Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Document Fiscal Year Focus | '2013 | ' |
Entity Registrant Name | 'Addus HomeCare Corp | ' |
Entity Central Index Key | '0001468328 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 10,912,973 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Cash | $29,464 | $1,737 |
Accounts receivable, net of allowances of $4,026 and $4,466 at September 30, 2013 and December 31, 2012, respectively | 54,516 | 71,303 |
Prepaid expenses and other current assets | 6,167 | 7,293 |
Assets held for sale, net | ' | 245 |
Deferred tax assets | 7,258 | 7,258 |
Total current assets | 97,405 | 87,836 |
Property and equipment, net of accumulated depreciation and amortization | 2,471 | 2,489 |
Other assets | ' | ' |
Goodwill | 50,416 | 50,536 |
Intangibles, net of accumulated amortization | 5,352 | 6,370 |
Deferred tax assets | ' | 2,328 |
Investment in joint ventures | 900 | ' |
Other assets | 173 | 298 |
Total other assets | 56,841 | 59,532 |
Total assets | 156,717 | 149,857 |
Current Liabilities | ' | ' |
Accounts payable | 4,379 | 4,117 |
Accrued expenses | 36,401 | 32,717 |
Current maturities of long-term debt | ' | 208 |
Deferred revenue | 19 | 2,148 |
Total current liabilities | 40,799 | 39,190 |
Deferred tax liabilities | 3,097 | ' |
Long-term debt, less current maturities | ' | 16,250 |
Total liabilities | 43,896 | 55,440 |
Commitments, contingencies and other matters | ' | ' |
Stockholders' equity | ' | ' |
Common stock-$.001 par value; 40,000 authorized and 10,913 and 10,823 shares issued and outstanding as of September 30, 2013 and December 31, 2012, respectively | 11 | 11 |
Additional paid-in capital | 82,922 | 82,778 |
Retained earnings | 29,888 | 11,628 |
Total stockholders' equity | 112,821 | 94,417 |
Total liabilities and stockholders' equity | $156,717 | $149,857 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Condensed Consolidated Balance Sheets [Abstract] | ' | ' |
Accounts receivable, allowance for doubtful accounts | $4,026 | $4,466 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 10,913,000 | 10,823,000 |
Common stock, shares outstanding | 10,913,000 | 10,823,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements Of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Condensed Consolidated Statements Of Income [Abstract] | ' | ' | ' | ' |
Net service revenues | $67,306 | $61,211 | $196,059 | $180,540 |
Cost of service revenues | 50,080 | 45,528 | 146,422 | 134,026 |
Gross profit | 17,226 | 15,683 | 49,637 | 46,514 |
General and administrative expenses | 12,424 | 11,181 | 36,026 | 34,710 |
Gain on sale of agency | ' | ' | ' | -495 |
Depreciation and amortization | 539 | 635 | 1,626 | 1,897 |
Total operating expenses | 12,963 | 11,816 | 37,652 | 36,112 |
Operating income from continuing operations | 4,263 | 3,867 | 11,985 | 10,402 |
Interest expense (income), net | -24 | 407 | 326 | 1,237 |
Income from continuing operations before income taxes | 4,287 | 3,460 | 11,659 | 9,165 |
Income tax expense | 1,517 | 1,256 | 3,620 | 3,380 |
Net income from continuing operations | 2,770 | 2,204 | 8,039 | 5,785 |
Discontinued operations | ' | ' | ' | ' |
Loss from home health business, net of tax | -203 | -407 | -890 | -1,895 |
Gain on sale of home health business, net of tax | ' | ' | 11,111 | ' |
Earnings (losses) from discontinued operations | -203 | -407 | 10,221 | -1,895 |
Net income | $2,567 | $1,797 | $18,260 | $3,890 |
Basic | ' | ' | ' | ' |
Continuing operations | $0.26 | $0.20 | $0.75 | $0.54 |
Discontinued operations | ($0.02) | ($0.04) | $0.95 | ($0.18) |
Basic income per share | $0.24 | $0.16 | $1.70 | $0.36 |
Diluted | ' | ' | ' | ' |
Continuing operations | $0.25 | $0.20 | $0.73 | $0.54 |
Discontinued operations | ($0.02) | ($0.04) | $0.93 | ($0.18) |
Diluted income per share | $0.23 | $0.16 | $1.66 | $0.36 |
Weighted average number of common shares and potential common shares outstanding: | ' | ' | ' | ' |
Basic | 10,787 | 10,761 | 10,783 | 10,761 |
Diluted | 11,071 | 10,773 | 11,006 | 10,764 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements Of Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Total |
In Thousands | ||||
Balance at Dec. 31, 2012 | $11 | $82,778 | $11,628 | $94,417 |
Balance, shares at Dec. 31, 2012 | 10,823 | ' | ' | ' |
Issuance of shares of common stock under restricted stock, Shares | 63 | ' | ' | ' |
Issuance of shares of common stock for exercised stock options, Shares | 27 | ' | ' | ' |
Stock-based compensation | ' | 365 | ' | 365 |
Common shares withheld for withholding taxes on exercise of options | ' | -221 | ' | -221 |
Net income | ' | ' | 18,260 | 18,260 |
Balance at Sep. 30, 2013 | $11 | $82,922 | $29,888 | $112,821 |
Balance, shares at Sep. 30, 2013 | 10,913 | ' | ' | ' |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements Of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities | ' | ' |
Net income | $18,260 | $3,890 |
Adjustments to reconcile net income to net cash provided by operating activities | ' | ' |
Depreciation and amortization | 1,627 | 1,908 |
Deferred income taxes | 5,425 | ' |
Stock-based compensation | 365 | 279 |
Amortization of debt issuance costs | 125 | 166 |
Provision for doubtful accounts | 2,102 | 2,191 |
Gain on sale of home health business | -18,838 | ' |
Gain on sale of agency | ' | -495 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 14,685 | -1,223 |
Prepaid expenses and other current assets | 997 | -465 |
Accounts payable | 262 | -677 |
Accrued expenses | 234 | 3,887 |
Deferred revenue | -141 | -125 |
Net cash provided by operating activities | 25,103 | 9,336 |
Cash flows from investing activities | ' | ' |
Net proceeds from sale of home health business | 19,659 | ' |
Net proceeds from sale of agency | ' | 495 |
Purchases of property and equipment | -577 | -1,013 |
Net cash provided by (used in) investing activities | 19,082 | -518 |
Cash flows from financing activities | ' | ' |
Net payments on term loan | -208 | -1,875 |
Net payments on credit facility | -16,250 | -4,250 |
Payments on subordinated dividend notes | ' | -3,000 |
Net cash used in financing activities | -16,458 | -9,125 |
Net change in cash | 27,727 | -307 |
Cash, at beginning of period | 1,737 | 2,020 |
Cash, at end of period | 29,464 | 1,713 |
Supplemental disclosures of cash flow information | ' | ' |
Cash paid for interest | 437 | 1,233 |
Cash paid for income taxes | 4,936 | 1,443 |
Supplemental disclosures of non-cash investing and financing activities | ' | ' |
Tax benefit related to the amortization of tax goodwill in excess of book basis | $120 | $119 |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2013 | |
Summary Of Significant Accounting Policies [Abstract] | ' |
Summary Of Significant Accounting Policies | ' |
1. Summary of Significant Accounting Policies | |
The consolidated financial statements include the accounts of Addus HomeCare Corporation ("Holdings") and its subsidiaries (together with Holdings, the "Company" or "we"). The Company provides home and community based services through a network of locations throughout the United States. These services are primarily performed in the homes of the consumers. The Company's home and community based services include assistance to the elderly, chronically ill and disabled with bathing, grooming, dressing, personal hygiene and medication reminders, and other activities of daily living. Home and community based services are primarily performed under agreements with state and local governmental agencies. | |
Discontinued Operations | |
On February 7, 2013, subsidiaries of Holdings entered into an Asset Purchase Agreement with LHC Group, Inc. and certain of its subsidiaries (the "Home Health Purchase Agreement"). Pursuant to the Home Health Purchase Agreement, effective March 1, 2013, the purchasers acquired substantially all the assets of the Company's home health business in Arkansas, Nevada and South Carolina and 90% of its home health business in California and Illinois, with the Company retaining 10% ownership in such locations, for cash consideration of $20,000. | |
The Company's home health services were operated through licensed and Medicare certified offices that provided physical, occupational and speech therapy, as well as skilled nursing services to pediatric, adult infirm and elderly patients. Home health services were reimbursed from Medicare, Medicaid and Medicaid-waiver programs, commercial insurance and private payors (see note 2). | |
Principles of Consolidation | |
All intercompany balances and transactions have been eliminated in consolidation. Our investment in entities with less than 20% ownership or in which the Company does not have the ability to influence the operations of the investee are being accounted for using the cost method and are included in investments in joint ventures. | |
Revenue Recognition | |
The Company generates net service revenues by providing services directly to consumers. The Company receives payments for providing services from federal, state and local governmental agencies, commercial insurers and private individuals. Our continuing operations, which includes the results of operations previously included in our home and community segment and three agencies previously included in our home health segment, are principally provided based on authorized hours, determined by the relevant agency, at an hourly rate specified in agreements or fixed by legislation and recognized as revenues at the time services are rendered. Home and community based service revenues are reimbursed by state, local and other governmental programs which are partially funded by Medicaid or Medicaid waiver programs, with the remainder reimbursed through private duty and insurance programs. | |
Laws and regulations governing the Medicaid and Medicare programs are complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates may change in the near term. The Company believes that it is in compliance in all material respects with all applicable laws and regulations. | |
Allowance for Doubtful Accounts | |
The Company establishes its allowance for doubtful accounts to the extent it is probable that a portion or all of a particular account will not be collected. The Company estimates its provision for doubtful accounts primarily by aging receivables utilizing eight aging categories, and applying its historical collection rates to each aging category, taking into consideration factors that might impact the use of historical collection rates or payor groups, with certain large payors analyzed separately from other payor groups. In the Company's evaluation of these estimates, it also considers delays in payment trends in individual states due to budget or funding issues, billing conversions related to acquisitions or internal systems, resubmission of bills with required documentation and disputes with specific payors. An allowance for doubtful accounts is maintained at a level management believes is sufficient to cover potential losses. However, actual collections could differ from our estimates. | |
Goodwill | |
The Company's carrying value of goodwill is the residual of the purchase price over the fair value of the net assets acquired from various acquisitions including the acquisition of Addus HealthCare, Inc. ("Addus HealthCare"). In accordance with Accounting Standards Codification ("ASC") Topic 350, "Goodwill and Other Intangible Assets," goodwill and intangible assets with indefinite useful lives are not amortized. The Company tests goodwill for impairment on an annual basis, as of October 1, or whenever potential impairment triggers occur, such as a significant change in business climate or regulatory changes that would indicate that an impairment may have occurred. Goodwill and indefinite lived intangible assets are required to be tested for impairment at least annually. The Company may use a qualitative test, known as "Step 0" or a two-step quantitative method to determine whether impairment has occurred. In 2012, the Company elected to implement Step 0 and was not required to conduct the remaining two step analysis. No impairment charge was recorded for the three and nine months ended September 30, 2013 or 2012. | |
Intangible Assets | |
The Company's identifiable intangible assets consist of customer and referral relationships, trade names, trademarks, state licenses and non-compete agreements. Amortization is computed using straight-line and accelerated methods based upon the estimated useful lives of the respective assets, which range from two to 25 years. | |
ASC Topic 350 requires that the fair value of intangible assets with indefinite lives be estimated and compared to the carrying value. The Company estimates the fair value of these intangible assets using the income approach. Intangible assets with finite lives are amortized using the estimated economic benefit method over the useful life and assessed for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable based on estimated undiscounted cash flows. The Company recognizes an impairment loss when the estimated fair value of the intangible asset is less than the carrying value. No impairment charge was recorded for the three and nine months ended September 30, 2013 or 2012. | |
The income approach, which the Company uses to estimate the fair value of its intangible assets (other than goodwill), is dependent on a number of factors including estimates of future market growth and trends, forecasted revenue and costs, expected periods the assets will be utilized, appropriate discount rates and other variables. The Company bases its fair value estimates on assumptions the Company believes to be reasonable but which are unpredictable and inherently uncertain. Actual future results may differ from those estimates. In addition, the Company makes certain judgments about the selection of comparable companies used in the market approach in determining valuation. | |
Long-Lived Assets | |
The Company reviews its long-lived assets and finite lived intangibles (except goodwill and finite lived intangible assets, as described above) for impairment whenever changes in circumstances indicate that the carrying amount of an asset may not be recoverable. To determine if impairment exists, the Company compares the estimated future undiscounted cash flows from the related long-lived assets to the net carrying amount of such assets. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset, generally determined by discounting the estimated future cash flows. No impairment charge was recorded for the three and nine months ended September 30, 2013 or 2012. | |
Income Taxes | |
The Company accounts for income taxes under the provisions of ASC Topic 740, "Income Taxes." The objective of accounting for income taxes is to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in its financial statements or tax returns. Deferred taxes, resulting from differences between the financial and tax basis of the Company's assets and liabilities, are also adjusted for changes in tax rates and tax laws when changes are enacted. ASC Topic 740 also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. ASC Topic 740, also prescribes a recognition threshold and measurement process for recording in the financial statements uncertain tax positions taken or expected to be taken in a tax return. In addition, ASC Topic 740 provides guidance on derecognition, classification, accounting in interim periods and disclosure requirements for uncertain tax positions. | |
Stock-based Compensation | |
The Company has two stock incentive plans, the 2006 Stock Incentive Plan (the "2006 Plan") and the 2009 Stock Incentive Plan (the "2009 Plan") that provide for stock-based employee compensation. The Company accounts for stock-based compensation in accordance with ASC Topic 718, " Stock Compensation ." Compensation expense is recognized on a graded method under the 2006 Plan and on a straight-line basis under the 2009 Plan over the vesting period of the awards based on the fair value of the options and restricted stock awards. Under the 2006 Plan, the Company historically used the Black-Scholes option pricing model to estimate the fair value of its stock based payment awards, but beginning October 28, 2009 under its 2009 Plan it began using an enhanced Hull-White Trinomial model. The determination of the fair value of stock-based payments utilizing the Black-Scholes model and the Enhanced Hull-White Trinomial model is affected by Holdings' stock price and a number of assumptions, including expected volatility, risk-free interest rate, expected term, expected dividends yield, expected forfeiture rate, expected turn-over rate, and the expected exercise multiple. | |
Net Income Per Common Share | |
Net income (loss) per common share, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period. The Company's outstanding securities that may potentially dilute the common stock are stock options and restricted stock awards. | |
Included in the Company's calculation for the three and nine months ended September 30, 2013 were 641 stock options outstanding, of which 242 and 183, respectively, were dilutive. In addition, there were 96 restricted stock awards outstanding, 42 and 40 of which were dilutive for the three and nine months ended September 30, 2013, respectively. | |
Included in the Company's calculation for the three and nine months ended September 30, 2012 were 741 stock options outstanding of which 12 and 3, respectively, were dilutive. In addition, there were 57 restricted stock awards outstanding, of which none were dilutive for the three and nine months ended September 30, 2012, respectively. | |
Estimates | |
The financial statements are prepared by management in conformity with GAAP and include estimated amounts and certain disclosures based on assumptions about future events. Accordingly, actual results could differ from those estimates. | |
Recent Accounting Pronouncements | |
The Company does not believe any recently issued, but not yet effective, accounting standards will have a material effect on the Company's consolidated financial position, results of operations, or cash flows. | |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Discontinued Operations [Abstract] | ' | ||||||||||||
Discontinued Operations | ' | ||||||||||||
2. Discontinued Operations | |||||||||||||
During December 2012, in anticipation of the sale of substantially all of the assets used in its home health business (the "Home Health Business"), the Company reported the operating results of the Home Health Business as discontinued operations in accordance with ASC Topic 360-10-45, " Impairment or Disposal of Long-Lived Assets." On February 7, 2013, the Company entered into the Home Health Purchase Agreement, pursuant to which subsidiaries of LHC Group, Inc. agreed to acquire substantially all the assets of the Home Health Business in Arkansas, Nevada and South Carolina and 90% of the Home Health Business in California and Illinois, with the Company retaining 10% ownership in such locations, for cash consideration of $20,000. The transaction was consummated effective March 1, 2013. In addition, the results of discontinued operations include one home health agency being held for sale and one home health agency that closed in January of 2013. | |||||||||||||
The Company has included the financial results of the Home Health Business in discontinued operations for all periods presented. Assets sold to the purchasers are presented as assets held for sale, net, on the accompanying consolidated balance sheet as of December 31, 2012. In connection with the discontinued operations presentation, certain financial statement footnotes have also been updated to reflect the impact of discontinued operations. | |||||||||||||
The following table presents the net service revenues and earnings attributable to discontinued operations, which include the financial results for the three and nine months ended September 30, 2013 and 2012: | |||||||||||||
For the Three Months ended | For the Nine Months ended | ||||||||||||
September 30, | September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||
Net service revenues | $ | — | $ | 9,795 | $ | 6,475 | $ | 28,671 | |||||
Loss before income taxes | (344 | ) | (673 | ) | (1,509 | ) | (3,133 | ) | |||||
Income tax benefit | (141 | ) | (266 | ) | (619 | ) | (1,238 | ) | |||||
Net loss from discontinued operations | $ | (203 | ) | $ | (407 | ) | $ | (890 | ) | $ | (1,895 | ) | |
The following table presents the net gain on the sale of the Home Health Business, which was recorded March 1, 2013. | |||||||||||||
Gain before income taxes | $ | 18,838 | |||||||||||
Income tax expenses | 7,727 | ||||||||||||
Net income (loss) from discontinued operations | $ | 11,111 | |||||||||||
The only class of assets for discontinued operations reflected as assets held for sale, net, as of December 31, 2012 was as follows: | |||||||||||||
December 31, | |||||||||||||
2012 | |||||||||||||
Property and equipment, net of accumulated depreciation and amortization | $ | 245 | |||||||||||
Pursuant to the Home Health Purchase Agreement, the Company retained $1,137 and $7,123 of accounts receivable, net as of September 30, 2013 and December 31, 2012. In addition, the Company retained the related accrued expenses and accounts payable associated with the Home Health Business as of December 31, 2012. | |||||||||||||
Sale_Of_Agency
Sale Of Agency | 9 Months Ended |
Sep. 30, 2013 | |
Sale Of Agency [Abstract] | ' |
Sale Of Agency | ' |
3. Sale of Agency | |
During February 2012, the Company completed its sale of a home health agency located in Portland, OR for approximately $525 with net proceeds of approximately $495 after the payment of closing related expenses. The Company recorded a $495 pre-tax gain on the sale of the agency. | |
Goodwill_And_Intangible_Assets
Goodwill And Intangible Assets | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Goodwill And Intangible Assets [Abstract] | ' | ||||||
Goodwill And Intangible Assets | ' | ||||||
4. Goodwill and Intangible Assets | |||||||
The Company's carrying value of goodwill is the residual of the purchase price over the fair value of the net assets acquired from various acquisitions including the acquisition of Addus HealthCare. In accordance with ASC Topic 350, "Goodwill and Other Intangible Assets," goodwill and intangible assets with indefinite useful lives are not amortized. The Company tests goodwill for impairment on an annual basis, as of October 1, or whenever potential impairment triggers occur, such as a significant change in business climate or regulatory changes that would indicate that impairment may have occurred. | |||||||
Goodwill is required to be tested for impairment at least annually. The Company can elect to perform Step-0 an optional qualitative analysis and based on the results skip the remaining two steps. In 2012, the Company elected to implement Step 0 and was not required to conduct the remaining two step analysis. | |||||||
In performing its goodwill assessment for 2012, the Company evaluated the following factors that affect future business performance: macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, entity-specific events and company stock price. As a result of the assessment of these qualitative factors, the Company has concluded that it is more likely than not that the fair value of the Company as of December 31, 2012 exceeded its carrying value. Accordingly, the first and second steps of the goodwill impairment test as described in ASC Topic 350-20-35, which includes estimating the fair value of the Company, are not considered necessary for the Company. | |||||||
The Company did not record any impairment charges for the nine months ended September 30, 2013 or 2012. The Company will perform its annual impairment test for fiscal 2013 during the fourth quarter of 2013. | |||||||
The following is a summary of the goodwill activity for the nine months ended September 30, 2013: | |||||||
Goodwill, at December 31, 2012 | $ | 50,536 | |||||
Adjustments to previously recorded goodwill | (120 | ) | |||||
Goodwill, at September 30, 2013 | $ | 50,416 | |||||
The Company's identifiable intangible assets consist of customer and referral relationships, trade names, trademarks, state licenses and non-compete agreements. Amortization is computed using straight-line and accelerated methods based upon the estimated useful lives of the respective assets, which range from two to 25 years. | |||||||
The Company also has indefinite-lived assets that are not subject to amortization expense such as certificates of need and licenses to conduct specific operations within geographic markets. The Company has concluded that certificates of need and licenses have indefinite lives, as management has determined that there are no legal, regulatory, contractual, economic or other factors that would limit the useful life of these intangible assets and the Company intends to renew and operate the certificates of need and licenses indefinitely. The certificates of need and licenses are tested annually for impairment using the cost approach. Under this method assumptions are made about the cost to replace the certificates of need. No impairment charges were recorded in the three and nine months ended September 30, 2013 and 2012. | |||||||
The Company will perform its annual impairment test for fiscal 2013 during the fourth quarter of 2013. | |||||||
The following is a summary of the intangible assets and indefinite-lived asset activity as of September 30, 2013: | |||||||
Gross | |||||||
Carrying | Accumulated | Net Carrying | |||||
Amount | Amortization | Amount | |||||
Customer and referral relationships | $ | 24,908 | $ | 20,870 | $ | 4,038 | |
Trade names and trademarks | 4,081 | 2,942 | 1,139 | ||||
State licenses | 150 | — | 150 | ||||
Non-competition agreements | 408 | 383 | 25 | ||||
$ | 29,547 | $ | 24,195 | $ | 5,352 |
Details_Of_Certain_Balance_She
Details Of Certain Balance Sheet Accounts | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Details Of Certain Balance Sheet Accounts [Abstract] | ' | ||||
Details Of Certain Balance Sheet Accounts | ' | ||||
5. Details of Certain Balance Sheet Accounts | |||||
Prepaid expenses and other current assets consisted of the following: | |||||
September 30, | December 31, | ||||
2013 | 2012 | ||||
Prepaid health insurance | $ | 2,219 | $ | 4,062 | |
Prepaid workers' compensation and liability insurance | 1,432 | 1,056 | |||
Prepaid rent | 220 | 181 | |||
Workers' compensation insurance receivable | 1,531 | 953 | |||
Other | 765 | 1,041 | |||
$ | 6,167 | $ | 7,293 | ||
Accrued expenses consisted of the following: | |||||
September 30, | December 31, | ||||
2013 | 2012 | ||||
Accrued payroll | $ | 11,429 | $ | 11,539 | |
Accrued workers' compensation insurance | 13,992 | 12,452 | |||
Accrued payroll taxes | 1,802 | 1,481 | |||
Accrued health insurance | 2,297 | 3,469 | |||
Accrued amounts to purchaser | 1,832 | — | |||
Accrued taxes | 1,437 | 1,223 | |||
Accrued interest | — | 51 | |||
Current portion of contingent earn-out obligation (1) | 534 | 689 | |||
Other | 3,078 | 1,813 | |||
$ | 36,401 | $ | 32,717 | ||
(1) The Company acquired certain assets of Advantage Health Systems, Inc. ("Advantage") in July 2010. The purchase agreement for the acquisition of Advantage contained a provision for earn-out payments contingent upon the achievement of certain performance targets. The sellers of Advantage disagreed with the Company's calculation of the earn-out payment and the parties agreed to have an arbitrator determine the amount of the second earn-out payment. Based upon the arbitrator's ruling, the final earn-out payment of $534 was made in October 2013. | |||||
LongTerm_Debt
Long-Term Debt | 9 Months Ended | |||||
Sep. 30, 2013 | ||||||
Long-Term Debt [Abstract] | ' | |||||
Long-Term Debt | ' | |||||
6. Long-Term Debt | ||||||
Long-term debt consisted of the following: | ||||||
September 30, | December 31, | |||||
2013 | 2012 | |||||
Revolving credit loan | $ | — | $ | 16,250 | ||
Term loan | — | 208 | ||||
Total | — | 16,458 | ||||
Less current maturities | — | (208 | ) | |||
Long-term debt | $ | — | $ | 16,250 | ||
Senior Secured Credit Facility | ||||||
The Company's credit facility provides a $55.0 million revolving line of credit expiring November 2, 2014, includes a $15.0 million sublimit for the issuance of letters of credit and included a $5.0 million term loan that matured and was paid on January 5, 2013. Substantially all of the subsidiaries of Holdings are co-borrowers, and Holdings has guaranteed the borrowers' obligations under the credit facility. The credit facility is secured by a first priority security interest in all of Holdings' and the borrowers' current and future tangible and intangible assets, including the shares of stock of the borrowers. | ||||||
On July 26, 2011, the Company entered into an amendment to its credit facility, which modified the Company's maximum senior leverage ratio from 3.00 to 1.00 to 3.25 to 1.00 for each twelve month period ending on the last of day of each fiscal quarter beginning with the twelve month period ended June 30, 2011 and increased the advance multiple used to determine the amount of the borrowing base from 3.0 to 1.0 to 3.25 to 1.0. | ||||||
During the second quarter of 2012, the lenders under the Company's credit facility agreed to a modified interpretation of the credit facility as it relates to the calculation of the fixed charge ratio, which provides the Company with increased flexibility in meeting this covenant. The credit facility contains customary affirmative, negative and financial covenants with which the Company was in compliance at September 30, 2013. | ||||||
The availability of funds under the revolving credit portion of the credit facility, as amended, is based on the lesser of (i) the product of adjusted EBITDA, as defined in the credit facility agreement, for the most recent 12-month period for which financial statements have been delivered under the credit facility agreement multiplied by the specified advance multiple, up to 3.25, less the outstanding senior indebtedness and letters of credit, and (ii) $55,000 less the outstanding revolving loans and letters of credit. Interest on the amounts outstanding under the revolving credit portion of the credit facility is payable either at a floating rate equal to the 30-day LIBOR, plus an applicable margin of 4.6% or the LIBOR rate for term periods of one, two, three or six months plus a margin of 4.6%. Interest will be paid monthly or at the end of the relevant interest period, as determined in accordance with the credit facility agreement. The borrowers will pay a fee equal to 0.5% per annum of the unused portion of the revolving portion of the credit facility. Issued stand-by letters of credit will be charged at a rate of 2.0% per annum payable monthly. On September 30, 2013 the interest rate on the revolving credit loan facility was 4.8% (30 day LIBOR rate was 0.2%). The total availability under the revolving credit loan facility was $42,579 at September 30, 2013 compared to $27,137 at December 31, 2012. | ||||||
Income_Taxes
Income Taxes | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Income Taxes [Abstract] | ' | ||||
Income Taxes | ' | ||||
7. Income Taxes | |||||
A reconciliation of the continuing operations statutory federal tax rate of 35% for the three and nine months ended September 30, 2013 and 34% for the three and nine months ended September 30, 2012 is summarized as follows: | |||||
Three Months Ended | |||||
September 30, | |||||
2013 | 2012 | ||||
Federal income tax a statutory rate | 35 | % | 34.1 | % | |
State and local taxes, net of federal benefit | 6 | 6 | |||
Jobs tax credits, net | (6.6 | ) | (4.2 | ) | |
Nondeductible meals and entertainment, other | 1 | 0.4 | |||
Effective tax rate | 35.4 | % | 36.3 | % | |
Nine Months Ended | |||||
September 30, | |||||
2013 | 2012 | ||||
Federal income tax a statutory rate | 35 | % | 34.1 | % | |
State and local taxes, net of federal benefit | 6 | 6 | |||
Jobs tax credits, net (1) | (10.8 | ) | (4.1 | ) | |
Nondeductible meals and entertainment, other | 0.8 | 0.9 | |||
Effective tax rate | 31 | % | 36.9 | % | |
(1) Included in the jobs tax credit for the nine months ended September 30, 2013 was a one-time benefit of a 7.2% reduction from our statutory tax rate for the jobs tax credits earned in 2012 but not recorded until 2013. The Federal employment opportunity tax credits were reinstated in 2013 and were not an allowable deduction in 2012. | |||||
Segment_Data
Segment Data | 9 Months Ended |
Sep. 30, 2013 | |
Segment Data [Abstract] | ' |
Segment Data | ' |
8. Segment Data | |
The Company historically segregated its results into two distinct reporting segments: the home & community segment and the home health segment. As a result of the sale of the Home Health Business, the Company has reported the operating results for the Home Health Business in discontinued operations. Therefore, all of the Company's operations are reported as one operating segment. | |
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments And Contingencies [Abstract] | ' |
Commitments And Contingencies | ' |
9. Commitments and Contingencies | |
Legal Proceedings | |
The Company is a party to legal and/or administrative proceedings arising in the ordinary course of its business. It is the opinion of management that the outcome of such proceedings will not have a material effect on the Company's financial position and results of operations. | |
Indemnification Obligations | |
Pursuant to the Home Health Purchase Agreement, the Company is obligated to indemnify the purchasers for, among other things, (i) penalties, fines, judgments and settlement amounts arising from a violation of certain specified statutes, including the False Claims Act, the Civil Monetary Penalties Law, the federal Anti-Kickback Statute, the Ethics in Patient Referral Act or any state law equivalent in connection with the operation of the Home Health Business prior to the closing, and (ii) any liability related to the failure of any reimbursement claim submitted to certain government programs for services rendered by the Home Health Business prior to the closing to meet the requirements of such government programs, or any violation prior to the closing of any health care laws. Such liabilities include amounts to be recouped by, or repaid to, such government programs as a result of improperly submitted claims for reimbursement or those discovered as a result of audits by investigative agencies. All services that the Company has provided that have been or may be reimbursed by Medicare are subject to retroactive adjustments and/or total denial of payments received from Medicare under various review and audit provisions included in the program regulations. The review period is generally described as six years from the date the services are provided but could be expanded to ten years under certain circumstances if fraud is found to have existed at the time of original billing. In the event that there are adjustments relating to the period prior to the closing, the Company may be required to reimburse the purchasers or the government for the amount of such adjustments, which could adversely affect the Company's business and financial condition. The Company has not established a liability reserve for these obligations and at this time cannot determine the probability of requiring the reserve nor the estimated value of such reserve. The Company anticipates it will be in position to establish the required reserve in the fourth quarter of 2013. | |
Employment Agreements | |
The Company has entered into employment agreements with certain members of senior management. The terms of these agreements are up to four years and include non-compete and nondisclosure provisions, as well as provide for defined severance payments in the event of termination. | |
Significant_Payors
Significant Payors | 9 Months Ended |
Sep. 30, 2013 | |
Significant Payors [Abstract] | ' |
Significant Payors | ' |
10. Significant Payors | |
A substantial portion of the Company's net service revenues and accounts receivables are derived from services performed for federal, state and local governmental agencies. One state governmental agency accounted for 58.9% and 57.6% of the Company's net service revenues for the three months ended September 30, 2013 and 2012, respectively. One state governmental agency accounted for 59.1% and 56.8% of the Company's net service revenues for the nine months ended September 30, 2013 and 2012, respectively. | |
The related receivables due from Medicare and the state agency represented 2.8% and 65.2%, respectively, of the Company's accounts receivable at September 30, 2013, and 7.1% and 69.3%, respectively, of the Company's accounts receivable at December 31, 2012. | |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
11. Subsequent Events | |
Acquisitions | |
The Company entered into an asset purchase agreement to acquire all of the Private Duty operations of the Medi Home Private Care Division of Medical Services of America, Inc. on October 17, 2013. The acquisition includes two agencies located in South Carolina; four agencies located in Tennessee; and two agencies located in Ohio. The South Carolina business will be incorporated into the Company's existing operations in that state. The operations in Ohio and Tennessee represent the Company's initial entry into these two targeted states, as these states transition their long term care programs to managed care and begin their dual eligible demonstration pilots. | |
The asset purchase agreement provides for separate closings with respect to the operations in each state. The closing related to the agencies in South Carolina took place effective November 1, 2013. | |
The Company also entered into an asset purchase agreement to acquire the assets from Coordinated Home Health Care, LLC related to its personal care business in New Mexico on November 7, 2013. This acquisition includes sixteen offices located in Southern New Mexico and further expands the Company's presence in that state. New Mexico has led other states in the transition of its long term care services to managed care. | |
The two acquisitions represent approximately $20 million to $22 million in projected annual revenues for the twelve month period ending December 31, 2013. These transactions are expected to close in the fourth quarter and are subject to customary closing conditions. There can be no assurance that either of these transactions will be completed. | |
Shelf Registration | |
The Company filed a universal shelf registration statement on Form S-3 with the Securities and Exchange Commission on November 7, 2013. Upon being declared effective, the shelf registration statement will provide the Company with the flexibility to offer and sell up to $150 million of common stock, preferred stock, warrants and units in one or more offerings and in any combination. In addition, the shelf registration statement covers up to 4,951,773 shares of the Company's common stock held by certain existing stockholders in accordance with the requirements of contractual agreements previously entered into with these stockholders. The Company currently has no specific plans to issue securities under the new shelf registration statement. The Company will not receive any proceeds from potential sales of the common stock by these stockholders. | |
The Company currently has no specific plans to issue securities under the new shelf registration statement. Any offer of securities covered by the shelf registration statement may be made solely by means of the prospectus included in the shelf registration statement and a related prospectus supplement containing specific information about the terms of any such offering. | |
This is neither an offer to sell nor a solicitation of any offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. | |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2013 | |
Summary Of Significant Accounting Policies [Abstract] | ' |
Basis Of Presentation And Description Of Business | ' |
The consolidated financial statements include the accounts of Addus HomeCare Corporation ("Holdings") and its subsidiaries (together with Holdings, the "Company" or "we"). The Company provides home and community based services through a network of locations throughout the United States. These services are primarily performed in the homes of the consumers. The Company's home and community based services include assistance to the elderly, chronically ill and disabled with bathing, grooming, dressing, personal hygiene and medication reminders, and other activities of daily living. Home and community based services are primarily performed under agreements with state and local governmental agencies. | |
Discontinued Operations | ' |
Discontinued Operations | |
On February 7, 2013, subsidiaries of Holdings entered into an Asset Purchase Agreement with LHC Group, Inc. and certain of its subsidiaries (the "Home Health Purchase Agreement"). Pursuant to the Home Health Purchase Agreement, effective March 1, 2013, the purchasers acquired substantially all the assets of the Company's home health business in Arkansas, Nevada and South Carolina and 90% of its home health business in California and Illinois, with the Company retaining 10% ownership in such locations, for cash consideration of $20,000. | |
The Company's home health services were operated through licensed and Medicare certified offices that provided physical, occupational and speech therapy, as well as skilled nursing services to pediatric, adult infirm and elderly patients. Home health services were reimbursed from Medicare, Medicaid and Medicaid-waiver programs, commercial insurance and private payors (see note 2). | |
Principles Of Consolidation | ' |
Principles of Consolidation | |
All intercompany balances and transactions have been eliminated in consolidation. Our investment in entities with less than 20% ownership or in which the Company does not have the ability to influence the operations of the investee are being accounted for using the cost method and are included in investments in joint ventures. | |
Revenue Recognition | ' |
Revenue Recognition | |
The Company generates net service revenues by providing services directly to consumers. The Company receives payments for providing services from federal, state and local governmental agencies, commercial insurers and private individuals. Our continuing operations, which includes the results of operations previously included in our home and community segment and three agencies previously included in our home health segment, are principally provided based on authorized hours, determined by the relevant agency, at an hourly rate specified in agreements or fixed by legislation and recognized as revenues at the time services are rendered. Home and community based service revenues are reimbursed by state, local and other governmental programs which are partially funded by Medicaid or Medicaid waiver programs, with the remainder reimbursed through private duty and insurance programs. | |
Laws and regulations governing the Medicaid and Medicare programs are complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates may change in the near term. The Company believes that it is in compliance in all material respects with all applicable laws and regulations. | |
Allowance For Doubtful Accounts | ' |
Allowance for Doubtful Accounts | |
The Company establishes its allowance for doubtful accounts to the extent it is probable that a portion or all of a particular account will not be collected. The Company estimates its provision for doubtful accounts primarily by aging receivables utilizing eight aging categories, and applying its historical collection rates to each aging category, taking into consideration factors that might impact the use of historical collection rates or payor groups, with certain large payors analyzed separately from other payor groups. In the Company's evaluation of these estimates, it also considers delays in payment trends in individual states due to budget or funding issues, billing conversions related to acquisitions or internal systems, resubmission of bills with required documentation and disputes with specific payors. An allowance for doubtful accounts is maintained at a level management believes is sufficient to cover potential losses. However, actual collections could differ from our estimates. | |
Goodwill | ' |
Goodwill | |
The Company's carrying value of goodwill is the residual of the purchase price over the fair value of the net assets acquired from various acquisitions including the acquisition of Addus HealthCare, Inc. ("Addus HealthCare"). In accordance with Accounting Standards Codification ("ASC") Topic 350, "Goodwill and Other Intangible Assets," goodwill and intangible assets with indefinite useful lives are not amortized. The Company tests goodwill for impairment on an annual basis, as of October 1, or whenever potential impairment triggers occur, such as a significant change in business climate or regulatory changes that would indicate that an impairment may have occurred. Goodwill and indefinite lived intangible assets are required to be tested for impairment at least annually. The Company may use a qualitative test, known as "Step 0" or a two-step quantitative method to determine whether impairment has occurred. In 2012, the Company elected to implement Step 0 and was not required to conduct the remaining two step analysis. No impairment charge was recorded for the three and nine months ended September 30, 2013 or 2012. | |
Intangible Assets | ' |
Intangible Assets | |
The Company's identifiable intangible assets consist of customer and referral relationships, trade names, trademarks, state licenses and non-compete agreements. Amortization is computed using straight-line and accelerated methods based upon the estimated useful lives of the respective assets, which range from two to 25 years. | |
ASC Topic 350 requires that the fair value of intangible assets with indefinite lives be estimated and compared to the carrying value. The Company estimates the fair value of these intangible assets using the income approach. Intangible assets with finite lives are amortized using the estimated economic benefit method over the useful life and assessed for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable based on estimated undiscounted cash flows. The Company recognizes an impairment loss when the estimated fair value of the intangible asset is less than the carrying value. No impairment charge was recorded for the three and nine months ended September 30, 2013 or 2012. | |
The income approach, which the Company uses to estimate the fair value of its intangible assets (other than goodwill), is dependent on a number of factors including estimates of future market growth and trends, forecasted revenue and costs, expected periods the assets will be utilized, appropriate discount rates and other variables. The Company bases its fair value estimates on assumptions the Company believes to be reasonable but which are unpredictable and inherently uncertain. Actual future results may differ from those estimates. In addition, the Company makes certain judgments about the selection of comparable companies used in the market approach in determining valuation. | |
Long-Lived Assets | ' |
Long-Lived Assets | |
The Company reviews its long-lived assets and finite lived intangibles (except goodwill and finite lived intangible assets, as described above) for impairment whenever changes in circumstances indicate that the carrying amount of an asset may not be recoverable. To determine if impairment exists, the Company compares the estimated future undiscounted cash flows from the related long-lived assets to the net carrying amount of such assets. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset, generally determined by discounting the estimated future cash flows. No impairment charge was recorded for the three and nine months ended September 30, 2013 or 2012. | |
Income Taxes | ' |
Income Taxes | |
The Company accounts for income taxes under the provisions of ASC Topic 740, "Income Taxes." The objective of accounting for income taxes is to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in its financial statements or tax returns. Deferred taxes, resulting from differences between the financial and tax basis of the Company's assets and liabilities, are also adjusted for changes in tax rates and tax laws when changes are enacted. ASC Topic 740 also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. ASC Topic 740, also prescribes a recognition threshold and measurement process for recording in the financial statements uncertain tax positions taken or expected to be taken in a tax return. In addition, ASC Topic 740 provides guidance on derecognition, classification, accounting in interim periods and disclosure requirements for uncertain tax positions. | |
Stock-Based Compensation | ' |
Stock-based Compensation | |
The Company has two stock incentive plans, the 2006 Stock Incentive Plan (the "2006 Plan") and the 2009 Stock Incentive Plan (the "2009 Plan") that provide for stock-based employee compensation. The Company accounts for stock-based compensation in accordance with ASC Topic 718, " Stock Compensation ." Compensation expense is recognized on a graded method under the 2006 Plan and on a straight-line basis under the 2009 Plan over the vesting period of the awards based on the fair value of the options and restricted stock awards. Under the 2006 Plan, the Company historically used the Black-Scholes option pricing model to estimate the fair value of its stock based payment awards, but beginning October 28, 2009 under its 2009 Plan it began using an enhanced Hull-White Trinomial model. The determination of the fair value of stock-based payments utilizing the Black-Scholes model and the Enhanced Hull-White Trinomial model is affected by Holdings' stock price and a number of assumptions, including expected volatility, risk-free interest rate, expected term, expected dividends yield, expected forfeiture rate, expected turn-over rate, and the expected exercise multiple. | |
Net Income Per Common Share | ' |
Net Income Per Common Share | |
Net income (loss) per common share, calculated on the treasury stock method, is based on the weighted average number of shares outstanding during the period. The Company's outstanding securities that may potentially dilute the common stock are stock options and restricted stock awards. | |
Included in the Company's calculation for the three and nine months ended September 30, 2013 were 641 stock options outstanding, of which 242 and 183, respectively, were dilutive. In addition, there were 96 restricted stock awards outstanding, 42 and 40 of which were dilutive for the three and nine months ended September 30, 2013, respectively. | |
Included in the Company's calculation for the three and nine months ended September 30, 2012 were 741 stock options outstanding of which 12 and 3, respectively, were dilutive. In addition, there were 57 restricted stock awards outstanding, of which none were dilutive for the three and nine months ended September 30, 2012, respectively. | |
Estimates | ' |
Estimates | |
The financial statements are prepared by management in conformity with GAAP and include estimated amounts and certain disclosures based on assumptions about future events. Accordingly, actual results could differ from those estimates. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
The Company does not believe any recently issued, but not yet effective, accounting standards will have a material effect on the Company's consolidated financial position, results of operations, or cash flows. | |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Discontinued Operations [Abstract] | ' | ||||||||||||
Schedule Of Income Loss From Discontinued Operations | ' | ||||||||||||
For the Three Months ended | For the Nine Months ended | ||||||||||||
September 30, | September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||
Net service revenues | $ | — | $ | 9,795 | $ | 6,475 | $ | 28,671 | |||||
Loss before income taxes | (344 | ) | (673 | ) | (1,509 | ) | (3,133 | ) | |||||
Income tax benefit | (141 | ) | (266 | ) | (619 | ) | (1,238 | ) | |||||
Net loss from discontinued operations | $ | (203 | ) | $ | (407 | ) | $ | (890 | ) | $ | (1,895 | ) | |
Schedule Of Gain On Sale Of Discontinued Operation | ' | ||||||||||||
Gain before income taxes | $ | 18,838 | |||||||||||
Income tax expenses | 7,727 | ||||||||||||
Net income (loss) from discontinued operations | $ | 11,111 | |||||||||||
Schedule Of Disposal Group, Classes Of Assets | ' | ||||||||||||
December 31, | |||||||||||||
2012 | |||||||||||||
Property and equipment, net of accumulated depreciation and amortization | $ | 245 |
Goodwill_And_Intangible_Assets1
Goodwill And Intangible Assets (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Goodwill And Intangible Assets [Abstract] | ' | ||||||
Changes In Goodwill By Segment | ' | ||||||
Goodwill, at December 31, 2012 | $ | 50,536 | |||||
Adjustments to previously recorded goodwill | (120 | ) | |||||
Goodwill, at September 30, 2013 | $ | 50,416 | |||||
Schedule Of Carrying Amount And Accumulated Amortization Of Intangible Asset | ' | ||||||
Gross | |||||||
Carrying | Accumulated | Net Carrying | |||||
Amount | Amortization | Amount | |||||
Customer and referral relationships | $ | 24,908 | $ | 20,870 | $ | 4,038 | |
Trade names and trademarks | 4,081 | 2,942 | 1,139 | ||||
State licenses | 150 | — | 150 | ||||
Non-competition agreements | 408 | 383 | 25 | ||||
$ | 29,547 | $ | 24,195 | $ | 5,352 |
Details_Of_Certain_Balance_She1
Details Of Certain Balance Sheet Accounts (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Details Of Certain Balance Sheet Accounts [Abstract] | ' | ||||
Schedule Of Prepaid Expenses And Other Current Assets | ' | ||||
September 30, | December 31, | ||||
2013 | 2012 | ||||
Prepaid health insurance | $ | 2,219 | $ | 4,062 | |
Prepaid workers' compensation and liability insurance | 1,432 | 1,056 | |||
Prepaid rent | 220 | 181 | |||
Workers' compensation insurance receivable | 1,531 | 953 | |||
Other | 765 | 1,041 | |||
$ | 6,167 | $ | 7,293 | ||
Schedule Of Accrued Expenses | ' | ||||
September 30, | December 31, | ||||
2013 | 2012 | ||||
Accrued payroll | $ | 11,429 | $ | 11,539 | |
Accrued workers' compensation insurance | 13,992 | 12,452 | |||
Accrued payroll taxes | 1,802 | 1,481 | |||
Accrued health insurance | 2,297 | 3,469 | |||
Accrued amounts to purchaser | 1,832 | — | |||
Accrued taxes | 1,437 | 1,223 | |||
Accrued interest | — | 51 | |||
Current portion of contingent earn-out obligation (1) | 534 | 689 | |||
Other | 3,078 | 1,813 | |||
$ | 36,401 | $ | 32,717 | ||
(1) The Company acquired certain assets of Advantage Health Systems, Inc. ("Advantage") in July 2010. The purchase agreement for the acquisition of Advantage contained a provision for earn-out payments contingent upon the achievement of certain performance targets. The sellers of Advantage disagreed with the Company's calculation of the earn-out payment and the parties agreed to have an arbitrator determine the amount of the second earn-out payment. Based upon the arbitrator's ruling, the final earn-out payment of $534 was made in October 2013. | |||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | |||||
Sep. 30, 2013 | ||||||
Long-Term Debt [Abstract] | ' | |||||
Schedule Of Long-Term Debt | ' | |||||
September 30, | December 31, | |||||
2013 | 2012 | |||||
Revolving credit loan | $ | — | $ | 16,250 | ||
Term loan | — | 208 | ||||
Total | — | 16,458 | ||||
Less current maturities | — | (208 | ) | |||
Long-term debt | $ | — | $ | 16,250 |
Income_Taxes_Tables
Income Taxes (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Income Taxes [Abstract] | ' | ||||
Reconciliation Of Effective Tax Rate | ' | ||||
Three Months Ended | |||||
September 30, | |||||
2013 | 2012 | ||||
Federal income tax a statutory rate | 35 | % | 34.1 | % | |
State and local taxes, net of federal benefit | 6 | 6 | |||
Jobs tax credits, net | (6.6 | ) | (4.2 | ) | |
Nondeductible meals and entertainment, other | 1 | 0.4 | |||
Effective tax rate | 35.4 | % | 36.3 | % | |
Nine Months Ended | |||||
September 30, | |||||
2013 | 2012 | ||||
Federal income tax a statutory rate | 35 | % | 34.1 | % | |
State and local taxes, net of federal benefit | 6 | 6 | |||
Jobs tax credits, net (1) | (10.8 | ) | (4.1 | ) | |
Nondeductible meals and entertainment, other | 0.8 | 0.9 | |||
Effective tax rate | 31 | % | 36.9 | % | |
(1) Included in the jobs tax credit for the nine months ended September 30, 2013 was a one-time benefit of a 7.2% reduction from our statutory tax rate for the jobs tax credits earned in 2012 but not recorded until 2013. The Federal employment opportunity tax credits were reinstated in 2013 and were not an allowable deduction in 2012. | |||||
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Feb. 07, 2013 |
item | |||||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Percentage of segment sold | ' | ' | ' | ' | 90.00% |
Ownership percentage | ' | ' | ' | ' | 10.00% |
Business acquisition, cash paid | ' | ' | ' | ' | $20,000 |
Number of agencies in continuing operations | ' | ' | 3 | ' | ' |
Allowances for doubtful accounts, number of aging categories | ' | ' | 8 | ' | ' |
Goodwill impairment | 0 | 0 | 0 | 0 | ' |
Impairment of intangible assets excluding goodwill | 0 | 0 | 0 | 0 | ' |
Impairment charges | $0 | $0 | $0 | $0 | ' |
Number of stock options included in calculation | 641 | 741 | 641 | 741 | ' |
Anti-dilutive shares | 242 | 12 | 183 | 3 | ' |
Shares of restricted stock awards | 96 | 57 | 96 | 57 | ' |
Number of dilutive shares of outstanding stock options and restricted stock awards | 42 | 0 | 40 | 0 | ' |
Number of stock incentive plans | ' | ' | 2 | ' | ' |
Minimum [Member] | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Intangible assets, estimated useful lives | ' | ' | '2 years | ' | ' |
Maximum [Member] | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Intangible assets, estimated useful lives | ' | ' | '25 years | ' | ' |
Discontinued_Operations_Narrat
Discontinued Operations (Narrative) (Details) (USD $) | Sep. 30, 2013 | Feb. 07, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jan. 31, 2013 |
In Thousands, unless otherwise specified | Home Health Segment [Member] | Home Health Segment [Member] | |||
segment | segment | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' |
Percentage of segment sold | ' | 90.00% | ' | ' | ' |
Ownership percentage | ' | 10.00% | ' | ' | ' |
Business acquisition, cash paid | ' | $20,000 | ' | ' | ' |
Number of held for sale agencies included in discontinued operations | ' | ' | ' | 1 | 1 |
Accounts receivable, net | $1,137 | ' | $7,123 | ' | ' |
Discontinued_Operations_Schedu
Discontinued Operations (Schedule Of Income Loss From Discontinued Operations) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Discontinued Operations [Abstract] | ' | ' | ' | ' |
Net service revenues | ' | $9,795 | $6,475 | $28,671 |
Loss before income taxes | -344 | -673 | -1,509 | -3,133 |
Income tax benefit | -141 | -266 | -619 | -1,238 |
Net loss from discontinued operations | ($203) | ($407) | ($890) | ($1,895) |
Discontinued_Operations_Schedu1
Discontinued Operations (Schedule Of Gain On Sale Of Discontinued Operation) (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Discontinued Operations [Abstract] | ' |
Gain before income taxes | $18,838 |
Income tax expenses | 7,727 |
Net income (loss) from discontinued operations | $11,111 |
Discontinued_Operations_Schedu2
Discontinued Operations (Schedule Of Disposal Group, Classes Of Assets) (Details) (USD $) | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |
Discontinued Operations [Abstract] | ' |
Property and equipment, net of accumulated depreciation and amortization | $245 |
Sale_Of_Agency_Details
Sale Of Agency (Details) (USD $) | 1 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Feb. 29, 2012 | Sep. 30, 2012 |
Sale Of Agency [Abstract] | ' | ' |
Gross proceeds from sale of agency | $525 | ' |
Net proceeds from sale of agency | 495 | 495 |
Pre-tax gain on sale of agency | $495 | $495 |
Goodwill_And_Intangible_Assets2
Goodwill And Intangible Assets (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Impairment of intangible assets excluding goodwill | $0 | $0 | $0 | $0 |
Minimum [Member] | ' | ' | ' | ' |
Intangible assets, estimated useful lives | ' | ' | '2 years | ' |
Maximum [Member] | ' | ' | ' | ' |
Intangible assets, estimated useful lives | ' | ' | '25 years | ' |
Goodwill_And_Intangible_Assets3
Goodwill And Intangible Assets (Changes In Goodwill By Segment) (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Goodwill And Intangible Assets [Abstract] | ' |
Goodwill, at Beginning of Period | $50,536 |
Adjustments to previously recorded goodwill | -120 |
Goodwill, at End of Period | $50,416 |
Goodwill_And_Intangible_Assets4
Goodwill And Intangible Assets (Schedule Of Carrying Amount And Accumulated Amortization Of Intangible Asset) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Gross Carrying Amount | $29,547 | ' |
Accumulated Amortization | 24,195 | ' |
Net Carrying Amount | 5,352 | 6,370 |
Customer And Referral Relationships [Member] | ' | ' |
Gross Carrying Amount | 24,908 | ' |
Accumulated Amortization | 20,870 | ' |
Net Carrying Amount | 4,038 | ' |
Trade Names And Trademarks [Member] | ' | ' |
Gross Carrying Amount | 4,081 | ' |
Accumulated Amortization | 2,942 | ' |
Net Carrying Amount | 1,139 | ' |
State Licenses [Member] | ' | ' |
Gross Carrying Amount | 150 | ' |
Net Carrying Amount | 150 | ' |
Non-competition Agreements [Member] | ' | ' |
Gross Carrying Amount | 408 | ' |
Accumulated Amortization | 383 | ' |
Net Carrying Amount | $25 | ' |
Details_Of_Certain_Balance_She2
Details Of Certain Balance Sheet Accounts (Schedule Of Prepaid Expenses And Other Current Assets) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Details Of Certain Balance Sheet Accounts [Abstract] | ' | ' |
Prepaid health insurance | $2,219 | $4,062 |
Prepaid workers' compensation and liability insurance | 1,432 | 1,056 |
Prepaid rent | 220 | 181 |
Workers' compensation insurance receivable | 1,531 | 953 |
Other | 765 | 1,041 |
Prepaid expenses and other current assets | $6,167 | $7,293 |
Details_Of_Certain_Balance_She3
Details Of Certain Balance Sheet Accounts (Schedule Of Accrued Expenses) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | ||||
Details Of Certain Balance Sheet Accounts [Abstract] | ' | ' | ||
Accrued payroll | $11,429 | $11,539 | ||
Accrued workers' compensation insurance | 13,992 | 12,452 | ||
Accrued payroll taxes | 1,802 | 1,481 | ||
Accrued health insurance | 2,297 | 3,469 | ||
Accrued amounts to purchaser | 1,832 | ' | ||
Accrued taxes | 1,437 | 1,223 | ||
Accrued interest | ' | 51 | ||
Current portion of contingent earn-out obligation | 534 | [1] | 689 | [1] |
Other | 3,078 | 1,813 | ||
Accrued expenses | $36,401 | $32,717 | ||
[1] | The Company acquired certain assets of Advantage Health Systems, Inc. ("Advantage") in July 2010. The purchase agreement for the acquisition of Advantage contained a provision for earn-out payments contingent upon the achievement of certain performance targets. The sellers of Advantage disagreed with the Company's calculation of the earn-out payment and the parties agreed to have an arbitrator determine the amount of the second earn-out payment. Based upon the arbitrator's ruling, the final earn-out payment of $534 was made in October 2013. |
LongTerm_Debt_Narrative_Detail
Long-Term Debt (Narrative) (Details) (USD $) | 9 Months Ended | 0 Months Ended | |||||
Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jul. 26, 2011 | Jul. 26, 2011 | Sep. 30, 2013 | |
Revolving Credit Loan [Member] | Revolving Credit Loan [Member] | Term Loan [Member] | Before Amendment [Member] | After Amendment [Member] | Letters of Credit [Member] | ||
Senior Secured Credit Facility [Member] | Senior Secured Credit Facility [Member] | Senior Secured Credit Facility [Member] | Senior Secured Credit Facility [Member] | Senior Secured Credit Facility [Member] | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Maximum aggregate amount of revolving loans available | ' | $55,000,000 | ' | ' | ' | ' | ' |
Sublimit for issuance of letters of credit | ' | 15,000,000 | ' | ' | ' | ' | ' |
Term loan available under revolving loans | ' | ' | ' | 5,000,000 | ' | ' | ' |
Maximum senior leverage ratio | ' | ' | ' | ' | 3 | 3.25 | ' |
Specified advance multiple used to determine funds availability under credit facility | ' | 3.25 | ' | ' | 3 | 3.25 | ' |
Debt instrument, maturity date | 5-Jan-13 | ' | ' | ' | ' | ' | ' |
Interest rate margin over LIBOR | ' | 4.60% | ' | ' | ' | ' | ' |
Fee charged on unused portion of revolving credit facility | ' | 0.50% | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | 2.00% |
Interest rate on revolving credit loan facility | ' | 4.80% | ' | ' | ' | ' | ' |
LIBOR rate | ' | 0.20% | ' | ' | ' | ' | ' |
Total availability under the revolving credit loan facility | ' | $42,579,000 | $27,137,000 | ' | ' | ' | ' |
LongTerm_Debt_Schedule_Of_Long
Long-Term Debt (Schedule Of Long-Term Debt) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total | ' | $16,458 |
Less current maturities | ' | -208 |
Long-term debt | ' | 16,250 |
Revolving Credit Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total | ' | 16,250 |
Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total | ' | $208 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Taxes [Abstract] | ' | ' | ' | ' |
Statutory federal tax rate | 35.00% | 34.10% | 35.00% | 34.10% |
Income_Taxes_Reconciliation_Of
Income Taxes (Reconciliation Of Effective Tax Rate, Percentage) (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |||
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | ' | ' | ' | ' | ||
Federal income tax at statutory rate | 35.00% | 34.10% | 35.00% | 34.10% | ||
State and local taxes, net of federal benefit | 6.00% | 6.00% | 6.00% | 6.00% | ||
Jobs tax credits, net | -6.60% | -4.20% | -10.80% | [1] | -4.10% | [1] |
Nondeductible meals and entertainment | 1.00% | 0.40% | 0.80% | 0.90% | ||
Effective income tax rate | 35.40% | 36.30% | 31.00% | 36.90% | ||
One time jobs tax benefit | ' | ' | 7.20% | ' | ||
[1] | Included in the jobs tax credit for the nine months ended September 30, 2013 was a one-time benefit of a 7.2% reduction from our statutory tax rate for the jobs tax credits earned in 2012 but not recorded until 2013. The Federal employment opportunity tax credits were reinstated in 2013 and were not an allowable deduction in 2012. |
Segment_Data_Details
Segment Data (Details) | 9 Months Ended |
Sep. 30, 2013 | |
segment | |
Segment Data [Abstract] | ' |
Number of operating segments | 1 |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) | 9 Months Ended |
Sep. 30, 2013 | |
Period for review of adjustments | '6 years |
Maximum term of employment agreements | '4 years |
Maximum [Member] | ' |
Period for review of adjustments | '10 years |
Significant_Payors_Details
Significant Payors (Details) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
State Governmental Agency [Member] | State Governmental Agency [Member] | State Governmental Agency [Member] | State Governmental Agency [Member] | Service Revenues, Net [Member] | Service Revenues, Net [Member] | Service Revenues, Net [Member] | Service Revenues, Net [Member] | Accounts Receivable [Member] | Accounts Receivable [Member] | Accounts Receivable [Member] | Accounts Receivable [Member] | |
item | item | item | item | State Governmental Agency [Member] | State Governmental Agency [Member] | State Governmental Agency [Member] | State Governmental Agency [Member] | Medicare [Member] | Medicare [Member] | State Governmental Agency [Member] | State Governmental Agency [Member] | |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of state government agency | 1 | 1 | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, percentage | ' | ' | ' | ' | 58.90% | 57.60% | 59.10% | 56.80% | 2.80% | 7.10% | 65.20% | 69.30% |
Subsequent_Event_Details
Subsequent Event (Details) (USD $) | 0 Months Ended | 0 Months Ended | ||||||
Nov. 07, 2013 | Feb. 07, 2013 | Nov. 07, 2013 | Nov. 07, 2013 | Oct. 17, 2013 | Oct. 17, 2013 | Oct. 17, 2013 | Nov. 07, 2013 | |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||
Medical Services of America, Inc. [Member] | Medical Services of America, Inc. [Member] | Medical Services of America, Inc. [Member] | Medical Services of America, Inc. [Member] | Coordinated Home and Health Care, LLC [Member] | ||||
South Carolina [Member] | Tennessee [Member] | Ohio [Member] | item | |||||
item | item | item | ||||||
Number of agencies acquired | ' | ' | ' | ' | 2 | 4 | 2 | ' |
Number of offices | ' | ' | ' | ' | ' | ' | ' | 16 |
Business acquisition, projected annual revenues | ' | ' | ' | $20,000,000 | ' | ' | ' | $22,000,000 |
Business acquisition, cash paid | ' | 20,000,000 | ' | ' | ' | ' | ' | ' |
Value of common stock, preferred stock, warrants and units that can be issued | ' | ' | $150,000,000 | ' | ' | ' | ' | ' |
Shares currently held by shareholders included in registration | 4,951,773 | ' | ' | ' | ' | ' | ' | ' |