Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 01, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Cambium Learning Group, Inc. | |
Entity Central Index Key | 1,466,815 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Trading Symbol | ABCD | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 47,257,146 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Net revenues | $ 40,996 | $ 40,362 | $ 77,603 | $ 76,332 |
Cost of revenues: | ||||
Cost of revenues | 7,038 | 7,215 | 13,101 | 13,400 |
Amortization expense | 4,043 | 4,328 | 7,947 | 8,418 |
Total cost of revenues | 11,081 | 11,543 | 21,048 | 21,818 |
Research and development expense | 3,893 | 3,294 | 7,619 | 6,392 |
Sales and marketing expense | 12,717 | 12,190 | 25,520 | 25,100 |
General and administrative expense | 6,135 | 4,900 | 11,416 | 9,783 |
Shipping and handling costs | 186 | 195 | 307 | 313 |
Depreciation and amortization expense | 718 | 669 | 1,435 | 1,350 |
Total costs and expenses | 34,730 | 32,791 | 67,345 | 64,756 |
Income before interest and income taxes | 6,266 | 7,571 | 10,258 | 11,576 |
Net interest expense | (927) | (1,336) | (1,757) | (2,563) |
Other income (expense), net | 118 | (109) | 15 | (217) |
Income before income taxes | 5,457 | 6,126 | 8,516 | 8,796 |
Income tax expense | (1,022) | (334) | (1,474) | (474) |
Net income | 4,435 | 5,792 | 7,042 | 8,322 |
Other comprehensive income: | ||||
Amortization of net pension loss | 35 | 23 | 71 | 46 |
Comprehensive income | $ 4,470 | $ 5,815 | $ 7,113 | $ 8,368 |
Net income per common share: | ||||
Basic (in USD per share) | $ 0.09 | $ 0.13 | $ 0.15 | $ 0.18 |
Diluted (in USD per share) | $ 0.09 | $ 0.12 | $ 0.15 | $ 0.18 |
Average number of common shares and equivalents outstanding: | ||||
Basic (shares) | 47,172 | 46,283 | 47,036 | 46,243 |
Diluted (shares) | 48,385 | 47,476 | 48,250 | 47,460 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 4,680,000 | $ 8,493,000 |
Accounts receivable, net | 13,277,000 | 12,937,000 |
Inventory | 1,813,000 | 2,382,000 |
Restricted assets, current | 961,000 | 961,000 |
Other current assets | 9,731,000 | 11,193,000 |
Total current assets | 30,462,000 | 35,966,000 |
Property, equipment and software at cost | 62,966,000 | 65,250,000 |
Accumulated depreciation and amortization | (42,006,000) | (43,164,000) |
Property, equipment and software, net | 20,960,000 | 22,086,000 |
Goodwill | 43,518,000 | 43,518,000 |
Other intangible assets, net | 3,108,000 | 3,607,000 |
Pre-publication costs, net | 17,986,000 | 17,758,000 |
Restricted assets, less current portion | 839,000 | 1,293,000 |
Deferred tax assets | 30,020,000 | 30,614,000 |
Other assets | 3,372,000 | 3,712,000 |
Total assets | 150,265,000 | 158,554,000 |
Current liabilities: | ||
Accounts payable | 2,075,000 | 2,388,000 |
Accrued expenses | 13,770,000 | 12,121,000 |
Revolving credit facility | 10,000,000 | 0 |
Current portion of long-term debt | 6,651,000 | 5,958,000 |
Deferred revenue, current | 61,286,000 | 86,913,000 |
Total current liabilities | 93,782,000 | 107,380,000 |
Long-term liabilities: | ||
Long-term debt | 38,477,000 | 41,841,000 |
Deferred revenue, less current portion | 15,232,000 | 13,995,000 |
Other liabilities | 9,257,000 | 9,630,000 |
Total long-term liabilities | 62,966,000 | 65,466,000 |
Commitments and contingencies (See Note 13) | ||
Stockholders' equity (deficit): | ||
Preferred stock ($.001 par value, 15,000 shares authorized, zero shares issued and outstanding at June 30, 2018 and December 31, 2017) | 0 | 0 |
Common stock ($.001 par value, 150,000 shares authorized, 53,789 and 53,333 shares issued, and 47,257 and 46,800 shares outstanding at June 30, 2018 and December 31, 2017, respectively) | 54,000 | 53,000 |
Capital surplus | 290,468,000 | 289,022,000 |
Accumulated deficit | (282,199,000) | (288,490,000) |
Treasury stock at cost (6,532 shares at June 30, 2018 and December 31, 2017) | (12,784,000) | (12,784,000) |
Accumulated other comprehensive loss: | ||
Pension and postretirement plans | (2,022,000) | (2,093,000) |
Accumulated other comprehensive loss | (2,022,000) | (2,093,000) |
Total stockholders' equity (deficit) | (6,483,000) | (14,292,000) |
Total liabilities and stockholders' equity (deficit) | $ 150,265,000 | $ 158,554,000 |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 15,000 | 15,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000 | 150,000 |
Common stock, shares issued | 53,789 | 53,333 |
Common stock, shares outstanding | 47,257 | 46,800 |
Treasury stock, shares | 6,532 | 6,532 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
Net income | $ 7,042 | $ 8,322 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization expense | 9,382 | 9,768 |
Deferred income taxes | 795 | 0 |
Amortization of note discount and deferred financing costs | 271 | 408 |
Stock-based compensation and expense | 479 | 424 |
Other | 3 | 13 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (409) | 994 |
Inventory | 578 | 29 |
Other current assets | 908 | 2,540 |
Other assets | 251 | (10) |
Restricted assets | 454 | 540 |
Accounts payable | (313) | 280 |
Accrued expenses | 1,735 | 226 |
Deferred revenue | (24,814) | (27,419) |
Other long-term liabilities | (302) | (405) |
Net cash used in operating activities | (3,940) | (4,290) |
Investing activities: | ||
Expenditures for property, equipment, software and pre-publication costs | (7,988) | (8,816) |
Net cash used in investing activities | (7,988) | (8,816) |
Financing activities: | ||
Repayment of debt | (2,853) | (3,500) |
Borrowings under revolving credit facility | 10,000 | 16,000 |
Proceeds from exercise of stock options | 968 | 322 |
Net cash provided by financing activities | 8,115 | 12,822 |
Change in cash and cash equivalents | (3,813) | (284) |
Cash and cash equivalents, beginning of period | 8,493 | 4,930 |
Cash and cash equivalents, end of period | $ 4,680 | $ 4,646 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Presentation The Condensed Consolidated Financial Statements include the accounts of Cambium Learning ® Group, Inc. and its subsidiaries (the "Company") and are unaudited. The condensed consolidated balance sheet as of December 31, 2017 has been derived from audited financial statements. All intercompany transactions have been eliminated. As permitted under the Securities and Exchange Commission ("SEC") requirements for interim reporting, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") have been omitted. The Company believes that these financial statements include all necessary and recurring adjustments for the fair presentation of the interim period results. These financial statements should be read in conjunction with the Consolidated Financial Statements and related notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . Due to seasonality, the results of operations for the three and six months ended June 30, 2018 are not necessarily indicative of the results to be expected for any future interim period or for the year ending December 31, 2018 . The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Subsequent actual results may differ from those estimates. As of January 1, 2018, the Company adopted Accounting Standards Update No. 2017-07, Compensation-Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , and accordingly presented the other components of net benefit costs separately from the service cost component and outside of operating profit, presented as "Other income (expense)" in the consolidated statement of operations. Prior period non-service components of pension and post-retirement costs of $0.1 million and $0.2 million for the three and six months ended June 30, 2017 , respectively, were recast from "General and administration expense" to "Other income (expense)" on the Company's condensed consolidated statements of operations. Nature of Operations The Company is an award-winning educational technology solutions leader dedicated to helping all students reach their potential through individualized and differentiated instruction. Using a research-based, personalized approach, Cambium Learning Group delivers software as a service (SaaS) resources and instructional products that engage students and support teachers in fun, positive, safe and scalable environments. These solutions are provided through Learning A-Z ® (online differentiated instruction for elementary school reading, writing and science), ExploreLearning ® (online interactive math and science simulations and a math fact fluency solution), and Voyager Sopris Learning ® (blended solutions that accelerate struggling learners to achieve in literacy and math and professional development for teachers). Cambium Learning Group believes that every student has unlimited potential, that teachers matter, and that data, instruction, and practice are the keys to success in the classroom and beyond. The Company has three reportable segments with separate management teams and infrastructures that offer various products and services. See Note 15 – Segment Reporting for further information on the Company's segment reporting structure. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable Accounts receivable are stated net of allowances for doubtful accounts and estimated sales returns. The allowance for doubtful accounts and estimated sales returns totaled $0.1 million at June 30, 2018 and December 31, 2017 . The allowance for doubtful accounts is based on a review of outstanding balances and historical collection experience. The reserve for sales returns is based on historical rates of return as well as other factors that in the Company's judgment, could reasonably be expected to cause sales returns to differ from historical experience. |
Stock-Based Compensation and Ex
Stock-Based Compensation and Expense | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation and Expense | Stock-Based Compensation and Expense Cambium Learning Group, Inc. 2009 Equity Incentive Plan In 2009, the Company adopted the Cambium Learning Group, Inc. 2009 Equity Incentive Plan ("Incentive Plan"). Under the Incentive Plan, 5,000,000 shares of common stock were reserved for issuance of awards which may be granted in the form of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, conversion stock options, conversion stock appreciation rights, and other stock or cash awards. The Incentive Plan is administered by the board of directors which has the authority to establish the terms and conditions of awards granted under the Incentive Plan. Stock-Based Compensation and Expense The following table presents stock-based compensation expense resulting from stock options that are recorded in the condensed consolidated statements of operations and comprehensive income for the periods presented: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2018 2017 2018 2017 Cost of revenues $ 10 $ 14 $ 23 $ 27 Research and development expense 51 40 100 75 Sales and marketing expense 72 51 133 97 General and administrative expense 119 119 223 225 Total $ 252 $ 224 $ 479 $ 424 2018 Grants In the first quarter 2018, the Company granted 250,000 options under the Incentive Plan with an exercise price of $9.16 . The options vest in equal monthly installments on the last day of the month over a four -year period, with an initial vesting date of March 31, 2018 . As of June 30, 2018 , the Company had 2,135,571 stock options outstanding. |
Net Income per Common Share
Net Income per Common Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | Net Income per Common Share Basic net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and restricted stock awards using the treasury stock method. Weighted-average shares from common share equivalents in the amount of 250,000 and 258,315 for the three and six months ended June 30, 2018 , and 821,730 and 718,211 for the three and six months ended June 30, 2017 , respectively, were excluded from the respective dilutive shares outstanding because their effect was anti-dilutive. The following table presents the calculation of basic and diluted net income per share: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2018 2017 2018 2017 Numerator: Net income $ 4,435 $ 5,792 $ 7,042 $ 8,322 Denominator: Basic: Weighted-average common shares used in computing basic net income per share 47,172 46,283 47,036 46,243 Diluted: Add weighted-average effect of dilutive securities: Stock options and restricted stock awards 1,213 1,193 1,214 1,217 Weighted-average common shares used in computing diluted net income per share 48,385 47,476 48,250 47,460 Net income per common share: Basic $ 0.09 $ 0.13 $ 0.15 $ 0.18 Diluted $ 0.09 $ 0.12 $ 0.15 $ 0.18 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition On January 1, 2018, the Company adopted the new revenue guidance Revenue from Contracts with Customers ("ASC 606") and applied it to all contracts using the modified retrospective method. The Company recognized the cumulative effect of initially applying ASC 606 as an adjustment to the opening balance of retained earnings. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company expects the impact of the adoption of ASC 606 to be immaterial to net income on an ongoing basis. The cumulative effect of the changes made to the consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows: (in thousands) As Reported December 31, 2017 Adjustments due to ASC 606 As Adjusted January 1, 2018 Accounts receivable $ 12,937 $ (69 ) $ 12,868 Inventory 2,382 10 2,392 Other current assets 11,193 (554 ) 10,639 Deferred tax assets 30,614 201 30,815 Accrued expenses 12,121 (85 ) 12,036 Deferred revenue 86,913 424 87,337 Accumulated deficit (288,490 ) (751 ) (289,241 ) Learning A-Z and ExploreLearning Segments The Learning A-Z and ExploreLearning segments derive revenue from sales of online subscriptions to their literacy, math and science websites and related training and professional development. The subscription service represents two performance obligations: the obligation to provide access to the on-line educational content and functionality, and the stand-ready obligation to provide post-sale customer support. The stand-ready obligation may include customer support, online or on-site trainings, rostering or single sign-on support, or other technology or curriculum related inquiries. Typically, the subscriptions are for a twelve month period (although they can be for longer periods) and the revenue for both performance obligations is recognized ratably over the period the online access is available to the customer. Voyager Sopris Learning Segment Revenues for the Voyager Sopris Learning segment are derived from sales of literacy and math educational solutions and services to school districts. Sales include printed materials, subscription interactive web-based programs and online educational content, training and implementation services, and professional development. Revenue from the sale of printed materials is recognized when the product is received by the customer, as the Company typically has control of the shipping arrangements. Revenue for interactive web-based programs and online educational content, which may be sold separately or included with printed curriculum materials, is recognized ratably over the subscription or contractual period, typically a school year. The Company allocates a portion of the online subscription and printed material revenue to a stand-ready performance obligation which may include customer support, online or on-site trainings, rostering or single sign-on support or other technology or curriculum related inquiries. The stand-ready performance obligation is recognized ratably over the period the online access is available or the expected usage term of the printed material, typically over the school year. Contracts to provide professional services such as training, implementation, and professional development are considered a single performance obligation and the related revenues are recognized as delivered. For all reportable segments, the Company may enter into agreements to license or sell certain publishing rights and content. The Company recognizes the revenue from these agreements when either the license period, if applicable, has commenced or the transfer of content, if applicable, has occurred. Costs to Acquire Contracts Under the new revenue recognition standard, incremental costs incurred to obtain a contract, as well as costs to fulfill a contract, must be deferred and amortized over the expected period that the related performance obligation is satisfied. The Company has historically deferred costs incurred to obtain and fulfill contracts with a customer, including commissions paid to the Company's inside and field salesforce. The Company has elected to apply this standard to all contracts and did not elect the practical expedient to expense contract acquisition costs as incurred for contracts less than one year. The cumulative effect adjustment to "Other current assets" reflects the change to deferred costs commensurate with the related change in the deferred revenue balance. The following table presents the Company's disaggregated revenue by segment and geography. See Note 15 – Segment Reporting for more information on the Company's reportable segments. Three Months Ended June 30, 2018 (in thousands) Learning A-Z ExploreLearning Voyager Sopris Consolidated United States $ 17,166 $ 7,324 $ 12,609 $ 37,099 International 3,269 408 220 3,897 Total Revenue $ 20,435 $ 7,732 $ 12,829 $ 40,996 Three Months Ended June 30, 2017 (in thousands) Learning A-Z ExploreLearning Voyager Sopris Consolidated United States $ 15,979 $ 6,355 $ 14,560 $ 36,894 International 2,671 380 417 3,468 Total Revenue $ 18,650 $ 6,735 $ 14,977 $ 40,362 Six Months Ended June 30, 2018 (in thousands) Learning Explore Voyager Sopris Consolidated United States $ 33,359 $ 14,443 $ 22,174 $ 69,976 International 6,212 793 622 7,627 Total Revenue $ 39,571 $ 15,236 $ 22,796 $ 77,603 Six Months Ended June 30, 2017 (in thousands) Learning Explore Voyager Sopris Consolidated United States $ 31,557 $ 12,774 $ 24,977 $ 69,308 International 5,278 739 1,007 7,024 Total Revenue $ 36,835 $ 13,513 $ 25,984 $ 76,332 The Company elected to continue to record revenue net of applicable taxes on the related transactions. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability (exit price), in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques are based on observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the following fair value hierarchy: • Level 1 — Quoted prices for identical instruments in active markets. • Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant value drivers are observable. • Level 3 — Valuations derived from valuation techniques in which significant value drivers are unobservable. Applicable guidance requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. At June 30, 2018 , financial instruments include $4.7 million of cash and cash equivalents, restricted assets of $1.8 million , collateral investments of $1.1 million , revolving credit facility borrowings of $10.0 million , and Senior Secured Credit Facility term loans, net of discount and deferred financing costs, of $45.1 million . At December 31, 2017 , financial instruments include $8.5 million of cash and cash equivalents, restricted assets of $2.3 million , collateral investments of $1.1 million , and Senior Secured Credit Facility term loans, net of discount and deferred financing costs, of $47.8 million . The fair market values of cash equivalents, restricted assets, and collateral investments are equal to their carrying value, as these investments are recorded based on quoted market prices and/or other market data for the same or comparable instruments and transactions as of the end of the applicable reporting period. See Note 14 – Debt for additional information regarding the Company's term loans and Revolving Credit Facility. At June 30, 2018 and December 31, 2017 , the carrying value of the Company's Senior Secured Credit Facility term loans and Revolving Credit Facility borrowings approximates the fair value, as the borrowings are tied to the London Interbank Offered Rate ("LIBOR") and are market sensitive. Assets and liabilities measured at fair value on a recurring basis are as follows: (in thousands) Fair Value at Reporting Date Using Description June 30, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Restricted Assets: Money Market $ 1,800 $ 1,800 $ — $ — Collateral Investments: Money Market 910 910 — — Certificates of Deposit 226 226 — — (in thousands) Fair Value at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Restricted Assets: Money Market $ 2,254 $ 2,254 $ — $ — Collateral Investments: Money Market 908 908 — — Certificates of Deposit 226 226 — — (in thousands) Total Gains (Losses) for the Six Months Ended June 30, Description 2018 2017 Restricted Assets: Money Market $ — $ — Collateral Investments: Money Market — — Certificates of Deposit — — Assets and liabilities measured at fair value on a non-recurring basis are listed below at their carrying values as of each reporting date: (in thousands) Fair Value at Reporting Date Using Description June 30, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Goodwill $ 43,518 $ — $ — $ 43,518 Property, equipment and software, net 20,960 — — 20,960 Pre-publication costs, net 17,986 — — 17,986 Other intangible assets, net 3,108 — — 3,108 (in thousands) Fair Value at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Goodwill $ 43,518 $ — $ — $ 43,518 Property, equipment and software, net 22,086 — — 22,086 Pre-publication costs, net 17,758 — — 17,758 Other intangible assets, net 3,607 — — 3,607 (in thousands) Total Gains (Losses) for the Six Months Ended June 30, Description 2018 2017 Goodwill $ — $ — Property, equipment and software, net — — Pre-publication costs, net — — Other intangible assets, net — — There were no significant remeasurements of these assets during the six months ended June 30, 2018 or 2017 . |
Other Current Assets
Other Current Assets | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets | Other Current Assets Other current assets at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Deferred costs $ 6,426 $ 9,246 Prepaid expenses 2,695 1,762 Other 610 185 Other current assets $ 9,731 $ 11,193 |
Other Assets
Other Assets | 6 Months Ended |
Jun. 30, 2018 | |
Other Assets [Abstract] | |
Other Assets | Other Assets Other assets at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Deferred costs, less current portion $ 1,422 $ 1,745 Collateral investments 1,136 1,134 Deferred financing costs – revolving credit facility 441 530 Other 373 303 Other assets $ 3,372 $ 3,712 Deferred Financing Costs Deferred financing costs relate to costs incurred with the issuance in December 2015 of the Company's $30.0 million Revolving Credit Facility. See Note 14 – Debt for additional information regarding the Company's Revolving Credit Facility and the related deferred financing costs. Collateral Investments The Company maintains certificates of deposit to collateralize its outstanding letters of credit associated with workers' compensation activity. At June 30, 2018 and December 31, 2017 , the Company had $0.2 million in certificates of deposit serving as collateral for its outstanding letters of credit. Additionally, the Company maintains a money market fund investment to serve as collateral for a travel card program. The balance of the money market fund investment was $0.9 million at June 30, 2018 and December 31, 2017 . |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Salaries, bonuses and benefits $ 8,869 $ 8,550 Pension and post-retirement benefit plans 950 950 Accrued royalties 901 830 Other 3,050 1,791 Accrued expenses $ 13,770 $ 12,121 |
Other Liabilities
Other Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Pension and post-retirement benefit plans, long-term portion $ 7,960 $ 8,285 Deferred rent 535 587 Long-term income tax payable 481 470 Long-term deferred compensation 281 288 Other liabilities $ 9,257 $ 9,630 |
Pension Plan
Pension Plan | 6 Months Ended |
Jun. 30, 2018 | |
Retirement Benefits [Abstract] | |
Pension Plan | Pension Plan The net pension costs of the Company's defined benefit pension plan were comprised primarily of interest costs and totaled $0.1 million and $0.2 million for the three and six months ended June 30, 2018 and 2017 . The net pension costs included the amortization of accumulated net loss of $29 thousand and $57 thousand for the three and six months ended June 30, 2018 , and $23 thousand and $46 thousand for the three and six months ended June 30, 2017 , respectively. |
Uncertain Tax Positions and Inc
Uncertain Tax Positions and Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Uncertain Tax Positions and Income Taxes | Uncertain Tax Positions and Income Taxes The Company recognizes the financial statement impact of a tax return position when it is more likely than not, based on technical merits, that the position will ultimately be sustained. For tax positions that meet this recognition threshold, the Company applies judgment, taking into account applicable tax laws, experience managing tax audits, and relevant GAAP, to determine the amount of tax benefits to recognize in its financial statements. For each position, the difference between the benefit realized on the Company's tax return and the benefit reflected in its financial statements is recorded to Other Liabilities in the Condensed Consolidated Balance Sheets as an unrecognized tax benefit ("UTB"). The Company updates its UTBs at each financial statement date to reflect the impacts of audit settlements and other resolution of audit issues, expiration of statutes of limitation, developments in tax law, and ongoing discussions with tax authorities. The balance of UTBs was $2.6 million at June 30, 2018 and December 31, 2017 . Included in the balance of unrecognized tax benefits at June 30, 2018 are approximately $0.5 million of tax benefits that, if recognized, would affect the effective tax rate. The recognition of the remaining uncertain tax positions would not affect the effective tax rate, but would instead increase or would have increased available tax attributes. However, the recognition of the tax attribute would be offset by an increase in the deferred tax asset valuation allowance resulting in no net impact to the effective tax rate. The Company recognizes interest accrued related to its UTBs and penalties as income tax expense. Related to the UTBs noted above, the Company recognized no penalties (gross) and an immaterial amount of interest during the six months ended June 30, 2018 . At June 30, 2018 and December 31, 2017 , the Company had liabilities of $0.1 million for penalties (gross) and $0.1 million for interest (gross). The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. All U.S. tax years prior to 2008 related to the Voyager Learning Company acquired entities have been audited by the Internal Revenue Service. Cambium and its subsidiaries have been examined by the Internal Revenue Service through the end of 2006. The Company has been audited by the various state tax authorities through 2007. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company is involved in various legal proceedings incidental to its business. Management believes that the outcome of these proceedings will not have a material adverse effect upon the Company's consolidated operations or financial condition and the Company has recognized appropriate liabilities as necessary based on facts and circumstances known to management. The Company expenses legal costs related to legal contingencies as incurred. Letters of Credit The Company had letters of credit outstanding at June 30, 2018 in the amount of $0.4 million to support workers' compensation activity. The Company maintains certificates of deposit of $0.2 million as collateral for the letters of credit. The Company also maintains a $0.9 million money market fund investment as collateral for a travel card program. The certificates of deposit and money market fund investment are included in Collateral Investments in Note 8 – Other Assets. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Senior secured credit facility term loans maturing December 10, 2020 $ 45,647 $ 48,500 Less: Unamortized discount (281 ) (380 ) Less: Unamortized deferred financing costs (238 ) (321 ) Term loans, net of discount and deferred costs 45,128 47,799 Less: Current portion of long-term debt 6,651 5,958 Long-term debt $ 38,477 $ 41,841 The Company had outstanding borrowings under the Revolving Credit Facility of $10.0 million at June 30, 2018 and no outstanding borrowings under the Revolving Credit Facility at December 31, 2017 . Senior Secured Credit Facility On December 10, 2015, Cambium Learning, Inc. (the "Borrower"), a wholly-owned subsidiary of Cambium Learning Group, Inc., entered into a $135.0 million Senior Secured Credit Agreement (the "Credit Agreement") among the Borrower, the Company, Webster Bank, N.A., as Administrative Agent, L/C Issuer and a Lender, and the other Lenders party thereto, with Webster Bank, N.A., as Joint Lead Arranger, the Governor and Company of the Bank of Ireland, as Joint Lead Arranger and Syndication Agent, and Capital One National Association, and Babson Capital Finance, LLC, as Co-Documentation Agents (the "Senior Secured Credit Facility"). The Senior Secured Credit Facility consists of a term loan A which had an initial principal amount of $70.0 million ("Term Loan A"), a term loan B which had an initial principal amount of $35.0 million ("Term Loan B") and a $30.0 million revolving credit facility (the "Revolving Credit Facility"), secured by a lien on substantially all assets and capital stock of the Company, the Borrower and the Borrower's subsidiaries (collectively, the "Loan Parties"). The Senior Secured Credit Facility matures on December 10, 2020 . In 2017, the Company repaid the remaining principal amount outstanding of the Term Loan B. Borrowings under the Senior Secured Credit Facility bear interest equal to either a Base Rate, as defined in the Credit Agreement, or LIBOR (subject to a 1.0% floor), at the Borrower's option, plus an applicable margin. The applicable margin for the Term Loan A and Revolving Credit Facility ranges between 2.75% and 3.50% for Base Rate loans and 3.75% and 4.50% for LIBOR loans. The applicable margin for the Term Loan A and Revolving Credit Facility is based on a leverage calculation. As of June 30, 2018 , the lowest tier of the applicable margins were in effect, and the interest rate for the Term Loan A was 5.73% . Additionally, unused borrowing capacity under the Revolving Credit Facility is subject to a commitment fee of 0.5% . Interest is payable in arrears every three months or less, based on the selected LIBOR interest period. The Credit Agreement contains affirmative, negative and financial covenants customary for financings of this type, including, among other things, limits on the creation of liens, limits on the incurrence of indebtedness, restrictions on investments and dispositions, limitations on fundamental changes to the Loan Parties, a maximum consolidated net leverage ratio, and minimum fixed charge coverage ratio. Upon an event of default, and after any applicable cure period, the Administrative Agent can accelerate the maturity of the loan. Events of default include customary items, such as failure to pay principal and interest in a timely manner and breach of covenants. At June 30, 2018 , the Company was in compliance with all covenants related to the Senior Secured Credit Facility. The principal balances of the Senior Secured Credit Facility were issued at a discount, representing fees paid to lenders, which are amortized over the life of the debt using the effective interest rate method. Unamortized discount at June 30, 2018 and December 31, 2017 was $0.3 million and $0.4 million , respectively. The Company incurred debt issuance costs associated with the Senior Secured Credit Facility, which were deferred and are amortized over the term of the related debt using the effective interest method. Unamortized deferred financing costs related to the Term Loan A totaled $0.2 million at June 30, 2018 and $0.3 million at December 31, 2017 , and are presented as a reduction to Long-term Debt in the Condensed Consolidated Balance Sheets. Unamortized deferred financing costs related to the Revolving Credit Facility totaled $0.4 million at June 30, 2018 and $0.5 million at December 31, 2017 , and are classified as Other Assets in the Condensed Consolidated Balance Sheets. At June 30, 2018 , the Company had outstanding principal balances of $45.6 million under Term Loan A, $10.0 million outstanding borrowings under the Revolving Credit Facility, and had $19.8 million borrowing availability under the Revolving Credit Facility. During 2017, the Company voluntarily prepaid the remaining principal amount outstanding on the Term Loan B of the Senior Secured Credit Facility. In February 2016, the Company paid $0.1 million to enter into interest rate cap agreements for approximately half of its outstanding Term Loan A and Term Loan B loans, less required amortization, for a three -year period. Under the interest rate cap agreements, the Company will receive payments for any period that the three-month LIBOR rate exceeds 2.5% . |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company operates in three reportable segments with separate management teams and infrastructures that offer various products and services. Learning A-Z Segment Learning A-Z is a literacy-focused PreK-6 educational provider of technology-enabled learning resources. Founded in 2002, Learning A-Z's resources are now used by more than 7 million students in more than 170 countries. Learning A-Z provides a blend of traditional teacher-led instruction with technology-enabled resources to make teaching more effective and efficient, practice more accessible and personalized, assessment more strategic and automated, and learning more informed and proactive. With a comprehensive and blended approach, Learning A-Z delivers the tools students need without limiting a teacher's ability to differentiate instruction as they see fit. Learning A-Z's approach to literacy emphasizes knowledge and individual potential by recognizing that while reading and writing remain essential to attaining academic success, they are dynamic and dependent on real-world application and the incorporation of many other 21st century skills. Students today must read and write well, and they must also be able to think critically and analyze what they learn, solve problems, innovate and apply creativity, utilize advancing technology, communicate effectively orally and in writing, and collaborate with their peers. With a robust library of incredibly effective and flexible curriculum resources, Learning A-Z provides the tools teachers need to deliver personalized instruction for a wide range of student needs. Learning A-Z operates the following subscription-based websites: Reading A-Z ® , Raz-Kids ® , Headsprout ® , Science A-Z ® , Writing A-Z™, Vocabulary A-Z™ , and ReadyTest A-Z™. These websites can be purchased stand-alone or in collections, for a comprehensive solution that provides online supplemental books, lessons, assessments and other instructional resources for individual classrooms, schools, and districts. Learning A-Z's premier offering is an integration of teacher centric Reading A-Z with student centric Raz-Kids in a bundled product marketed as Raz-Plus ™. ExploreLearning Segment ExploreLearning makes online solutions that help students succeed in math and science. ExploreLearning combines research-proven instructional methods with innovative technology to create new pathways for learning. Founded in 1999, ExploreLearning solutions are now used in every U.S. state and over 50 countries worldwide. ExploreLearning offers two products that supplement core instruction in the classroom: Gizmos ® for grades 3-12 and Reflex ® for grades 2-8. Gizmos is a library of over 400 inquiry-based math and science simulations that help students make connections and draw conclusions through interaction, visualization and "what-if" exploration. Reflex is a highly-effective, game-based math fact fluency system that helps students of all ability levels succeed by continually adapting to students' instructional needs and providing motivational rewards for their effort. Voyager Sopris Learning Segment Voyager Sopris Learning is a leading provider of technology, materials, and professional development for educators to ensure all students graduate prepared for college, career, and satisfaction in life after K-12. It has built a nearly 40 -year legacy on research and data-based curriculum development, while remaining nimble and responsive to the shifts and changes required by new standards, more demanding and rigorous content, new and competitive technological capabilities, and the needs of educators today. On a daily basis, Voyager Sopris Learning listens to the challenges of teachers and students, and its products are designed to respond to the need for exciting intervention and supplemental curricula that engage students, while remaining 100% purpose- and data-driven in their delivery. Voyager Sopris Learning programs are steeped in research and evidence, but they are also built with a deep consideration and understanding of the realities and struggles of education today. The Voyager Sopris Learning segment also includes Kurzweil Education brand solutions. Voyager Sopris Learning solutions include LANGUAGE! ® Live, Language Essentials for Teachers of Reading and Spelling (LETRS ® ), Step Up to Writing ® , TransMath ® , Vmath, Kurzweil 3000 ® , and Velocity™, among other instructional resources. Other Other consists of unallocated shared services, such as accounting, legal, human resources and corporate related items, as well as depreciation and amortization expense, interest income and expense, and income taxes. The Company does not allocate any of these costs to its segments, and the chief operating decision maker evaluates performance of operating segments excluding these items. The following tables present the net revenues, operating expenses, income from operations, and capital expenditures which are used by the Company's chief operating decision maker to measure the segments' operating performance. The Company does not track assets directly by segment and the chief operating decision maker does not use assets to measure a segment's operating performance, and therefore this information is not presented. Three Months Ended June 30, 2018 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 20,435 $ 7,732 $ 12,829 $ — $ 40,996 Cost of revenues 1,263 999 4,776 — 7,038 Amortization expense — — — 4,043 4,043 Total cost of revenues 1,263 999 4,776 4,043 11,081 Other operating expenses 9,284 3,957 5,116 4,574 22,931 Depreciation and amortization expense — — — 718 718 Total costs and expenses 10,547 4,956 9,892 9,335 34,730 Income before interest and income taxes 9,888 2,776 2,937 (9,335 ) 6,266 Net interest expense — — — (927 ) (927 ) Other income (expense), net — — — 118 118 Income tax expense — — — (1,022 ) (1,022 ) Segment net income $ 9,888 $ 2,776 $ 2,937 $ (11,166 ) $ 4,435 Expenditures for property, equipment, $ 2,324 $ 1,082 $ 557 $ 17 $ 3,980 Three Months Ended June 30, 2017 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 18,650 $ 6,735 $ 14,977 $ — $ 40,362 Cost of revenues 942 808 5,465 — 7,215 Amortization expense — — — 4,328 4,328 Total cost of revenues 942 808 5,465 4,328 11,543 Other operating expenses 8,020 3,113 6,104 3,342 20,579 Depreciation and amortization expense — — — 669 669 Total costs and expenses 8,962 3,921 11,569 8,339 32,791 Income before interest and income taxes 9,688 2,814 3,408 (8,339 ) 7,571 Net interest expense — — — (1,336 ) (1,336 ) Other income (expense), net — — — (109 ) (109 ) Income tax expense — — — (334 ) (334 ) Segment net income $ 9,688 $ 2,814 $ 3,408 $ (10,118 ) $ 5,792 Expenditures for property, equipment, $ 2,089 $ 798 $ 1,361 $ 36 $ 4,284 Six Months Ended June 30, 2018 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 39,571 $ 15,236 $ 22,796 $ — $ 77,603 Cost of revenues 2,295 2,022 8,784 — 13,101 Amortization expense — — — 7,947 7,947 Total cost of revenues 2,295 2,022 8,784 7,947 21,048 Other operating expenses 18,499 7,867 10,222 8,274 44,862 Depreciation and amortization expense — — — 1,435 1,435 Total costs and expenses 20,794 9,889 19,006 17,656 67,345 Income before interest and income taxes 18,777 5,347 3,790 (17,656 ) 10,258 Net interest expense — — — (1,757 ) (1,757 ) Other income (expense), net — — — 15 15 Income tax expense — — — (1,474 ) (1,474 ) Segment net income $ 18,777 $ 5,347 $ 3,790 $ (20,872 ) $ 7,042 Expenditures for property, equipment, $ 4,450 $ 2,197 $ 1,310 $ 31 $ 7,988 Six Months Ended June 30, 2017 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 36,835 $ 13,513 $ 25,984 $ — $ 76,332 Cost of revenues 1,813 1,679 9,908 — 13,400 Amortization expense — — — 8,418 8,418 Total cost of revenues 1,813 1,679 9,908 8,418 21,818 Other operating expenses 16,466 6,344 12,033 6,745 41,588 Depreciation and amortization expense — — — 1,350 1,350 Total costs and expenses 18,279 8,023 21,941 16,513 64,756 Income before interest and income taxes 18,556 5,490 4,043 (16,513 ) 11,576 Net interest expense — — — (2,563 ) (2,563 ) Other income (expense), net — — — (217 ) (217 ) Income tax expense — — — (474 ) (474 ) Segment net income $ 18,556 $ 5,490 $ 4,043 $ (19,767 ) $ 8,322 Expenditures for property, equipment, $ 4,191 $ 1,648 $ 2,924 $ 53 $ 8,816 |
Stock-Based Compensation and 21
Stock-Based Compensation and Expense (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation Expense Resulting From Stock Options | The following table presents stock-based compensation expense resulting from stock options that are recorded in the condensed consolidated statements of operations and comprehensive income for the periods presented: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2018 2017 2018 2017 Cost of revenues $ 10 $ 14 $ 23 $ 27 Research and development expense 51 40 100 75 Sales and marketing expense 72 51 133 97 General and administrative expense 119 119 223 225 Total $ 252 $ 224 $ 479 $ 424 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Basic and Diluted Net Income Per Share | The following table presents the calculation of basic and diluted net income per share: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2018 2017 2018 2017 Numerator: Net income $ 4,435 $ 5,792 $ 7,042 $ 8,322 Denominator: Basic: Weighted-average common shares used in computing basic net income per share 47,172 46,283 47,036 46,243 Diluted: Add weighted-average effect of dilutive securities: Stock options and restricted stock awards 1,213 1,193 1,214 1,217 Weighted-average common shares used in computing diluted net income per share 48,385 47,476 48,250 47,460 Net income per common share: Basic $ 0.09 $ 0.13 $ 0.15 $ 0.18 Diluted $ 0.09 $ 0.12 $ 0.15 $ 0.18 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Cumulative Effect of Adoption of New Revenue Standard | The cumulative effect of the changes made to the consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows: (in thousands) As Reported December 31, 2017 Adjustments due to ASC 606 As Adjusted January 1, 2018 Accounts receivable $ 12,937 $ (69 ) $ 12,868 Inventory 2,382 10 2,392 Other current assets 11,193 (554 ) 10,639 Deferred tax assets 30,614 201 30,815 Accrued expenses 12,121 (85 ) 12,036 Deferred revenue 86,913 424 87,337 Accumulated deficit (288,490 ) (751 ) (289,241 ) |
Disaggregation of Revenue | The following table presents the Company's disaggregated revenue by segment and geography. See Note 15 – Segment Reporting for more information on the Company's reportable segments. Three Months Ended June 30, 2018 (in thousands) Learning A-Z ExploreLearning Voyager Sopris Consolidated United States $ 17,166 $ 7,324 $ 12,609 $ 37,099 International 3,269 408 220 3,897 Total Revenue $ 20,435 $ 7,732 $ 12,829 $ 40,996 Three Months Ended June 30, 2017 (in thousands) Learning A-Z ExploreLearning Voyager Sopris Consolidated United States $ 15,979 $ 6,355 $ 14,560 $ 36,894 International 2,671 380 417 3,468 Total Revenue $ 18,650 $ 6,735 $ 14,977 $ 40,362 Six Months Ended June 30, 2018 (in thousands) Learning Explore Voyager Sopris Consolidated United States $ 33,359 $ 14,443 $ 22,174 $ 69,976 International 6,212 793 622 7,627 Total Revenue $ 39,571 $ 15,236 $ 22,796 $ 77,603 Six Months Ended June 30, 2017 (in thousands) Learning Explore Voyager Sopris Consolidated United States $ 31,557 $ 12,774 $ 24,977 $ 69,308 International 5,278 739 1,007 7,024 Total Revenue $ 36,835 $ 13,513 $ 25,984 $ 76,332 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on a Recurring Basis | Assets and liabilities measured at fair value on a recurring basis are as follows: (in thousands) Fair Value at Reporting Date Using Description June 30, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Restricted Assets: Money Market $ 1,800 $ 1,800 $ — $ — Collateral Investments: Money Market 910 910 — — Certificates of Deposit 226 226 — — (in thousands) Fair Value at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Restricted Assets: Money Market $ 2,254 $ 2,254 $ — $ — Collateral Investments: Money Market 908 908 — — Certificates of Deposit 226 226 — — (in thousands) Total Gains (Losses) for the Six Months Ended June 30, Description 2018 2017 Restricted Assets: Money Market $ — $ — Collateral Investments: Money Market — — Certificates of Deposit — — |
Assets and Liabilities Measured at Fair Value on a Non-recurring Basis | Assets and liabilities measured at fair value on a non-recurring basis are listed below at their carrying values as of each reporting date: (in thousands) Fair Value at Reporting Date Using Description June 30, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Goodwill $ 43,518 $ — $ — $ 43,518 Property, equipment and software, net 20,960 — — 20,960 Pre-publication costs, net 17,986 — — 17,986 Other intangible assets, net 3,108 — — 3,108 (in thousands) Fair Value at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Goodwill $ 43,518 $ — $ — $ 43,518 Property, equipment and software, net 22,086 — — 22,086 Pre-publication costs, net 17,758 — — 17,758 Other intangible assets, net 3,607 — — 3,607 (in thousands) Total Gains (Losses) for the Six Months Ended June 30, Description 2018 2017 Goodwill $ — $ — Property, equipment and software, net — — Pre-publication costs, net — — Other intangible assets, net — — |
Other Current Assets (Tables)
Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets | Other current assets at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Deferred costs $ 6,426 $ 9,246 Prepaid expenses 2,695 1,762 Other 610 185 Other current assets $ 9,731 $ 11,193 |
Other Assets (Tables)
Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Other Assets [Abstract] | |
Other Assets | Other assets at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Deferred costs, less current portion $ 1,422 $ 1,745 Collateral investments 1,136 1,134 Deferred financing costs – revolving credit facility 441 530 Other 373 303 Other assets $ 3,372 $ 3,712 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued expenses at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Salaries, bonuses and benefits $ 8,869 $ 8,550 Pension and post-retirement benefit plans 950 950 Accrued royalties 901 830 Other 3,050 1,791 Accrued expenses $ 13,770 $ 12,121 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other liabilities at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Pension and post-retirement benefit plans, long-term portion $ 7,960 $ 8,285 Deferred rent 535 587 Long-term income tax payable 481 470 Long-term deferred compensation 281 288 Other liabilities $ 9,257 $ 9,630 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Debt at June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, 2018 December 31, 2017 Senior secured credit facility term loans maturing December 10, 2020 $ 45,647 $ 48,500 Less: Unamortized discount (281 ) (380 ) Less: Unamortized deferred financing costs (238 ) (321 ) Term loans, net of discount and deferred costs 45,128 47,799 Less: Current portion of long-term debt 6,651 5,958 Long-term debt $ 38,477 $ 41,841 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Revenue, Operating Expenses and Income (Loss) from Operations | The following tables present the net revenues, operating expenses, income from operations, and capital expenditures which are used by the Company's chief operating decision maker to measure the segments' operating performance. The Company does not track assets directly by segment and the chief operating decision maker does not use assets to measure a segment's operating performance, and therefore this information is not presented. Three Months Ended June 30, 2018 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 20,435 $ 7,732 $ 12,829 $ — $ 40,996 Cost of revenues 1,263 999 4,776 — 7,038 Amortization expense — — — 4,043 4,043 Total cost of revenues 1,263 999 4,776 4,043 11,081 Other operating expenses 9,284 3,957 5,116 4,574 22,931 Depreciation and amortization expense — — — 718 718 Total costs and expenses 10,547 4,956 9,892 9,335 34,730 Income before interest and income taxes 9,888 2,776 2,937 (9,335 ) 6,266 Net interest expense — — — (927 ) (927 ) Other income (expense), net — — — 118 118 Income tax expense — — — (1,022 ) (1,022 ) Segment net income $ 9,888 $ 2,776 $ 2,937 $ (11,166 ) $ 4,435 Expenditures for property, equipment, $ 2,324 $ 1,082 $ 557 $ 17 $ 3,980 Three Months Ended June 30, 2017 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 18,650 $ 6,735 $ 14,977 $ — $ 40,362 Cost of revenues 942 808 5,465 — 7,215 Amortization expense — — — 4,328 4,328 Total cost of revenues 942 808 5,465 4,328 11,543 Other operating expenses 8,020 3,113 6,104 3,342 20,579 Depreciation and amortization expense — — — 669 669 Total costs and expenses 8,962 3,921 11,569 8,339 32,791 Income before interest and income taxes 9,688 2,814 3,408 (8,339 ) 7,571 Net interest expense — — — (1,336 ) (1,336 ) Other income (expense), net — — — (109 ) (109 ) Income tax expense — — — (334 ) (334 ) Segment net income $ 9,688 $ 2,814 $ 3,408 $ (10,118 ) $ 5,792 Expenditures for property, equipment, $ 2,089 $ 798 $ 1,361 $ 36 $ 4,284 Six Months Ended June 30, 2018 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 39,571 $ 15,236 $ 22,796 $ — $ 77,603 Cost of revenues 2,295 2,022 8,784 — 13,101 Amortization expense — — — 7,947 7,947 Total cost of revenues 2,295 2,022 8,784 7,947 21,048 Other operating expenses 18,499 7,867 10,222 8,274 44,862 Depreciation and amortization expense — — — 1,435 1,435 Total costs and expenses 20,794 9,889 19,006 17,656 67,345 Income before interest and income taxes 18,777 5,347 3,790 (17,656 ) 10,258 Net interest expense — — — (1,757 ) (1,757 ) Other income (expense), net — — — 15 15 Income tax expense — — — (1,474 ) (1,474 ) Segment net income $ 18,777 $ 5,347 $ 3,790 $ (20,872 ) $ 7,042 Expenditures for property, equipment, $ 4,450 $ 2,197 $ 1,310 $ 31 $ 7,988 Six Months Ended June 30, 2017 (in thousands) Learning Explore Voyager Sopris Other Consolidated Net revenues $ 36,835 $ 13,513 $ 25,984 $ — $ 76,332 Cost of revenues 1,813 1,679 9,908 — 13,400 Amortization expense — — — 8,418 8,418 Total cost of revenues 1,813 1,679 9,908 8,418 21,818 Other operating expenses 16,466 6,344 12,033 6,745 41,588 Depreciation and amortization expense — — — 1,350 1,350 Total costs and expenses 18,279 8,023 21,941 16,513 64,756 Income before interest and income taxes 18,556 5,490 4,043 (16,513 ) 11,576 Net interest expense — — — (2,563 ) (2,563 ) Other income (expense), net — — — (217 ) (217 ) Income tax expense — — — (474 ) (474 ) Segment net income $ 18,556 $ 5,490 $ 4,043 $ (19,767 ) $ 8,322 Expenditures for property, equipment, $ 4,191 $ 1,648 $ 2,924 $ 53 $ 8,816 |
Basis of Presentation (Details
Basis of Presentation (Details Textual) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)segment | Jun. 30, 2017USD ($) | |
Product Information [Line Items] | ||||
Prior period non-service components of pension and post-retirement costs | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.2 |
Number of reportable business segments | segment | 3 | |||
Learning A-Z | ||||
Product Information [Line Items] | ||||
Company's industry leading brands | Learning A-Z | |||
Voyager Sopris Learning | ||||
Product Information [Line Items] | ||||
Company's industry leading brands | Voyager Sopris Learning | |||
ExploreLearning | ||||
Product Information [Line Items] | ||||
Company's industry leading brands | ExploreLearning | |||
Accounting Standards Update 2017-07 [Member] | General and Administration Expense | ||||
Product Information [Line Items] | ||||
Prior period non-service components of pension and post-retirement costs | (0.1) | (0.2) | ||
Accounting Standards Update 2017-07 [Member] | Other Income (Expense) | ||||
Product Information [Line Items] | ||||
Prior period non-service components of pension and post-retirement costs | $ 0.1 | $ 0.2 |
Accounts Receivable (Details Te
Accounts Receivable (Details Textual) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Receivables [Abstract] | ||
Allowance for doubtful accounts and estimated sales returns | $ 0.1 | $ 0.1 |
Stock-Based Compensation and 33
Stock-Based Compensation and Expense (Details Textual) - $ / shares | 3 Months Ended | ||
Mar. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2009 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock, additional shares (shares) | 5,000,000 | ||
Granted (shares) | 250,000 | ||
Exercise price of options granted (in USD per share) | $ 9.16 | ||
Stock options outstanding (shares) | 2,135,571 | ||
Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share based award spread over vesting period | 4 years | ||
Stock option initial vesting date | Mar. 31, 2018 |
Stock-Based Compensation and 34
Stock-Based Compensation and Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 252 | $ 224 | $ 479 | $ 424 |
Cost of Revenues | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 10 | 14 | 23 | 27 |
Research and Development Expense | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 51 | 40 | 100 | 75 |
Sales and Marketing Expense | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 72 | 51 | 133 | 97 |
General and Administrative Expense | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 119 | $ 119 | $ 223 | $ 225 |
Net Income per Common Share (De
Net Income per Common Share (Details Textual) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Weighted average common shares excluded from dilutive shares outstanding (shares) | 250,000 | 821,730 | 258,315 | 718,211 |
Net Income per Common Share (36
Net Income per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator: | ||||
Net income | $ 4,435 | $ 5,792 | $ 7,042 | $ 8,322 |
Basic: | ||||
Weighted-average common shares used in computing basic net income per share (shares) | 47,172 | 46,283 | 47,036 | 46,243 |
Add weighted-average effect of dilutive securities: | ||||
Stock options and restricted stock awards (shares) | 1,213 | 1,193 | 1,214 | 1,217 |
Weighted-average common shares used in computing diluted net income per share | 48,385 | 47,476 | 48,250 | 47,460 |
Net income per common share: | ||||
Basic (in USD per share) | $ 0.09 | $ 0.13 | $ 0.15 | $ 0.18 |
Diluted (in USD per share) | $ 0.09 | $ 0.12 | $ 0.15 | $ 0.18 |
Revenue Recognition - Cumulativ
Revenue Recognition - Cumulative Effect of Changes made to Consolidated Balance Sheet for Adoption of the New Revenue Standard(Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | $ 13,277 | $ 12,868 | $ 12,937 |
Inventory | 1,813 | 2,392 | 2,382 |
Other current assets | 9,731 | 10,639 | 11,193 |
Deferred tax assets | 30,020 | 30,815 | 30,614 |
Accrued expenses | 13,770 | 12,036 | 12,121 |
Deferred revenue | 87,337 | ||
Accumulated deficit | $ (6,483) | (289,241) | (14,292) |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | 12,937 | ||
Inventory | 2,382 | ||
Other current assets | 11,193 | ||
Deferred tax assets | 30,614 | ||
Accrued expenses | 12,121 | ||
Deferred revenue | 86,913 | ||
Accumulated deficit | $ (288,490) | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | (69) | ||
Inventory | 10 | ||
Other current assets | (554) | ||
Deferred tax assets | 201 | ||
Accrued expenses | (85) | ||
Deferred revenue | 424 | ||
Accumulated deficit | $ (751) |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Subscription period for online access | 12 months |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ 40,996 | $ 40,362 | $ 77,603 | $ 76,332 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 37,099 | 36,894 | 69,976 | 69,308 |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 3,897 | 3,468 | 7,627 | 7,024 |
Learning A-Z | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 20,435 | 18,650 | 39,571 | 36,835 |
Learning A-Z | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 17,166 | 15,979 | 33,359 | 31,557 |
Learning A-Z | International | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 3,269 | 2,671 | 6,212 | 5,278 |
ExploreLearning | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 7,732 | 6,735 | 15,236 | 13,513 |
ExploreLearning | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 7,324 | 6,355 | 14,443 | 12,774 |
ExploreLearning | International | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 408 | 380 | 793 | 739 |
Voyager Sopris Learning | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 12,829 | 14,977 | 22,796 | 25,984 |
Voyager Sopris Learning | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 12,609 | 14,560 | 22,174 | 24,977 |
Voyager Sopris Learning | International | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ 220 | $ 417 | $ 622 | $ 1,007 |
Fair Value Measurements (Detail
Fair Value Measurements (Details Textual) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Cash and cash equivalents | $ 4,680 | $ 8,493 | $ 4,646 | $ 4,930 |
Restricted assets | 1,800 | 2,300 | ||
Collateral investments | 1,136 | 1,134 | ||
Revolving credit facility borrowings | 10,000 | |||
Long-term debt | 45,128 | 47,799 | ||
Senior Secured Credit Facility Term Loans Due December 10, 2020, Net | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Long-term debt | $ 45,100 | $ 47,800 |
Fair Value Measurements (Deta41
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets and liabilities measured at fair value on a recurring basis | ||
Restricted assets | $ 1,800 | $ 2,300 |
Collateral investments | 1,136 | 1,134 |
Money Market | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Collateral investments | 900 | 906 |
Certificates of Deposit | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Collateral investments | 200 | 226 |
Fair value recurring | Money Market | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Restricted assets | 1,800 | 2,254 |
Collateral investments | 910 | 908 |
Fair value recurring | Certificates of Deposit | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Collateral investments | 226 | 226 |
Fair value recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Money Market | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Restricted assets | 1,800 | 2,254 |
Collateral investments | 910 | 908 |
Fair value recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Certificates of Deposit | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Collateral investments | $ 226 | $ 226 |
Fair Value Measurements (Deta42
Fair Value Measurements (Details 1) - Fair Value Non-recurring - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets and liabilities measured at fair value on a non-recurring basis | ||
Goodwill | $ 43,518 | $ 43,518 |
Property, equipment and software, net | 20,960 | 22,086 |
Pre-publication costs, net | 17,986 | 17,758 |
Other intangible assets, net | 3,108 | 3,607 |
Significant Unobservable Inputs (Level 3) | ||
Assets and liabilities measured at fair value on a non-recurring basis | ||
Goodwill | 43,518 | 43,518 |
Property, equipment and software, net | 20,960 | 22,086 |
Pre-publication costs, net | 17,986 | 17,758 |
Other intangible assets, net | $ 3,108 | $ 3,607 |
Other Current Assets (Details)
Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Deferred costs | $ 6,426 | $ 9,246 | |
Prepaid expenses | 2,695 | 1,762 | |
Other | 610 | 185 | |
Other current assets | $ 9,731 | $ 10,639 | $ 11,193 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Other Assets | ||
Deferred costs, less current portion | $ 1,422 | $ 1,745 |
Collateral investments | 1,136 | 1,134 |
Deferred financing costs - revolving credit facility | 441 | 530 |
Other | 373 | 303 |
Other assets | $ 3,372 | $ 3,712 |
Other Assets (Details Textual)
Other Assets (Details Textual) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Dec. 10, 2015 |
Other Assets Non Current [Line Items] | ||||
Collateral investments | $ 1,136,000 | $ 1,134,000 | ||
Certificates of Deposit | ||||
Other Assets Non Current [Line Items] | ||||
Collateral investments | 200,000 | 226,000 | ||
Money Market | ||||
Other Assets Non Current [Line Items] | ||||
Collateral investments | $ 900,000 | $ 906,000 | ||
Senior Secured Credit Facility | ||||
Other Assets Non Current [Line Items] | ||||
Revolving line of credit facility | $ 135,000,000 | |||
Revolving Credit Facility | Senior Secured Credit Facility | ||||
Other Assets Non Current [Line Items] | ||||
Revolving line of credit facility | $ 30,000,000 | $ 30,000,000 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Accrued expenses | |||
Salaries, bonuses and benefits | $ 8,869 | $ 8,550 | |
Pension and post-retirement benefit plans | 950 | 950 | |
Accrued royalties | 901 | 830 | |
Other | 3,050 | 1,791 | |
Accrued expenses | $ 13,770 | $ 12,036 | $ 12,121 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Long-term liabilities: | ||
Pension and post-retirement benefit plans, long-term portion | $ 7,960 | $ 8,285 |
Deferred rent | 535 | 587 |
Long-term income tax payable | 481 | 470 |
Long-term deferred compensation | 281 | 288 |
Other liabilities | $ 9,257 | $ 9,630 |
Pension Plan (Details Textual)
Pension Plan (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Retirement Benefits [Abstract] | ||||
Net pension costs | $ 100 | $ 100 | $ 200 | $ 200 |
Amortization of accumulated net loss | $ 29 | $ 23 | $ 57 | $ 46 |
Uncertain Tax Positions and I49
Uncertain Tax Positions and Income Taxes (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Income Tax Uncertainties [Abstract] | ||
Unrecognized tax benefits | $ 2,600,000 | $ 2,600,000 |
Unrecognized tax benefits that would affect effective tax rate | 500,000 | |
Unrecognized tax benefits, penalties expense | 0 | |
Liability for penalties (gross) related to UTB | 100,000 | 100,000 |
Liability for interest (gross) related to UTB | $ 100,000 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Commitments And Contingencies [Line Items] | ||
Letters of credit outstanding | $ 400 | |
Certificate of deposit | 200 | |
Collateral investments | 1,136 | $ 1,134 |
Money Market | ||
Commitments And Contingencies [Line Items] | ||
Collateral investments | $ 900 | $ 906 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Summary Long-term debt | ||
Less: Unamortized discount | $ (281) | $ (380) |
Less: Unamortized deferred financing costs | (238) | (321) |
Term loans, net of discount and deferred costs | 45,128 | 47,799 |
Current portion of long-term debt | 6,651 | 5,958 |
Long-term debt | 38,477 | 41,841 |
Senior Secured Credit Facility Term Loans Due December 10, 2020 | ||
Summary Long-term debt | ||
Long term debt, gross | $ 45,647 | $ 48,500 |
Debt (Details Textual)
Debt (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | |||
Feb. 29, 2016 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Dec. 10, 2015 | |
Debt Instrument [Line Items] | |||||
Revolving credit facility | $ 10,000,000 | $ 0 | |||
Unamortized discount | (281,000) | (380,000) | |||
Unamortized deferred financing costs | 238,000 | 321,000 | |||
Outstanding principal balances under term loan | $ 45,128,000 | 47,799,000 | |||
Term Loan A and Term Loan B | Interest Rate Cap Agreements | |||||
Debt Instrument [Line Items] | |||||
Payment to enter into interest rate cap agreements | $ 100,000 | ||||
Interest rate cap agreements, LIBOR rate description | three-month LIBOR rate exceeds 2.5%. | ||||
Interest rate cap agreements period | 3 years | ||||
Term Loan A and Term Loan B | LIBOR loans | Interest Rate Cap Agreements | |||||
Debt Instrument [Line Items] | |||||
Interest rate cap (percent) | 2.50% | ||||
Senior Secured Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Outstanding borrowings | $ 135,000,000 | ||||
Unamortized discount | $ (300,000) | (400,000) | |||
Senior Secured Credit Facility | LIBOR loans | |||||
Debt Instrument [Line Items] | |||||
Percentage of floor on variable interest rate (percent) | 1.00% | ||||
Senior Secured Credit Facility | Term Loan A | |||||
Debt Instrument [Line Items] | |||||
Outstanding borrowings | 70,000,000 | ||||
Interest rate applied (percent) | 5.73% | ||||
Outstanding principal balances under term loan | $ 45,600,000 | ||||
Senior Secured Credit Facility | Term Loan A | LIBOR loans | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 3.75% | ||||
Senior Secured Credit Facility | Term Loan A | LIBOR loans | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 4.50% | ||||
Senior Secured Credit Facility | Term Loan A | Base Rate loans | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 2.75% | ||||
Senior Secured Credit Facility | Term Loan A | Base Rate loans | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 3.50% | ||||
Senior Secured Credit Facility | Term Loan B | |||||
Debt Instrument [Line Items] | |||||
Outstanding borrowings | 35,000,000 | ||||
Senior Secured Credit Facility | Term Loan A and Term Loan B | |||||
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | $ 200,000 | 300,000 | |||
Senior Secured Credit Facility | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Outstanding borrowings | $ 30,000,000 | $ 30,000,000 | |||
Debt instrument, maturity date | Dec. 10, 2020 | ||||
Unused line fee (percent) | 0.50% | ||||
Unamortized deferred financing costs | $ 400,000 | $ 500,000 | |||
Borrowing available under credit facility | $ 19,800,000 | ||||
Senior Secured Credit Facility | Revolving Credit Facility | LIBOR loans | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 3.75% | ||||
Senior Secured Credit Facility | Revolving Credit Facility | LIBOR loans | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 4.50% | ||||
Senior Secured Credit Facility | Revolving Credit Facility | Base Rate loans | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 2.75% | ||||
Senior Secured Credit Facility | Revolving Credit Facility | Base Rate loans | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, applicable margin (percent) | 3.50% |
Segment Reporting (Details Text
Segment Reporting (Details Textual) | 6 Months Ended |
Jun. 30, 2018studentProductcountryCountriessegmentsimulation | |
Segment Reporting Information [Line Items] | |
Number of reportable business segments | segment | 3 |
Learning A-Z Segment | |
Segment Reporting Information [Line Items] | |
Number of students using the product | student | 7,000,000 |
Number of countries in which product is used | Countries | 170 |
ExploreLearning Segment | |
Segment Reporting Information [Line Items] | |
Number of countries in which product is used | country | 50 |
Number of products under ExploreLearning | Product | 2 |
Number of inquiry-based simulations | simulation | 400 |
Voyager Sopris Learning Segment | |
Segment Reporting Information [Line Items] | |
Legacy of years devoted to research and data-based curriculum development | 40 years |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue, operating expenses and income (loss) from operations | ||||
Net revenues | $ 40,996 | $ 40,362 | $ 77,603 | $ 76,332 |
Cost of revenues | 7,038 | 7,215 | 13,101 | 13,400 |
Amortization expense | 4,043 | 4,328 | 7,947 | 8,418 |
Total cost of revenues | 11,081 | 11,543 | 21,048 | 21,818 |
Other operating expenses | 22,931 | 20,579 | 44,862 | 41,588 |
Depreciation and amortization expense | 718 | 669 | 1,435 | 1,350 |
Total costs and expenses | 34,730 | 32,791 | 67,345 | 64,756 |
Income before interest and income taxes | 6,266 | 7,571 | 10,258 | 11,576 |
Net interest expense | (927) | (1,336) | (1,757) | (2,563) |
Other income (expense), net | 118 | (109) | 15 | (217) |
Income tax expense | (1,022) | (334) | (1,474) | (474) |
Net income | 4,435 | 5,792 | 7,042 | 8,322 |
Expenditures for property, equipment, software and pre-publication costs | 3,980 | 4,284 | 7,988 | 8,816 |
Operating Segments | Learning A-Z Segment | ||||
Revenue, operating expenses and income (loss) from operations | ||||
Net revenues | 20,435 | 18,650 | 39,571 | 36,835 |
Cost of revenues | 1,263 | 942 | 2,295 | 1,813 |
Total cost of revenues | 1,263 | 942 | 2,295 | 1,813 |
Other operating expenses | 9,284 | 8,020 | 18,499 | 16,466 |
Total costs and expenses | 10,547 | 8,962 | 20,794 | 18,279 |
Income before interest and income taxes | 9,888 | 9,688 | 18,777 | 18,556 |
Net income | 9,888 | 9,688 | 18,777 | 18,556 |
Expenditures for property, equipment, software and pre-publication costs | 2,324 | 2,089 | 4,450 | 4,191 |
Operating Segments | ExploreLearning Segment | ||||
Revenue, operating expenses and income (loss) from operations | ||||
Net revenues | 7,732 | 6,735 | 15,236 | 13,513 |
Cost of revenues | 999 | 808 | 2,022 | 1,679 |
Total cost of revenues | 999 | 808 | 2,022 | 1,679 |
Other operating expenses | 3,957 | 3,113 | 7,867 | 6,344 |
Total costs and expenses | 4,956 | 3,921 | 9,889 | 8,023 |
Income before interest and income taxes | 2,776 | 2,814 | 5,347 | 5,490 |
Net income | 2,776 | 2,814 | 5,347 | 5,490 |
Expenditures for property, equipment, software and pre-publication costs | 1,082 | 798 | 2,197 | 1,648 |
Operating Segments | Voyager Sopris Learning Segment | ||||
Revenue, operating expenses and income (loss) from operations | ||||
Net revenues | 12,829 | 14,977 | 22,796 | 25,984 |
Cost of revenues | 4,776 | 5,465 | 8,784 | 9,908 |
Total cost of revenues | 4,776 | 5,465 | 8,784 | 9,908 |
Other operating expenses | 5,116 | 6,104 | 10,222 | 12,033 |
Total costs and expenses | 9,892 | 11,569 | 19,006 | 21,941 |
Income before interest and income taxes | 2,937 | 3,408 | 3,790 | 4,043 |
Net income | 2,937 | 3,408 | 3,790 | 4,043 |
Expenditures for property, equipment, software and pre-publication costs | 557 | 1,361 | 1,310 | 2,924 |
Other | ||||
Revenue, operating expenses and income (loss) from operations | ||||
Amortization expense | 4,043 | 4,328 | 7,947 | 8,418 |
Total cost of revenues | 4,043 | 4,328 | 7,947 | 8,418 |
Other operating expenses | 4,574 | 3,342 | 8,274 | 6,745 |
Depreciation and amortization expense | 718 | 669 | 1,435 | 1,350 |
Total costs and expenses | 9,335 | 8,339 | 17,656 | 16,513 |
Income before interest and income taxes | (9,335) | (8,339) | (17,656) | (16,513) |
Net interest expense | (927) | (1,336) | (1,757) | (2,563) |
Other income (expense), net | 118 | (109) | 15 | (217) |
Income tax expense | (1,022) | (334) | (1,474) | (474) |
Net income | (11,166) | (10,118) | (20,872) | (19,767) |
Expenditures for property, equipment, software and pre-publication costs | $ 17 | $ 36 | $ 31 | $ 53 |