months Ended	9 Months Ended
In Millions, unless otherwise specified	2-May-11	Sep. 30, 2013
Line of Credit Facility [Line Items]	'	'
Letters of credit outstanding	'	$2.30
Debt covenant compliances	'	'The Corporation was compliant with all debt covenant requirements at September 30, 2013.
Deferred financing fees	'	10
Unamortized deferred financing fees	'	7
Term Loan Facility [Member]	'	'
Line of Credit Facility [Line Items]	'	'
Credit agreement maximum borrowing capacity	250	'
Credit agreement outstanding	'	234.4
Debt instrument maturity date	30-Jun-16	'
Revolving Credit Facility [Member]	'	'
Line of Credit Facility [Line Items]	'	'
Credit agreement maximum borrowing capacity	200	'
Credit agreement outstanding	'	0
Debt instrument maturity date	30-Jun-16	'
Total availability under the revolving credit facility	'	197.7
Accordion feature	100	'
Total Debt Capacity [Member]	'	'
Line of Credit Facility [Line Items]	'	'
Credit agreement maximum borrowing capacity	$534.40	'

CREDIT_AGREEMENT_Schedule_of_T

CREDIT AGREEMENT, Schedule of Term Debt and Revolving Credit Facility (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Millions, unless otherwise specified
Line of Credit Facility [Line Items]	'	'
Total debt	$234.40	$315.50
Less: Current portion of long-term debt	12.5	12.5
Total long-term debt	221.9	303
Term Loan Facility [Member]	'	'
Line of Credit Facility [Line Items]	'	'
Total debt	234.4	243.8
Revolving Credit Facility [Member]	'	'
Line of Credit Facility [Line Items]	'	'
Total debt	$0	$71.70

CREDIT_AGREEMENT_Schedule_of_T1

CREDIT AGREEMENT, Schedule of Term Debt and Revolving Credit Facility (Parenthetical) (Details)	9 Months Ended
	Sep. 30, 2013
Term Loan Facility [Member]	'
Line of Credit Facility [Line Items]	'
Debt instrument interest rate	2.68%
Debt instrument maturity date	30-Jun-16
Revolving Credit Facility [Member]	'
Line of Credit Facility [Line Items]	'
Debt instrument interest rate	5.00%
Debt instrument maturity date	30-Jun-16

CREDIT_AGREEMENT_Schedule_of_I

CREDIT AGREEMENT, Schedule of Indebtedness Maturities (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Millions, unless otherwise specified
Debt Instrument [Line Items]	'	'
2013	$3.20	'
2014	12.5	'
2015	112.5	'
2016	106.2	'
Total debt	234.4	315.5
Term Loan Facility [Member]	'	'
Debt Instrument [Line Items]	'	'
2013	3.2	'
2014	12.5	'
2015	112.5	'
2016	106.2	'
Total debt	234.4	'
Revolving Credit Facility [Member]	'	'
Debt Instrument [Line Items]	'	'
2013	0	'
2014	0	'
2015	0	'
2016	0	'
Total debt	$0	'

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES, Additional Information (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013
	Exclusion
Commitments and Contingencies [Line Items]	'
Prime vendor agreement expiration date	30-Sep-16
Reimbursement reduction for healthcare providers (in hundredths)	10.00%
Liability recorded representing best estimate of expected amount of recovery	$2.90
Number of exclusions added to AMP definition	3
Amount accrued	$17
Prior To Amendment [Member]	'
Commitments and Contingencies [Line Items]	'
Prime vendor agreement expiration date	30-Sep-13
FUL and AMP changes [Member]	'
Commitments and Contingencies [Line Items]	'
Monthly average manufacturers price (in hundredths)	175.00%

MERGER_ACQUISITION_INTEGRATION1

MERGER, ACQUISITION, INTEGRATION COSTS AND OTHER CHARGES, Additional Information (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Restructuring Acquisition and Integration Charges [Line Items]	'	'	'	'
Merger, acquisition, integration costs and other charges	$1.30	$6.10	$7	$14.30

COMMON_STOCK_PREFERRED_STOCK_T2

COMMON STOCK, PREFERRED STOCK, TREASURY STOCK, STOCK-BASED COMPENSATION AND OTHER BENEFITS, Additional Information (Details) (USD $)	1 Months Ended	9 Months Ended		0 Months Ended	9 Months Ended	1 Months Ended
In Millions, except Share data, unless otherwise specified	Aug. 31, 2010	Sep. 30, 2013	Dec. 31, 2012	Jul. 02, 2012	Sep. 30, 2013	Aug. 31, 2010
				Treasury Stock [Member]	Treasury Stock [Member]	Treasury Stock [Member]
						Maximum [Member]
Common Stock, Preferred Stock, Treasury Stock, Stock-Based Compensation And Other Benefits [Line Items]	'	'	'	'	'	'
Common stock shares repurchase authorized, value	'	'	'	$25	'	$25
Common stock shares repurchased	10.5	'	'	'	4.3	'
Common stock shares repurchase authorized, value that remains available	'	19.7	'	'	'	'
Repurchased shares of common stock (in shares)	'	349,091	'	'	'	'
Total treasury stock, shares	'	1,936,632	1,456,293	'	1,936,632	'
Average pruchase price of repurchased common stock (in dollars per share)	'	'	'	'	$12.33	'
Adjustments Related to Tax Withholding for Share-based Compensation	'	'	'	'	$2	'
Shares Paid for Tax Withholding for Share Based Compensation (in shares)	'	'	'	'	131,248	'

COMMON_STOCK_PREFERRED_STOCK_T3

COMMON STOCK, PREFERRED STOCK, TREASURY STOCK, STOCK-BASED COMPENSATION AND OTHER BENEFITS, Schedule of Stock Option Activity (Details) (USD $)	9 Months Ended
In Millions, except Share data, unless otherwise specified	Sep. 30, 2013
Number of Options	'
Number of Options, Outstanding options, Beginning (in shares)	2,424,285
Number of Options, Exercised (in shares)	-35,143
Number of Options, Canceled (in shares)	-64,623
Number of Options, Expired (in shares)	-442,281
Number of Options, Outstanding options, Ending (in shares)	1,882,238
Exercisable Options at end of year (in shares)	1,582,614
Weighted Average Exercise Price Per Share	'
Weighted-Average Exercise Price Per Share, Outstanding, Beginning (in dollars per share)	$15.14
Weighted-Average Exercise Price Per Share, Exercised (in dollars per share)	$11.57
Weighted-Average Exercise Price Per Share, Canceled (in dollars per share)	$13.10
Weighted-Average Exercise Price Per Share, Expired (in dollars per share)	$15.69
Weighted-Average Exercise Price Per Share, Outstanding, Ending (in dollars per share)	$15.14
Weighted-Average Exercise Price Per Share, Exercisable (in dollars per share)	$15.55
Weighted Average Remaining Term	'
Weighted-Average Remaining Term, Outstanding, Beginning	'3 years 2 months 12 days
Weighted-Average Remaining Term, Outstanding, Ending	'2 years 6 months
Weighted-Average Remaining Term, Exercisable	'2 years 2 months 12 days
Aggregate Intrinsic Value	'
Aggregate Intrinsic Value, Outstanding, Beginning	$1.80
Aggregate Intrinsic Value, Outstanding, Ending	1
Aggregate Intrinsic Value, Exercisable	$0.50
Stock Appreciation Rights Plan [Abstract]	'
Outstanding shares vesting period	'3 years
SAR, expiration period after the grant date	'10 years
SAR awards, exercisable period after vesting period	'2 years

COMMON_STOCK_PREFERRED_STOCK_T4

COMMON STOCK, PREFERRED STOCK, TREASURY STOCK, STOCK-BASED COMPENSATION AND OTHER BENEFITS, Schedule of Nonvested Share Activity (Details) (USD $)	9 Months Ended
	Sep. 30, 2013
Number of Shares	'
Number of Shares, Outstanding, Beginning	1,133,335
Number of Shares, Forfeited	-223,765
Number of Shares, Vested	-385,388
Number of Shares, Outstanding, Ending	1,110,218
Weighted-Average Grant Date Fair Value	'
Weighted-Average Grant Date Fair Value, Outstanding, Beginning	$13
Weighted-Average Grant Date Fair Value, Forfeited	$14.91
Weighted-Average Grant Date Fair Value, Vested	$13.03
Weighted-Average Grant Date Fair Value, Outstanding, Ending	$13.38
Nonvested Restricted Stock Units [Member]	'
Number of Shares	'
Number of Shares, Granted	348,742
Weighted-Average Grant Date Fair Value	'
Weighted-Average Grant Date Fair Value, Granted	$14.75
Performance Share Units [Member]	'
Number of Shares	'
Number of Shares, Granted	237,294
Weighted-Average Grant Date Fair Value	'
Weighted-Average Grant Date Fair Value, Granted	$14.46

INCOME_TAXES_Schedule_of_Provi

INCOME TAXES, Schedule of Provision for Income Taxes (Details) (USD $)	3 Months Ended			9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013		Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Income Taxes [Line Items]	'		'	'	'
Provision for income taxes	$4.20		$3.90	$19.30	$12.70
Total provision as a percentage of pre-tax income (in hundredths)	'	[1]	39.50%	57.10%	39.90%
[1]	NM - Not Meaningful

INCOME_TAXES_Additional_Inform

INCOME TAXES, Additional Information (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Income Taxes [Line Items]	'	'
Change in provision of pretax income taxes to pre-tax income	$6.60	'
Change in provision of pretax income taxes to pre-tax income percentage (in hundredths)	20.00%	'
Provision for income taxes as a percentage of pre-tax income before the charge for the legal accrual (in hundredths)	38.10%	'
Tax deductible goodwill	115.9	123.3
Tax benefits from federal net operating loss carryforwards	0	'
Tax benefits from state net operating loss carryforwards	7.1	'
Operating loss carryforward period description	'The net operating losses have carryforward periods ranging from 1 to 20 years depending on the taxing jurisdiction.	'
Deferred tax assets, total	19.7	26.1
Valuation allowances	1	1
U.S. Federal and State Tax Jurisdictions [Member]	'	'
Income Taxes [Line Items]	'	'
Unrecognized tax benefits	$0	$0

EARNINGS_PER_SHARE_Schedule_of

EARNINGS PER SHARE, Schedule of Computation of Basic and Diluted Earnings Per Share (Details) (USD $)	3 Months Ended				9 Months Ended
In Millions, except Share data, unless otherwise specified	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012
Earnings Per Share [Line Items]	'		'		'		'
Numerator for basic and earnings per diluted share - net income (loss)	($6.20)		$6		$14.50		$19.20
Denominator for basic earnings per share - weighted average shares (in shares)	29,655,201	[1]	29,491,234		29,645,380		29,470,473
Effective of dilutive securities (stock options, restricted stock units and performance share units) (in shares)	'		355,445		304,999		358,696
Denominator for earnings per diluted share - adjusted weighted average shares (in shares)	29,655,201	[1]	29,846,679		29,950,379		29,829,169
Basic earnings per share (in dollars per share)	($0.21)		$0.20		$0.49		$0.65
Earnings per diluted share (in dollars per share)	($0.21)		$0.20		$0.48		$0.64
Unexercised employee stock options and unvested restricted shares excluded from the effect of dilutive securities above (in dollars per share)	1,917,486	[2]	2,788,800	[2]	2,028,557	[2]	3,103,047	[2]
[1]	The diluted loss per share for the three months ended September 30, 2013 does not include the effects of potential common shares because their inclusion would be anti-dilutive due to the net loss for the period.
[2]	These unexercised employee stock options, nonvested restricted shares and performance shares that have not yet met performance conditions are not included in the computation of diluted earnings (loss) per share because to do so would be anti-dilutive for the periods presented. Stock options and restricted shares and units granted by the Corporation are treated as potential common shares outstanding in computing earnings (loss) per diluted share. Performance share units are treated as potential common shares outstanding in computing earnings (loss) per diluted share only when the performance conditions are met. Common shares repurchased by the Corporation reduce the number of basic shares used in the denominator for basic and diluted earnings (loss) per share.