Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 13, 2018 | Jun. 30, 2017 | |
Document Documentand Entity Information [Abstract] | |||
Entity Registrant Name | Performant Financial Corporation | ||
Trading Symbol | PFMT | ||
Entity Central Index Key | 1,550,695 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 51,360,328 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 54,592,098 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 21,731 | $ 32,982 |
Restricted cash | 1,788 | 7,502 |
Trade accounts receivable, net of allowance for doubtful accounts of $35 and $224, respectively | 12,494 | 11,484 |
Deferred income taxes | 0 | 5,331 |
Prepaid expenses and other current assets | 12,678 | 12,686 |
Income tax receivable | 6,839 | 2,027 |
Total current assets | 55,530 | 72,012 |
Property, equipment, and leasehold improvements, net | 20,944 | 23,735 |
Identifiable intangible assets, net | 4,864 | 5,895 |
Goodwill | 81,572 | 82,522 |
Deferred income taxes | 468 | 4,201 |
Deferred income taxes | 0 | |
Other assets | 1,058 | 914 |
Total assets | 164,436 | 185,078 |
Current liabilities: | ||
Current maturities of notes payable, net of unamortized debt issuance costs of $171 and $1,294, respectively | 2,029 | 9,738 |
Accrued salaries and benefits | 4,569 | 4,315 |
Accounts payable | 1,518 | 628 |
Other current liabilities | 3,347 | 4,409 |
Estimated liability for appeals | 18,817 | 19,305 |
Net payable to client | 12,800 | 13,074 |
Total current liabilities | 43,080 | 51,469 |
Notes payable, net of current portion and unamortized debt issuance costs of $3,245 and $272, respectively | 38,555 | 43,878 |
Deferred income taxes | 0 | 1,130 |
Other liabilities | 2,476 | 2,356 |
Total liabilities | 84,111 | 98,833 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.0001 par value. Authorized, 500,000 shares at December 31, 2017 and 2016, respectively; issued and outstanding, 51,085 and 50,234 shares at December 31, 2017 and 2016, respectively | 5 | 5 |
Additional paid-in capital | 72,459 | 65,650 |
Retained earnings | 7,861 | 20,590 |
Total stockholders’ equity | 80,325 | 86,245 |
Total liabilities and stockholders’ equity | $ 164,436 | $ 185,078 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 35 | $ 224 |
Current unamortized debt issuance costs | 171 | 1,294 |
Noncurrent unamortized debt issuance costs | $ 3,245 | $ 272 |
Common stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized shares | 500,000,000 | 500,000,000 |
Common stock, issued shares | 51,085,000 | 50,234,000 |
Common stock, outstanding shares | 51,085,000 | 50,234,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenues | $ 132,049 | $ 141,360 | $ 159,381 |
Operating expenses: | |||
Salaries and benefits | 82,191 | 78,863 | 88,077 |
Other operating expenses | 55,863 | 54,985 | 64,360 |
Impairment of goodwill and intangible assets | 1,081 | 15,438 | 236 |
Total operating expenses | 139,135 | 149,286 | 152,673 |
Income (loss) from operations | (7,086) | (7,926) | 6,708 |
Interest expense | (6,972) | (7,897) | (8,889) |
Interest income | 4 | 0 | 0 |
Loss before benefit from income taxes | (14,054) | (15,823) | (2,181) |
Benefit from income taxes | (1,325) | (4,370) | (386) |
Net loss | $ (12,729) | $ (11,453) | $ (1,795) |
Net loss per share attributable to common shareholders (see Note 1) | |||
Basic (USD per share) | $ (0.25) | $ (0.23) | $ (0.04) |
Diluted (USD per share) | $ (0.25) | $ (0.23) | $ (0.04) |
Weighted average shares (see Note 1) | |||
Basic (shares) | 50,688 | 50,038 | 49,415 |
Diluted (shares) | 50,688 | 50,038 | 49,415 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (12,729) | $ (11,453) | $ (1,795) |
Other comprehensive income (loss): | |||
Foreign currency translation adjustment | (3) | 21 | 31 |
Comprehensive loss | $ (12,732) | $ (11,432) | $ (1,764) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings (Deficit) |
Balance at beginning of period (shares) at Dec. 31, 2014 | 49,350 | |||
Balance at beginning of period at Dec. 31, 2014 | $ 91,172 | $ 5 | $ 57,329 | $ 33,838 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued under stock plans, net of shares withheld for employee taxes (shares) | 129 | |||
Common stock issued under stock plans, net of shares withheld for employee taxes | (54) | (54) | ||
Stock-based compensation expense | 5,009 | 5,009 | ||
Income tax (shortfall) from employee stock awards | (507) | (507) | ||
Other comprehensive income | 31 | 31 | ||
Net loss | (1,795) | (1,795) | ||
Balance at end of period (shares) at Dec. 31, 2015 | 49,479 | |||
Balance at end of period at Dec. 31, 2015 | 93,856 | $ 5 | 61,808 | 32,043 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued under stock plans, net of shares withheld for employee taxes (shares) | 755 | |||
Common stock issued under stock plans, net of shares withheld for employee taxes | 71 | 71 | ||
Stock-based compensation expense | 4,713 | 4,713 | ||
Income tax (shortfall) from employee stock awards | (963) | (963) | ||
Other comprehensive income | 21 | 21 | ||
Net loss | (11,453) | (11,453) | ||
Balance at end of period (shares) at Dec. 31, 2016 | 50,234 | |||
Balance at end of period at Dec. 31, 2016 | 86,245 | $ 5 | 65,650 | 20,590 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued under stock plans, net of shares withheld for employee taxes (shares) | 851 | |||
Common stock issued under stock plans, net of shares withheld for employee taxes | (230) | (230) | ||
Stock-based compensation expense | 3,740 | 3,740 | ||
Recognition of warrant issued in debt financing | 3,302 | 3,302 | ||
Other comprehensive income | (3) | (3) | ||
Net loss | (12,729) | (12,729) | ||
Balance at end of period (shares) at Dec. 31, 2017 | 51,085 | |||
Balance at end of period at Dec. 31, 2017 | $ 80,325 | $ 5 | $ 72,459 | $ 7,861 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net loss | $ (12,729) | $ (11,453) | $ (1,795) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
(Gain) loss on disposal of assets | 67 | 12 | (585) |
Impairment of goodwill and intangible assets | 1,081 | 15,438 | 236 |
Depreciation and amortization | 10,888 | 13,380 | 13,132 |
Deferred income taxes | 3,733 | (6,912) | (2,943) |
Stock-based compensation | 3,740 | 4,713 | 5,009 |
Interest expense from debt issuance costs | 1,336 | 1,264 | 1,242 |
Write-off of unamortized debt issuance costs | 1,049 | 468 | 0 |
Interest expense paid in kind | 331 | 0 | 0 |
Changes in operating assets and liabilities: | |||
Trade accounts receivable | (1,010) | 6,481 | (2,918) |
Prepaid expenses and other current assets | 8 | 247 | (374) |
Income tax receivable | (4,812) | (2,027) | 4,394 |
Other assets | (148) | (740) | 174 |
Accrued salaries and benefits | 254 | (446) | (619) |
Accounts payable | 890 | (301) | (441) |
Other current liabilities | (1,062) | (656) | (1,766) |
Income taxes payable | 0 | (895) | 895 |
Estimated liability for appeals | (488) | 187 | 493 |
Net payable to client | (274) | (1,326) | 2,290 |
Other liabilities | 120 | 350 | (253) |
Net cash provided by operating activities | 2,974 | 17,784 | 16,171 |
Cash flows from investing activities: | |||
Proceeds from sale of property, equipment, and leasehold improvements | 0 | 0 | 1,268 |
Purchase of property, equipment, and leasehold improvements | (7,259) | (7,866) | (7,895) |
Net cash used in investing activities | (7,259) | (7,866) | (6,627) |
Cash flows from financing activities: | |||
Repayment of notes payable | (55,513) | (39,076) | (17,537) |
Debt issuance costs paid | (934) | (1,181) | 0 |
Taxes paid related to net share settlement of stock awards | (385) | (266) | (90) |
Proceeds from exercise of stock options | 155 | 337 | 37 |
Borrowings from notes payable | 44,000 | 0 | 0 |
Income tax benefit from employee stock awards | 0 | 103 | 22 |
Payment of purchase obligation | 0 | (554) | (1,123) |
Net cash used in financing activities | (12,677) | (40,637) | (18,691) |
Effect of foreign currency exchange rate changes on cash | (3) | 21 | 31 |
Net decrease in cash, cash equivalents and restricted cash | (16,965) | (30,698) | (9,116) |
Cash, cash equivalents and restricted cash at beginning of year | 40,484 | 71,182 | 80,298 |
Cash, cash equivalents and restricted cash at end of year | 23,519 | 40,484 | 71,182 |
Non-cash financing activities: | |||
Recognition of warrant issued in debt financing | 3,302 | 0 | 0 |
Supplemental disclosures of cash flow information: | |||
Cash paid (received) for income taxes | (353) | 5,273 | (2,726) |
Cash paid for interest | $ 4,284 | $ 6,156 | $ 7,650 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) Organization and Nature of Business Performant Financial Corporation (the Company) is a leading provider of technology-enabled recovery and analytics services in the United States. The Company's services help identify, restructure and recover delinquent or defaulted assets and improper payments for both government and private clients in a broad range of markets. Company clients typically operate in complex and regulated environments and outsource their recovery needs in order to reduce losses on billions of dollars of defaulted student loans, improper healthcare payments and delinquent state tax and federal treasury receivables. The Company generally provides our services on an outsourced basis, where we handle many or all aspects of the clients’ recovery processes. The Company’s consolidated financial statements include the operations of Performant Financial Corporation (PFC), its wholly owned subsidiary Performant Business Services, Inc., and its wholly owned subsidiaries Performant Recovery, Inc. (Recovery), Performant Technologies, Inc., and Performant Europe Ltd. Effective August 13, 2012, we changed the name of our wholly owned subsidiary from DCS Business Services, Inc. (DCSBS) to Performant Business Services, Inc., and DCSBS’ wholly owned subsidiaries from Diversified Collection Services, Inc. (DCS), and Vista Financial, Inc. (VFI), to Performant Recovery, Inc., and Performant Technologies, Inc., respectively. PFC is a Delaware corporation headquartered in California and was formed in 2003. Performant Business Services, Inc. is a Nevada corporation founded in 1997. Recovery is a California corporation founded in 1976. Performant Technologies, Inc. is a California corporation that was formed in 2004. The Company is managed and operated as one business, with a single management team that reports to the Chief Executive Officer. (b) Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles, or U.S. GAAP. The Company consolidates entities in which it has controlling financial interest, and as of December 31, 2017 , all of the Company’s subsidiaries are 100% owned. All significant intercompany balances and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified for consistency with the current period presentation. (c) Use of Estimates in the Preparation of Consolidated Financial Statements The preparation of the consolidated financial statements in conformity with U.S. GAAP, requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, primarily accounts receivable, intangible assets, goodwill, estimated liability for appeals, other liabilities, deferred income taxes and income tax expense, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Our actual results could differ from those estimates. (d) Cash and Cash Equivalents Cash and cash equivalents include demand deposits and highly liquid debt instruments with original maturities of three months or less when purchased. These investments can include money market funds that invest in highly liquid U.S. government and agency obligations, certificates of deposit, bankers’ acceptances, and commercial paper. The Company collects monies on behalf of its clients. Cash is often held on behalf of the clients in various trust accounts and is subsequently remitted to the clients based on contractual agreements. Cash held in these trust accounts for contracting agencies is not included in the Company’s assets (Note 11(a)). (e) Restricted Cash At December 31, 2017 and 2016 , restricted cash included in current assets on our consolidated balance sheet was $1.8 million and $ 7.5 million , respectively. In May 2017, the Company paid $7.5 million to the lenders and deposited $6.0 million into a segregated deposit account in connection with the Eighth Amendment to our Prior Credit Agreement (as defined below). On August 3, 2017, all of this $6.0 million of restricted cash was paid to the administrative agent for the benefit of the lenders under our Prior Credit Agreement. In November 2017, the Company deposited $1.8 million in restricted cash as collateral for new letters of credit issued to replace letters of credit terminated under our prior credit agreement. (f) Hosted Service Installation and Implementation Deliverables In 2008, the Company entered into a long-term contract to provide hosted services to a client beginning in March 2009. The Company determined that certain installation and implementation deliverables were not separate units of accounting within the contract, and should be combined for revenue recognition purposes with the hosted service deliverable. Accordingly, revenue for these contract elements is being taken ratably from the commencement of hosted services in March 2009 through the contract period of March 2018. Additionally, the Company deferred the direct incremental costs associated with the installation and implementation deliverables, with the costs being expensed ratably from the March 2009 commencement of services through March 2018. (g) Property, Equipment, and Leasehold Improvements Property, equipment, and leasehold improvements are stated at cost, net of accumulated depreciation. Furniture and equipment are depreciated using the straight-line method over estimated useful lives ranging from 7 to 5 years. Buildings are depreciated using the straight-line method over 31.5 years. Leasehold improvements are amortized using the straight-line method over the shorter of the estimated life of the asset or the remaining term of the lease. Computer software and computer hardware are depreciated using the straight-line method over 3 years and 5 years, respectively. Maintenance and repairs are charged to expense as incurred. Improvements that extend the useful lives of assets are capitalized. When property is sold or retired, the cost and the related accumulated depreciation are removed from the consolidated balance sheet and any gain or loss from the transaction is included in the consolidated statements of operations. (h) Goodwill and Other Intangible Assets Goodwill represents the excess of purchase price and related costs over the fair value assigned to the net assets of businesses acquired. Goodwill is not amortized, but instead is reviewed for impairment at least annually. Impairment is the condition that exists when the carrying amount of goodwill is not recoverable and its carrying amount exceeds its fair value. The Company performs its assessment of whether it is more likely than not that goodwill fair value is less than its carrying amount in November of each year to allow the Company additional time to evaluate its assessment prior to reporting its results. During the second quarter of 2017, the Company decided to wind down the activity of Performant Europe Ltd. Based on this decision, the Company concluded that the fair value of Performant Europe Ltd. was more likely than not less than its carrying amount. Accordingly, the goodwill balance related to the healthcare audit acquisition was $0.9 million , and we recognized a goodwill impairment loss of this amount as of June 30, 2017. The Company performed a qualitative assessment of whether it is more likely than not that goodwill fair value is less than its carrying amount as of November 30, 2017, and concluded that there was no need to perform an impairment test. The Company performed a qualitative assessment of whether it is more likely than not that goodwill fair value is less than its carrying amount as of November 30, 2016, and concluded that there was no need to perform an impairment test. In December 2016, the Department of Education awarded contracts for student loan recovery services to seven contractors, and we were not selected to receive one of these contract awards. Based on this event, the Company performed a Step 1 impairment assessment as of December 31, 2016 and concluded that it was not necessary to perform a Step 2 impairment assessment. Identifiable intangible assets consist of customer contracts and related relationships, a perpetual license, and covenants not to compete. Customer contracts and related relationships are amortized over their estimated useful life of 4 to 20 years. The perpetual license is amortized over its estimated useful life of 5 years. (i) Impairment of Long-Lived Assets Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets or intangibles may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to future undiscounted net cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. (j) System Developments The Company follows the provisions of Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Subtopic 350-40, Internal-Use Software , which specifies that costs incurred during the application stage of development should be capitalized. All other costs are expensed as incurred. During 2017 , 2016 and 2015 , costs of $5.1 million , $6.9 million and $7.0 million respectively, were capitalized for projects in the application stage of development, with depreciation expense of $6.7 million , $5.8 million and $4.8 million respectively, for completed projects. (k) Debt Issuance Costs Debt issuance costs represent loan and legal fees paid in connection with the issuance of long-term debt. Debt issuance costs are deducted from current and non-current notes payable and are amortized to interest expense in accordance with key terms of the notes as amended. (l) Revenues, Accounts Receivable, and Estimated Liability for Appeals Revenue is recognized upon the collection of defaulted loan and debt payments. Loan rehabilitation revenue is recognized when the rehabilitated loans are sold (funded) by clients. Incentive revenue is recognized upon receipt of official notification of incentive award from customers. Under the Company’s RAC contract with CMS, the Company recognizes revenues when the healthcare provider has paid CMS for a given claim or has agreed to an offset against other claims by the provider. Providers have the right to appeal a claim and may pursue additional appeals if the initial appeal is found in favor of CMS. The Company accrues an estimated liability for appeals at the time revenue is recognized based on the Company's estimate of the amount of revenue probable of being refunded to CMS following successful appeal. In addition, if the Company's estimate of the liability for appeals with respect to revenues recognized during a prior period changes, the Company increases or decreases current period accruals based on such change in estimated liability. At December 31, 2017, a total of $18.5 million was presented as an allowance against revenue, representing the Company’s estimate of claims that may be overturned. In addition to the $18.5 million related to the RAC contract with CMS, the Company has accrued $0.3 million of additional estimated liability for appeals related to other healthcare contracts. The total accrued liability for appeals of $18.8 million has therefore been presented in the caption estimated liability for appeals at December 31, 2017 . Similarly, at December 31, 2016 , the total appeals-related liability was $19.3 million , comprised of an estimated liability for appeals of $19.0 million . The $18.8 million balance at December 31, 2017 and the $19.3 million balance as of December 31, 2016 , represents the Company’s best estimate of the probable amount of losses related to appeals of claims for which commissions were previously collected. To the extent that required payments by the Company exceed the amount accrued, revenues in the applicable period would be reduced by the amount of the excess. For the year ended December 31, 2017 , the Company had 2 clients whose individual revenues exceeded 10% of the Company’s total revenues. The dollar amount and percent of total revenue of each of the 2 clients is summarized in the table below (in thousands): Rank 2017 Revenue Percent of 1 $43,189 32.7% 2 27,367 20.7% For the year ended December 31, 2016 , the Company had 3 clients whose individual revenues exceeded 10% of the Company’s total revenues. The dollar amount and percent of total revenue of each of the 3 clients is summarized in the table below (in thousands): Rank 2016 Revenue Percent of 1 $33,243 23.5% 2 23,196 16.4% 3 21,949 15.5% For the year ended December 31, 2015 , the Company had 3 clients whose individual revenues exceeded 10% of the Company’s total revenues. The dollar amount and percent of total revenue of each of the 3 clients is summarized in the table below (in thousands): Rank 2015 Revenue Percent of 1 $37,878 23.8% 2 31,709 19.9% 3 17,696 11.1% Revenue from the largest three customers was 63% , 55% and 55% of total revenue in 2017 , 2016 and 2015 , respectively. Accounts receivable due from these three customers were 31% , 57% and 54% of total trade receivables at December 31, 2017 , 2016 and 2015 , respectively. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the consolidated statements of cash flows. The Company determines the allowance for doubtful accounts by specific identification. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The allowance for doubtful accounts was $35 thousand and $0.2 million for December 31, 2017 and December 31, 2016 , respectively. (m) Net Payable to Client The Company nets outstanding accounts receivable invoices from an audit and recovery contract against payables for overturned audits. The overturned audits are netted against current fees due on the invoice to the client when they are processed by the client’s system. The "Net payable to client" balance of $12.8 million and $13.1 million represents the excess of payables for overturned audits at December 31, 2017 and 2016, respectively. The Company expects that the net payable-to-client balance will be paid to the client within the next twelve months. (n) Prepaid Expenses and Other Current Assets At December 31, 2017 , prepaid expenses and other current assets includes $5.6 million of amounts estimated to become due from subcontractors. The Company employs subcontractors to audit claims as part of an audit & recovery contract, and to the extent that audits by these subcontractors are overturned on appeal, the fees associated with such claims are contractually refundable to the Company. At December 31, 2017 , the receivable associated with estimated future overturns of subcontractor audits was $5.6 million . In addition, at December 31, 2017 , Prepaid expenses and other current assets includes a net receivable of $3.7 million for subcontractor fees for already overturned audits refundable to the Company once the Company refunds its fees to the client as prime contractor. By comparison, at December 31, 2016 , the receivable associated with the estimated future overturns of subcontractor audits was $5.7 million , and the receivable for subcontractor fees for already overturned audits refundable to the Company once the Company refunds its fees to the client as prime contractor was $3.7 million . (o) Legal Expenses The Company recognizes legal fees related to litigation as they are incurred. (p) Comprehensive Income (Loss) The Company has a single component of comprehensive income (loss) on the Consolidated Statements of Comprehensive Income (Loss) related to foreign currency translation adjustments for its subsidiary Performant Europe Ltd. for the years ended December 31, 2017 , 2016 and 2015 . (q) Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, short-term debt and long-term debt. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate their fair values based on or due to their short-term maturities. The carrying values of short-term debt and long-term debt approximate fair value, in which their variable interest rates approximate market rates. (r) Income Taxes The Company accounts for income taxes under the asset-and-liability method. Deferred income tax assets and liabilities are recognized for future tax consequences attributable to differences between the carrying value of assets and liabilities for financial reporting purposes and for taxation purposes. Deferred income tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. Interest expense and penalties related to unrecognized tax benefits are recorded in income tax expense. (s) Stock Options The Company accounts for its employee stock-based compensation awards in accordance with FASB ASC Topic 718, Compensation – Stock Compensation . FASB ASC Topic 718 requires that all employee stock-based compensation is recognized as a cost in the financial statements and that for equity-classified awards, such cost is measured at the grant date fair value of the award. The Company estimates grant date fair value using the Black-Scholes-Merton option-pricing model. FASB ASC Topic 718 also requires that excess tax benefits recognized in equity related to stock option exercises are reflected as financing cash inflows. The Company recognized an income tax benefit resulting from the exercise of stock options in 2017 , 2016 and 2015 of $ 0.0 million , $ 0.1 million and $ 0.02 million , respectively. (t) Earnings per Share For the years ended December 31, 2017 , 2016 , and 2015 , basic earnings per share is calculated by dividing net income available to common shareholders by the sum of the weighted average number of common shares outstanding during the year. Diluted earnings per share is calculated by dividing net income available to common shareholders by the weighted average number of common shares and dilutive common shares equivalents outstanding during the period. The Company’s common share equivalents consist of stock options, restricted stock units, and performance stock units. The following table reconciles the basic to diluted weighted average shares outstanding using the treasury stock method (shares in thousands): Years Ended December 31, 2017 2016 2015 Weighted average shares outstanding – basic 50,688 50,038 49,415 Dilutive effect of stock options — — — Weighted average shares outstanding – diluted 50,688 50,038 49,415 The following table shows the number of shares of Common Stock subject to options and restricted stock awards that were outstanding for the years ended December 31, 2017 , 2016 and 2015 , which were not included in the net income per diluted share calculation because to do so would have been anti-dilutive: Years Ended December 31, 2017 2016 2015 Number of shares 4,604,218 3,996,701 4,430,292 Number of shares includes 3,713,116 , 3,360,384 and 3,812,516 options to purchase shares at exercise prices greater than the average market price of the common stock for the year ended December 31, 2017 , 2016 and 2015 , respectively, and excludes 891,102 , 636,317 and 617,776 options to purchase shares for the year ended December 31, 2017 , 2016 and 2015 , respectively, because the effect of including them was anti-dilutive. (u) New Accounting Pronouncements Recently Adopted Accounting Pronouncements In November 2015, the FASB issued Accounting Standards Update (ASU) 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes" (ASU 2015-17), which simplifies the reporting requirements of deferred taxes by requiring all organizations to classify all deferred tax assets and liabilities, along with any related valuation allowance, as noncurrent. The guidance is effective for public companies with annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We adopted ASU 2015-17 during our first quarter of 2017 on a prospective basis. During the first quarter 2017, the Company adopted ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting" (ASU 2016-09) on a prospective basis. As a result of the adoption, the Company recognized $324 thousand of income tax expense for the twelve months ended December 31, 2017. These tax benefits, or shortfalls, were historically recorded in equity. In addition, cash flows related to excess tax benefits, or shortfalls, are now classified as an operating activity. Cash paid on employees’ behalf related to shares withheld for tax purposes is classified as a financing activity, consistent with prior year’s presentation. In November 2016, the FASB issued ASU 2016-18, "Restricted Cash" which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. The standard states that restricted cash should be included within cash and cash equivalents on the statement of cash flows. This new guidance is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. We have adopted this guidance early and have included restricted cash within cash and cash equivalents on our consolidated statements of cash flows. Recently Issued Accounting Pronouncements In May 2014, the FASB issued an ASU that amends the FASB ASC by creating a new Topic 606, "Revenue from Contracts with Customers". The new guidance supersedes the revenue recognition requirements in Topic 605, "Revenue Recognition", and most industry-specific guidance on revenue recognition throughout the Industry Topics of the Codification. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply a five step model for recognizing and measuring revenue from contracts with customers. In addition, an entity should disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The new revenue recognition guidance, including subsequent amendments, is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. As of the date of this filing, we have completed our contract review and policy drafting. Based on our review, we believe the timing of revenue recognition will not materially change from current practice and the impact of adopting the new guidance is not material to the results of operations. The Company does not anticipate that our internal control framework will materially change, but rather that existing internal controls will be modified and augmented as necessary. We will adopt Topic 606 as of January 1, 2018 using the full retrospective method. We will provide additional information about the impact of this new guidance, including enhanced disclosure requirements, in future filings. In February 2016, the FASB issued ASU 2016-02, “Leases”, which, for operating leases, requires a lessee to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in its balance sheet. The standard also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, on a generally straight-line basis. This new guidance is effective for annual reporting periods beginning after December 15, 2018 with early adoption permitted. We have not adopted this guidance early and are currently evaluating the effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments” which provides guidance on the presentation of certain cash receipts and cash payments in the statement of cash flows in order to reduce diversity in existing practice. This new guidance is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. This new standard requires retrospective adoption, with a provision for impracticability. We have not adopted this guidance early and are currently evaluating the effect on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, "Simplifying the Test for Goodwill Impairment" to simplify the goodwill impairment testing process. The new standard eliminates Step 2 of the goodwill impairment test. If a company determines in Step 1 of the goodwill impairment test that the carrying value of goodwill is less than the fair value, an impairment in that amount should be recorded to the income statement, rather than proceeding to Step 2. This new guidance is effective for annual reporting periods, and interim periods with goodwill impairment tests within those years, beginning after December 15, 2019, and early adoption is permitted for testing periods after January 1, 2017. We have not adopted this guidance early and are currently evaluating the effect on our consolidated financial statements. |
Property, Equipment, and Leaseh
Property, Equipment, and Leasehold Improvements | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment, and Leasehold Improvements | Property, Equipment, and Leasehold Improvements Property, equipment, and leasehold improvements consist of the following at December 31, 2017 and 2016 (in thousands): December 31, 2017 December 31, 2016 Land $ 1,122 $ 1,122 Building and leasehold improvements 6,410 6,203 Furniture and equipment 5,763 5,656 Computer hardware and software 72,044 67,861 85,339 80,842 Less accumulated depreciation and amortization (64,395 ) (57,107 ) Property, equipment and leasehold improvements, net $ 20,944 $ 23,735 Depreciation and amortization expense of property, equipment and leasehold improvements was $10.0 million , $9.6 million and $9.3 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. During 2015, the Company sold land in Texas for $1.3 million in cash for a gain of $0.6 million . |
Identifiable Intangible Assets
Identifiable Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Identifiable Intangible Assets | Identifiable Intangible Assets Identifiable intangible assets consist of the following at December 31, 2017 and 2016 (in thousands): December 31, 2017 Gross Amounts Accumulated Amortization Net Amortizable intangibles: Customer contracts and related relationships $ 22,128 $ (17,264 ) $ 4,864 Perpetual license 3,250 (3,250 ) — Total intangible assets $ 25,378 $ (20,514 ) $ 4,864 December 31, 2016 Gross Amounts Accumulated Amortization Net Amortizable intangibles: Customer contracts and related relationships $ 22,381 $ (16,560 ) $ 5,821 Perpetual license 3,313 (3,239 ) 74 Total intangible assets $ 25,694 $ (19,799 ) $ 5,895 For the years ended December 31, 2017 , 2016 and 2015 , amortization expense related to intangible assets amounted to $0.9 million , $3.7 million and $3.8 million , respectively. For the year ended December 31, 2017, an impairment expense of $0.1 million was recognized to account for the impairment charge in Performant Europe Ltd. due to the Company's decision to wind down this subsidiary. For the year ended December 31, 2016, an impairment expense of $15.4 million was recognized relating to the Department of Education customer relationship and has been presented as a separate caption in the consolidated statements of operations. For the year ended December 31, 2015, an impairment expense of $0.2 million was recognized to account for the loss of a client. The estimated aggregate amortization expense for each of the five following fiscal years is as follows (in thousands): Year Ending December 31, Amount 2018 $ 811 2019 811 2020 811 2021 811 2022 811 Thereafter 809 Total $ 4,864 |
Credit Agreement
Credit Agreement | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Credit Agreement | Credit Agreement On March 19, 2012, we, through our wholly owned subsidiary, entered into a $147.5 million credit agreement, as amended and restated, with Madison Capital Funding LLC as administrative agent, ING Capital LLC as syndication agent, and other lenders party thereto (as amended, the "Prior Credit Agreement"). The senior credit facility consists of (i) a $57.0 million Term A loan that matures in March 2017, (ii) a $79.5 million Term B loan that matures in June 2018, and (iii) a $11.0 million revolving credit facility that expired and fully paid in March 2017. On June 28, 2012, we amended the credit agreement to increase the amount of our borrowings under our Term B loan by $19.5 million . On November 4, 2014, February 19, 2016, July 26, 2016, October 27, 2016, and March 22, 2017, the Prior Credit Agreement was further amended to, among other things, modify a number of existing covenants and add new covenants requiring the Company to maintain a minimum cash balance, comply with an interest coverage ratio and achieve minimum EBITDA levels. On May 3, 2017, we further amended the credit agreement (the "Eighth Amendment") to extend the maturity date of the Term B loan to June 19, 2018. As a result of this extension, regularly scheduled quarterly amortization payments of $247,500 were also extended through March 31, 2018, with the remaining outstanding principal amount due on the June 19, 2018 maturity date. Interest on the Term B loan charged under the credit agreement was also increased by 3.00% per annum, however the amount of such increased interest was payable in kind. Pursuant to the Eighth Amendment, the quarterly and annual financial reporting covenants were also modified to require that the Company’s financial statements not contain a qualification, if required by GAAP, with respect to our ability to continue as a going concern. On August 7, 2017, we, through our wholly-owned subsidiary Performant Business Services, Inc. (the "Borrower"), entered into a new credit agreement with ECMC Group, Inc. (the “New Credit Agreement”). The New Credit Agreement provides for a term loan facility in the initial amount of $44 million (the “Initial Term Loan”) and for up to $15 million of additional term loans (“Additional Term Loans”; and together with the Initial Term Loan, the “Loans”) which Additional Term Loans may be drawn until the second anniversary of the funding of the Initial Term Loans, subject to the satisfaction of customary conditions. On August 11, 2017, the Initial Term Loan was advanced (the "Closing Date") and the proceeds were applied to repay all outstanding amounts under the Prior Credit Agreement. On September 29, 2017, we entered into Amendment No. 1 to the New Credit Agreement to extend the initial interest payment due date to December 31, 2017. The Loans will mature on the third anniversary of the Closing Date, however we will have the option to extend the maturity of the Loans for two additional one year periods, subject to the satisfaction of customary conditions. The Loans will bear interest at the one-month LIBOR rate (subject to a 1% per annum floor) plus a margin which may vary from 5.5% per annum to 10.0% per annum based on our total debt to EBITDA ratio. The Initial Term Loans will initially bear interest at LIBOR plus 7.0% per annum. Our annual interest rate at December 31, 2017 was 8.6% . We will be required to pay 5% of the original principal balance of the Loans annually in quarterly installments beginning March 31, 2018, and to offer to make mandatory prepayments of the Loans with a percentage of our excess cash flow which may vary between 75% and 0% depending on our total debt to EBITDA ratio. In addition to mandatory prepayments for excess cash flow, we will also be required to offer to prepay the Loans with the net cash proceeds of certain asset dispositions and with the issuance of debt not otherwise permitted under the New Credit Agreement. Except in connection with a change of control and the payment of a 1% premium, we will not be permitted to voluntarily prepay the Loans until after the first anniversary of the Closing Date. We will be permitted to prepay the Loans during the second year after the Closing Date if accompanied by a prepayment premium of 1% . Thereafter, we will be permitted to prepay the Loans without any prepayment premium. The New Credit Agreement contains certain restrictive financial covenants which became effective on the Closing Date. Such covenants require, among other things, that we meet a minimum fixed charge coverage ratio of 0.5 to 1.0 through December 31, 2019, 1.0 to 1.0 through June 30, 2020 (or until December 31, 2020 if the maturity date of the Loans is extended until the fourth anniversary of the Closing Date), 1.25 to 1.0 through June 30, 2021 if the maturity date of the Loans is extended until the fourth anniversary of the Closing Date and 1.25 to 1.0 through June 30, 2022 if the maturity date of the Loans is extended until the fifth anniversary of the Closing Date. In addition, we will be required to maintain, a maximum total debt to EBITDA ratio of 6.00 to 1.00 . The New Credit Agreement also contains covenants that will restrict the Company and its subsidiaries’ ability to incur certain types or amounts of indebtedness, incur liens on certain assets, make material changes in corporate structure or the nature of its business, dispose of material assets, engage in a change in control transaction, make certain foreign investments, enter into certain restrictive agreements, or engage in certain transactions with affiliates. The obligations under the New Credit Agreement are secured by substantially all of our United States domestic subsidiaries' assets and are guaranteed by the Company and its United States domestic subsidiaries, other than the Borrower. As a result of our entry into our New Credit Agreement, and the repayment of all amounts owed under the Prior Credit Agreement, we wrote off debt issuance costs related to the Prior Credit Agreement of approximately $1.0 million in August 2017. Scheduled payments under the Agreement for the next five years and thereafter are as follows (in thousands): Year Ending December 31, Amount 2018 $ 2,200 2019 2,200 2020 39,600 2021 — Total $ 44,000 In consideration for, and concurrently with, the extension of the Initial Term Loan in accordance with the terms of the New Credit Agreement, we issued a warrant to the lender to purchase up to an aggregate of 3,863,326 shares of the Company’s common stock (representing approximately up to 7.5% of our diluted common stock as calculated using the “treasury stock” method as defined under GAAP for the most recent fiscal quarter) with an exercise price of $1.92 per share. Upon our election to borrow any of the Additional Term Loans, we will be required to issue additional warrants at the same exercise price to purchase up to an aggregate of 77,267 additional shares of common stock (which represents approximately 0.15% of our diluted common stock calculated using the “treasury stock” method as defined under GAAP for the most recent fiscal quarter) for each $1,000,000 of such Additional Term Loans. The Company has accounted for this warrant as an equity instrument since the Warrant is indexed to the Company’s common shares and meets the criteria for classification in shareholders’ equity. The relative fair value of the Warrant on the date of issuance was approximately $3.3 million and is treated as a discount to the debt. This amount will be amortized to interest expense under the effective interest method over the life of the Term Loan, which is a period of 36 months . The Company estimated the value of the Warrant using the Black-Scholes model. The key assumptions used to value the Warrant are as follows: Exercise price $ 1.92 Share price on date of issuance $ 1.85 Volatility 50.0 % Risk-free interest rate 1.83 % Expected dividend yield — % Contractual term (in years) 5 In addition, at the closing of the Term Loan, the Company paid transaction costs of $0.6 million , which were recorded as a discount on the debt and will be amortized to interest expense using the effective interest method over the life of the initial Term Loan, which is a period of 36 months . Outstanding debt obligations are as follows (in thousands): December 31, 2017 Principal amount $ 44,000 Less: unamortized discount and debt issuance costs (3,416 ) Loan payable less unamortized discount and debt issuance costs 40,584 Less: current maturities (2,029 ) Long-term loan payable, net of current maturities $ 38,555 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We have entered into various non-cancelable operating lease agreements for certain of our office facilities and equipment with original lease periods expiring between 2017 and 2025. Certain of these arrangements have free rent periods and /or escalating rent payment provisions, and we recognize rent expense under such arrangements on a straight-line basis. In October 2017, we renewed our lease agreements for office space for approximately 50,000 square feet in Livermore, California. In December 2017, we entered two new lease agreements for office space for approximately 26,000 square feet in San Angelo, Texas and 32,000 square feet in Sunrise, Florida. Future minimum rental commitments under non-cancelable leases as of December 31, 2017 are as follows (in thousands): Year Ending December 31, Amount 2018 $ 2,564 2019 3,046 2020 3,010 2021 2,132 2022 1,710 Thereafter 2,190 Total $ 14,652 Lease expense was $2.7 million , $2.8 million and $3.0 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Capital Stock | Capital Stock Since August 15, 2012, the authorized Common Stock has been 500,000,000 shares and the authorized preferred stock has been 50,000,000 shares. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | Stock-based Compensation (a) Stock Options Under the terms of the Performant Financial Corporation 2007 Stock Option Plan, incentive and nonqualified stock options may be granted for up to 4,000,000 shares of the Company’s authorized but unissued Common Stock. Options granted under the Performant Financial Corporation 2007 Stock Option Plan generally vest over a five -year period. Performant Financial Corporation 2007 Stock Option Plan was terminated on the completion of its initial public offering in August 2012. No shares of our common stock are available under our 2007 Stock Option Plan other than for satisfying exercises of stock options granted under this plan prior to termination. The terms of the Performant Financial Corporation 2012 Stock Incentive Plan provide for the granting of incentive stock options within the meaning of Section 422 of the Code to employees and the granting of nonstatutory stock options, restricted stock, stock appreciation rights, stock unit awards and cash-based awards to employees, non-employee directors and consultants. The Company has reserved 10,550,000 shares of common stock under the 2012 Plan. Options granted under the Performant Financial Corporation 2012 Stock Incentive Plan generally vest over periods of four or five -years. The exercise price of incentive stock options shall generally not be less than 100% of the fair market value of the Common Stock subject to the option on the date that the option is granted. The exercise price of nonqualified stock options shall generally not be less than 85% of the fair market value of the Common Stock subject to the option on the date that the option is granted. Options issued under the Plans have a maximum term of 10 years and vest over schedules determined by the board of directors. Options issued under the Plans generally provide for immediate vesting of unvested shares in the event of a sale of the Company. Total stock-based compensation expense charged as salaries and benefits expense in the consolidated statements of operations was $3.7 million , $4.7 million and $5.0 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. The following table sets forth a summary of our stock option activity for the year ended December 31: Outstanding Options Weighted average exercise price per share Weighted average remaining contractual life (Years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2014 4,023,383 $ 7.18 6.41 Granted 294,500 3.57 Forfeited (171,625 ) 8.25 Exercised (29,135 ) 1.62 Outstanding at December 31, 2015 4,117,123 6.92 5.64 Granted 115,000 1.74 Forfeited (327,327 ) 8.26 Exercised (398,267 ) 0.85 Outstanding at December 31, 2016 3,506,529 7.32 5.04 Granted — — Forfeited (260,175 ) 5.40 Exercised (310,156 ) 0.50 Outstanding December 31, 2017 2,936,198 $ 8.21 4.48 $ 360 Vested, exercisable, and expected to vest (1) at December 31, 2017 2,929,438 $ 8.22 4.47 $ 360 Exercisable at December 31, 2017 2,796,568 $ 8.38 4.34 $ 360 (1) Options expected to vest reflect an estimated forfeiture rate. There were no stock options granted during the year ended December 31, 2017. The weighted-average grant-date exercise price of stock options granted during the years ended December 31, 2016 and 2015 was $1.74 and $3.57 , respectively, per share. The aggregate intrinsic value of our stock options (the amount by which the market price of the stock on the date of exercise exceeded the exercise price of the option) exercised during the years ended December 31, 2017 , 2016 and 2015 , was $0.4 million , $0.4 million and $0.1 million , respectively. At December 31, 2017 , 2016 , and 2015 , there was $0.3 million , $2.0 million and $4.7 million , respectively, of unrecognized stock-based compensation expense related to non-vested stock-based compensation arrangements, which the Company expects to recognize over a weighted-average period of 0.93 years as stock-based compensation expense. Net cash proceeds from the exercise of stock options were $0.2 million , $0.3 million and $0.04 million during 2017 , 2016 and 2015 , respectively. For the years ended December 31, 2017 , 2016 and 2015 , we realized a $ 0.0 million , $ 0.1 million and $ 0.02 million tax benefit from the exercise of stock options, respectively. The fair value of each option grant was estimated using the Black-Scholes option pricing model. Expected volatilities are calculated based on the historical volatility data of comparable peer companies over a term comparable to the expected term of the options issued. The expected term of the award is determined based on the average of the vesting term and the contractual term. Management monitors share option exercise and employee termination patterns to estimate forfeiture rates within the valuation model. We estimated the fair value of options granted using a Black-Scholes option pricing model with the following assumptions: For the Years Ended December 31, 2017 2016 2015 Expected volatility —% 51.5% 48.6% Expected dividends —% —% —% Expected term (years) 0.0 6.1 6.1 Risk-free interest rate —% 1.4% 1.7% Weighted-average estimated fair value of options granted during the year $— $0.86 $1.71 Valuation and Amortization Method – The Company estimates the fair value of stock options granted using the Black-Scholes-Merton option pricing model. The fair value is then amortized on a straight line basis over the requisite service periods of the awards, which is generally the vesting period. Stock options typically have a ten year life from the grant date and vesting periods of four to five years. The fair value of the Company’s common stock is based on the market price of the stock on the date of grant. Expected Term – The Company’s expected term represents the period that the Company’s stock-based awards are expected to be outstanding. For awards granted subject only to service vesting requirements, the Company utilizes the simplified method under the provisions of FASB ASC 718-10-S99-1 (Staff Accounting Bulletin No. 107) for estimating the expected term of the stock-based award. Expected Volatility – Because there is insufficient history of the Company’s stock price returns, the Company lacks sufficient historical volatility data for its equity awards. Accordingly, the Company calculates the expected volatility using a composite made up of comparable peer companies and as of December 31, 2017 an approximate 88% company weighting over a term comparable to the expected term of the options issued which would have been used had grants been made. Expected Dividend – The Company has never paid dividends on its common shares and currently does not intend to do so. Accordingly, the dividend yield percentage is zero for all periods. Risk-Free Interest Rate – The risk-free interest rate used in the Black Scholes valuation method is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected life of our stock options. (b) Restricted Stock Units The following table summarizes restricted stock unit activity for the year ended December 31: Weighted average Number of grant date Awards fair value Outstanding at December 31, 2015 1,229,274 $ 4.67 Granted 1,470,154 1.74 Forfeited (133,950 ) 4.20 Vested and converted to shares, net of units withheld for taxes (505,238 ) 4.31 Outstanding at December 31, 2016 2,060,240 $ 2.70 Granted 1,701,252 2.32 Forfeited (417,725 ) 2.93 Vested and converted to shares, net of units withheld for taxes (540,673 ) 2.75 Units withheld for taxes (211,507 ) $ 2.75 Outstanding at December 31, 2017 2,591,587 $ 2.39 Expected to vest at December 31, 2017 2,462,007 $ 2.39 Share-based compensation cost for restricted stock units (RSUs) is measured based on the closing fair market value of the Company's common stock on the date of grant. The Company recognizes share-based compensation cost over the award's requisite service period on a straight-line basis for time-based RSUs and on a graded basis for RSUs that are contingent on the achievement of performance conditions. The Company recognizes a benefit (shortfall) from share-based compensation in the Consolidated Statements of Changes in Stockholders' Equity. The majority of RSUs that vested in 2017 and 2016 were net-share settled such that the Company withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities. The total shares withheld were approximately 212,000 shares for 2017 and approximately 148,000 shares for 2016 , and were based on the value of the RSUs on their respective vesting dates as determined by the Company’s closing stock price. These net-share settlements had the effect of share repurchases by the Company as they reduced the number of shares that would have otherwise been issued as a result of the vesting and did not represent an expense to the Company. At December 31, 2017 and 2016 , there was $ 4.3 million and $3.7 million of compensation expense yet to be recognized related to non-vested restricted stock units. The unrecognized expense as of December 31, 2017 is expected to be recognized over the remaining weighted-average vested period of 2.68 years. 752,180 and 505,238 of the restricted stock units vested during the years ended December 31, 2017 and 2016 , respectively. Restricted stock units granted under the Performant Financial Corporation 2012 Stock Incentive Plan generally vest over periods between one and four years. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan The Company has a 401(k) Salary Deferral Plan (the Plan) covering all full-time employees who have met certain service requirements. Employees may contribute a portion of their salary up to the maximum limit established by the Internal Revenue Code for such plans. Employer contributions are discretionary. No matching contributions were made during 2017 , 2016 and 2015 . |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s income tax expense (benefit) consists of the following (in thousands): 2017 2016 2015 Current: Federal $ (5,427 ) $ 3,835 $ 1,393 State 369 (1,293 ) 1,164 (5,058 ) 2,542 2,557 Deferred: Federal $ 2,643 $ (5,379 ) $ (2,578 ) State 1,090 (1,533 ) (365 ) 3,733 (6,912 ) (2,943 ) Total benefit $ (1,325 ) $ (4,370 ) $ (386 ) The reconciliation between the amount computed by applying the U.S. federal statutory rate of 34% to income before taxes and the Company's tax provision for 2017, 2016, and 2015 is as follows: 2017 2016 2015 Federal income at the statutory rate 34 % 34 % 35 % State income tax, net of federal benefit (8 )% 11 % (26 )% Permanent differences 1 % (1 )% (9 )% Work Opportunity Credit 2 % 1 % 9 % Return to provision true-up (1 )% (1 )% 4 % Valuation Allowance (13 )% (18 )% — % Rate change on deferreds (6 )% — % — % Other — % 2 % 4 % 9 % 28 % 17 % The following table summarized the components of the Company's deferred tax assets and liabilities as of December 31, 2017 and 2016 (in thousands): 2017 2016 Deferred tax assets Bad debt reserve $ 11 $ 92 Vacation accrual 510 557 Workers Compensation 241 308 Nonqualified stock options 3,917 4,893 Debt issuance costs 27 279 Acquisition costs 23 66 State tax deferral 384 843 Deferred revenue 15 104 State tax credits 452 298 Net operating loss 453 217 Estimated liability for appeals 3,956 5,585 Other 448 146 Total deferred tax assets 10,437 13,388 Valuation allowance (5,772 ) (3,857 ) Total deferred tax assets net of valuation allowance 4,665 9,531 Deferred tax liabilities: Identifiable intangible assets (733 ) (1,299 ) Fixed assets (3,430 ) (4,009 ) Other (34 ) (22 ) Total deferred tax liabilities (4,197 ) (5,330 ) Net deferred tax assets (liabilities) $ 468 $ 4,201 As of December 31, 2017 , the Company recorded a valuation allowance against deferred tax assets that are not more likely than not realizable based upon the assessment of all positive and negative evidence. The total amount of the valuation allowance at December 31, 2017 is $5.8 million , which is an increase of $1.9 million from the amount recorded as of December 31, 2016 . On December 22, 2017, President Trump signed into law the “Tax Cuts and Jobs Act” (TCJA) that significantly reforms the Internal Revenue Code of 1986, as amended. The TCJA, among other things, includes changes to U.S. federal tax rates, imposes significant additional limitations on the deductibility of interest, allows for the expensing of capital expenditures, and puts into effect the migration from a “worldwide” system of taxation to a territorial system. We do not expect tax reform to have a material impact to our financial statements. Our net deferred tax assets and liabilities have been revalued at the newly enacted U.S. corporate rate, and the provisional impact was recognized in our tax expense in 2017. We are continuing to evaluate the impact this tax reform legislation may have on our business. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income and tax-planning strategies in making this assessment. Based upon the Company’s cumulative three year loss position and projections for future taxable income over the periods in which the deferred tax assets are deductible, management believes it is more likely than not that the Company will be unable to realize the benefits of these deductible differences. The amount of the deferred tax asset considered realizable, however, could change in the near term if estimates of future taxable income during the carryforward period change. The Company has state tax credits of $0.5 million , which will expire in 2024. The Company has state net operating loss carryforwards of $0.4 million which expire in 2020 and a federal net operating loss carryforward of $0.1 million which will expire in 2037. The Company has $0.3 million of federal tax credit carryforwards which will expire in 2037. The following table reconciles the Company’s unrecognized tax benefits as of December 31, 2017 from its unrecognized tax benefits as of December 31, 2015 (in thousands): Unrecognized tax benefits balance at December 31, 2015 $ 895 Increase related to prior year tax positions 311 Decrease related to prior year tax positions (43 ) Increase related to current year tax positions — Settlements — Lapse of statute of limitations (176 ) Unrecognized tax benefits balance at December 31, 2016 987 Increase related to prior year tax positions 362 Decrease related to prior year tax positions — Increase related to current year tax positions — Settlements — Lapse of statute of limitations (267 ) Unrecognized tax benefits balance at December 31, 2017 $ 1,082 At December 31, 2017 and 2016 , we had approximately $1.1 million and $1.0 million of unrecognized tax benefits, respectively. We do not expect any significant change in unrecognized tax benefits during the next twelve months. The Company records interest expense and penalties related to unrecognized tax benefits in income tax expense. The amount of accrued interest was not material at December 31, 2017 and 2016 , respectively. No penalties were recognized in 2016 or accrued at December 31, 2017 , and 2016 respectively. Unrecognized tax benefits of approximately $1.1 million which, if recognized, would favorably affect the Company’s effective income tax rate. We file income tax returns with the U.S. federal government and various state jurisdictions. We operate in a number of state and local jurisdictions, most of which have never audited our records. Accordingly, we are subject to state and local income tax examinations based upon the various statutes of limitations in each jurisdiction. For tax years before 2014, the Company is no longer subject to Federal and certain other state tax examinations. We are currently being examined by the Franchise Tax Board of California for tax years 2011 through 2014. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company did not have any material related party transactions for the years ending December 31, 2017 , 2016 and 2015 . |
Other Commitments and Contingen
Other Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Commitments And Contingencies Additional Information [Abstract] | |
Other Commitments and Contingencies | Other Commitments and Contingencies (a) Trust Funds The Company collects principal and interest payments and collection costs on defaulted loans for various contracting agencies. Cash collections for some of the Company’s customers are held in trust in bank accounts controlled by the Company. The Company remits trust funds to the contracting agencies on a regular basis. The amount of cash held in trust and the related liability are separated from and not included in the Company’s assets and liabilities. Cash held in trust for customers totaled $0.7 million and $1.4 million at December 31, 2017 and 2016 , respectively. (b) Litigation The Company, during the ordinary course of its operations, has been named in various legal suits and claims, several of which are still pending. In the opinion of management and the Company’s legal counsel, such legal actions will not have a material effect on the Company’s financial position or results of operations or cash flows. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The term of our first Medicare Recovery Audit Contract with CMS, for Region A, expired on January 31, 2018. During that contract, we accrued an estimated liability for appeals for fees that are associated with appeals for cases that are successfully appealed by the providers. Our estimates for this appeals liability are based on our historical experience with the Medicare RAC appeal process. As the term of the original contract expired, CMS issued a letter to us on January 2, 2018, stating that Performant will no longer be obligated to support the appeals process or maintain an appeal reserve after the January 31, 2018 contract termination date. In addition to the estimated liability for appeals, we also maintained a separate Net payable to client liability for appeals decisions which had been decided, but not yet refunded to CMS. On January 31, 2018, CMS issued to us their final Letter of Demand which reconciled all outstanding payables to CMS for the old Region A contract. Accordingly, during the first quarter 2018, we expect to release approximately $21.5 million of the estimated liability for appeals and the Net payable to client balances. This will increase first quarter 2018 revenue by an amount equal to the total liability released. In conjunction with the release, we also expect to derecognize approximately $7.1 million of prepaid expenses and other current assets reflecting accrued receivables associated with amounts due from subcontractors for decided and yet-to-be decided appeals. We will leave a smaller estimated liability for appeals as we continue to assess the remaining estimated liability for refunds and appeals overturned prior to the expiration of the contract term. The remaining amount represents management’s best estimate of the remaining estimated liability for appeals for fees associated with appeals for cases that have been successfully appealed by providers prior to January 31, 2018, or the term expiration of the Region A contract. We have evaluated subsequent events through the date these consolidated financial statements were issued and there are no other events that have occurred that would require adjustments or disclosures to our consolidated financial statements. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS For the years ended December 31, 2017 , 2016 and 2015 Allowance for doubtful accounts (in thousands): Description Balance at Beginning of Period Additions Charged against Expense Recoveries Charge-offs Balance at End of Period 2017 $ 224 35 — (224 ) $ 35 2016 $ 386 — (162 ) — $ 224 2015 $ 32 354 — — $ 386 Estimated allowance and liability for appeals (in thousands): Description Balance at Beginning of Period Additions Charged against Revenue Appeals Found in Providers Favor Balance at End of Period 2017 $ 19,305 300 (788 ) $ 18,817 2016 $ 19,118 2,085 (1,898 ) $ 19,305 2015 $ 18,625 2,109 (1,616 ) $ 19,118 Deferred tax asset valuation allowance (in thousands): Description Balance at Beginning of Period Additions Releases Balance at End of Period 2017 $ 3,857 1,915 — $ 5,772 2016 $ 452 3,405 — $ 3,857 2015 $ 349 103 — $ 452 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Organization and Nature of Business | Organization and Nature of Business Performant Financial Corporation (the Company) is a leading provider of technology-enabled recovery and analytics services in the United States. The Company's services help identify, restructure and recover delinquent or defaulted assets and improper payments for both government and private clients in a broad range of markets. Company clients typically operate in complex and regulated environments and outsource their recovery needs in order to reduce losses on billions of dollars of defaulted student loans, improper healthcare payments and delinquent state tax and federal treasury receivables. The Company generally provides our services on an outsourced basis, where we handle many or all aspects of the clients’ recovery processes. The Company’s consolidated financial statements include the operations of Performant Financial Corporation (PFC), its wholly owned subsidiary Performant Business Services, Inc., and its wholly owned subsidiaries Performant Recovery, Inc. (Recovery), Performant Technologies, Inc., and Performant Europe Ltd. Effective August 13, 2012, we changed the name of our wholly owned subsidiary from DCS Business Services, Inc. (DCSBS) to Performant Business Services, Inc., and DCSBS’ wholly owned subsidiaries from Diversified Collection Services, Inc. (DCS), and Vista Financial, Inc. (VFI), to Performant Recovery, Inc., and Performant Technologies, Inc., respectively. PFC is a Delaware corporation headquartered in California and was formed in 2003. Performant Business Services, Inc. is a Nevada corporation founded in 1997. Recovery is a California corporation founded in 1976. Performant Technologies, Inc. is a California corporation that was formed in 2004. The Company is managed and operated as one business, with a single management team that reports to the Chief Executive Officer. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles, or U.S. GAAP. The Company consolidates entities in which it has controlling financial interest, and as of December 31, 2017 , all of the Company’s subsidiaries are 100% owned. All significant intercompany balances and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified for consistency with the current period presentation. |
Use of Estimates in the Preparation of Consolidated Financial Statements | Use of Estimates in the Preparation of Consolidated Financial Statements The preparation of the consolidated financial statements in conformity with U.S. GAAP, requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, primarily accounts receivable, intangible assets, goodwill, estimated liability for appeals, other liabilities, deferred income taxes and income tax expense, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Our actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include demand deposits and highly liquid debt instruments with original maturities of three months or less when purchased. These investments can include money market funds that invest in highly liquid U.S. government and agency obligations, certificates of deposit, bankers’ acceptances, and commercial paper. The Company collects monies on behalf of its clients. Cash is often held on behalf of the clients in various trust accounts and is subsequently remitted to the clients based on contractual agreements. Cash held in these trust accounts for contracting agencies is not included in the Company’s assets (Note 11(a)). |
Restricted Cash | Restricted Cash At December 31, 2017 and 2016 , restricted cash included in current assets on our consolidated balance sheet was $1.8 million and $ 7.5 million , respectively. In May 2017, the Company paid $7.5 million to the lenders and deposited $6.0 million into a segregated deposit account in connection with the Eighth Amendment to our Prior Credit Agreement (as defined below). On August 3, 2017, all of this $6.0 million of restricted cash was paid to the administrative agent for the benefit of the lenders under our Prior Credit Agreement. In November 2017, the Company deposited $1.8 million in restricted cash as collateral for new letters of credit issued to replace letters of credit terminated under our prior credit agreement. |
Hosted Service Installation and Implementation Deliverables | Hosted Service Installation and Implementation Deliverables In 2008, the Company entered into a long-term contract to provide hosted services to a client beginning in March 2009. The Company determined that certain installation and implementation deliverables were not separate units of accounting within the contract, and should be combined for revenue recognition purposes with the hosted service deliverable. Accordingly, revenue for these contract elements is being taken ratably from the commencement of hosted services in March 2009 through the contract period of March 2018. Additionally, the Company deferred the direct incremental costs associated with the installation and implementation deliverables, with the costs being expensed ratably from the March 2009 commencement of services through March 2018. |
Property, Equipment, and Leasehold Improvements | Property, Equipment, and Leasehold Improvements Property, equipment, and leasehold improvements are stated at cost, net of accumulated depreciation. Furniture and equipment are depreciated using the straight-line method over estimated useful lives ranging from 7 to 5 years. Buildings are depreciated using the straight-line method over 31.5 years. Leasehold improvements are amortized using the straight-line method over the shorter of the estimated life of the asset or the remaining term of the lease. Computer software and computer hardware are depreciated using the straight-line method over 3 years and 5 years, respectively. Maintenance and repairs are charged to expense as incurred. Improvements that extend the useful lives of assets are capitalized. When property is sold or retired, the cost and the related accumulated depreciation are removed from the consolidated balance sheet and any gain or loss from the transaction is included in the consolidated statements of operations. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill represents the excess of purchase price and related costs over the fair value assigned to the net assets of businesses acquired. Goodwill is not amortized, but instead is reviewed for impairment at least annually. Impairment is the condition that exists when the carrying amount of goodwill is not recoverable and its carrying amount exceeds its fair value. The Company performs its assessment of whether it is more likely than not that goodwill fair value is less than its carrying amount in November of each year to allow the Company additional time to evaluate its assessment prior to reporting its results. During the second quarter of 2017, the Company decided to wind down the activity of Performant Europe Ltd. Based on this decision, the Company concluded that the fair value of Performant Europe Ltd. was more likely than not less than its carrying amount. Accordingly, the goodwill balance related to the healthcare audit acquisition was $0.9 million , and we recognized a goodwill impairment loss of this amount as of June 30, 2017. The Company performed a qualitative assessment of whether it is more likely than not that goodwill fair value is less than its carrying amount as of November 30, 2017, and concluded that there was no need to perform an impairment test. The Company performed a qualitative assessment of whether it is more likely than not that goodwill fair value is less than its carrying amount as of November 30, 2016, and concluded that there was no need to perform an impairment test. In December 2016, the Department of Education awarded contracts for student loan recovery services to seven contractors, and we were not selected to receive one of these contract awards. Based on this event, the Company performed a Step 1 impairment assessment as of December 31, 2016 and concluded that it was not necessary to perform a Step 2 impairment assessment. Identifiable intangible assets consist of customer contracts and related relationships, a perpetual license, and covenants not to compete. Customer contracts and related relationships are amortized over their estimated useful life of 4 to 20 years. The perpetual license is amortized over its estimated useful life of 5 years. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets or intangibles may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to future undiscounted net cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. |
System Developments | System Developments The Company follows the provisions of Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Subtopic 350-40, Internal-Use Software , which specifies that costs incurred during the application stage of development should be capitalized. All other costs are expensed as incurred. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs represent loan and legal fees paid in connection with the issuance of long-term debt. Debt issuance costs are deducted from current and non-current notes payable and are amortized to interest expense in accordance with key terms of the notes as amended. |
Revenues, Accounts Receivable, and Estimated Liability for Appeals | Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the consolidated statements of cash flows. The Company determines the allowance for doubtful accounts by specific identification. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. To the extent that required payments by the Company exceed the amount accrued, revenues in the applicable period would be reduced by the amount of the excess. Revenues, Accounts Receivable, and Estimated Liability for Appeals Revenue is recognized upon the collection of defaulted loan and debt payments. Loan rehabilitation revenue is recognized when the rehabilitated loans are sold (funded) by clients. Incentive revenue is recognized upon receipt of official notification of incentive award from customers. Under the Company’s RAC contract with CMS, the Company recognizes revenues when the healthcare provider has paid CMS for a given claim or has agreed to an offset against other claims by the provider. Providers have the right to appeal a claim and may pursue additional appeals if the initial appeal is found in favor of CMS. The Company accrues an estimated liability for appeals at the time revenue is recognized based on the Company's estimate of the amount of revenue probable of being refunded to CMS following successful appeal. In addition, if the Company's estimate of the liability for appeals with respect to revenues recognized during a prior period changes, the Company increases or decreases current period accruals based on such change in estimated liability. |
Net Payable to Client | Net Payable to Client The Company nets outstanding accounts receivable invoices from an audit and recovery contract against payables for overturned audits. The overturned audits are netted against current fees due on the invoice to the client when they are processed by the client’s system. The "Net payable to client" balance of $12.8 million and $13.1 million represents the excess of payables for overturned audits at December 31, 2017 and 2016, respectively. The Company expects that the net payable-to-client balance will be paid to the client within the next twelve months. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets At December 31, 2017 , prepaid expenses and other current assets includes $5.6 million of amounts estimated to become due from subcontractors. The Company employs subcontractors to audit claims as part of an audit & recovery contract, and to the extent that audits by these subcontractors are overturned on appeal, the fees associated with such claims are contractually refundable to the Company. At December 31, 2017 , the receivable associated with estimated future overturns of subcontractor audits was $5.6 million . In addition, at December 31, 2017 , Prepaid expenses and other current assets includes a net receivable of $3.7 million for subcontractor fees for already overturned audits refundable to the Company once the Company refunds its fees to the client as prime contractor. By comparison, at December 31, 2016 , the receivable associated with the estimated future overturns of subcontractor audits was $5.7 million , and the receivable for subcontractor fees for already overturned audits refundable to the Company once the Company refunds its fees to the client as prime contractor was $3.7 million . |
Legal Expenses | Legal Expenses The Company recognizes legal fees related to litigation as they are incurred. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) The Company has a single component of comprehensive income (loss) on the Consolidated Statements of Comprehensive Income (Loss) related to foreign currency translation adjustments for its subsidiary Performant Europe Ltd. for the years ended December 31, 2017 , 2016 and 2015 . |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, short-term debt and long-term debt. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate their fair values based on or due to their short-term maturities. The carrying values of short-term debt and long-term debt approximate fair value, in which their variable interest rates approximate market rates. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset-and-liability method. Deferred income tax assets and liabilities are recognized for future tax consequences attributable to differences between the carrying value of assets and liabilities for financial reporting purposes and for taxation purposes. Deferred income tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. Interest expense and penalties related to unrecognized tax benefits are recorded in income tax expense. |
Stock Options | Stock Options The Company accounts for its employee stock-based compensation awards in accordance with FASB ASC Topic 718, Compensation – Stock Compensation . FASB ASC Topic 718 requires that all employee stock-based compensation is recognized as a cost in the financial statements and that for equity-classified awards, such cost is measured at the grant date fair value of the award. The Company estimates grant date fair value using the Black-Scholes-Merton option-pricing model. FASB ASC Topic 718 also requires that excess tax benefits recognized in equity related to stock option exercises are reflected as financing cash inflows. |
Earnings per Share | Earnings per Share For the years ended December 31, 2017 , 2016 , and 2015 , basic earnings per share is calculated by dividing net income available to common shareholders by the sum of the weighted average number of common shares outstanding during the year. Diluted earnings per share is calculated by dividing net income available to common shareholders by the weighted average number of common shares and dilutive common shares equivalents outstanding during the period. The Company’s common share equivalents consist of stock options, restricted stock units, and performance stock units. |
New Accounting Pronouncements | New Accounting Pronouncements Recently Adopted Accounting Pronouncements In November 2015, the FASB issued Accounting Standards Update (ASU) 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes" (ASU 2015-17), which simplifies the reporting requirements of deferred taxes by requiring all organizations to classify all deferred tax assets and liabilities, along with any related valuation allowance, as noncurrent. The guidance is effective for public companies with annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We adopted ASU 2015-17 during our first quarter of 2017 on a prospective basis. During the first quarter 2017, the Company adopted ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting" (ASU 2016-09) on a prospective basis. As a result of the adoption, the Company recognized $324 thousand of income tax expense for the twelve months ended December 31, 2017. These tax benefits, or shortfalls, were historically recorded in equity. In addition, cash flows related to excess tax benefits, or shortfalls, are now classified as an operating activity. Cash paid on employees’ behalf related to shares withheld for tax purposes is classified as a financing activity, consistent with prior year’s presentation. In November 2016, the FASB issued ASU 2016-18, "Restricted Cash" which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. The standard states that restricted cash should be included within cash and cash equivalents on the statement of cash flows. This new guidance is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. We have adopted this guidance early and have included restricted cash within cash and cash equivalents on our consolidated statements of cash flows. Recently Issued Accounting Pronouncements In May 2014, the FASB issued an ASU that amends the FASB ASC by creating a new Topic 606, "Revenue from Contracts with Customers". The new guidance supersedes the revenue recognition requirements in Topic 605, "Revenue Recognition", and most industry-specific guidance on revenue recognition throughout the Industry Topics of the Codification. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply a five step model for recognizing and measuring revenue from contracts with customers. In addition, an entity should disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The new revenue recognition guidance, including subsequent amendments, is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. As of the date of this filing, we have completed our contract review and policy drafting. Based on our review, we believe the timing of revenue recognition will not materially change from current practice and the impact of adopting the new guidance is not material to the results of operations. The Company does not anticipate that our internal control framework will materially change, but rather that existing internal controls will be modified and augmented as necessary. We will adopt Topic 606 as of January 1, 2018 using the full retrospective method. We will provide additional information about the impact of this new guidance, including enhanced disclosure requirements, in future filings. In February 2016, the FASB issued ASU 2016-02, “Leases”, which, for operating leases, requires a lessee to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in its balance sheet. The standard also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, on a generally straight-line basis. This new guidance is effective for annual reporting periods beginning after December 15, 2018 with early adoption permitted. We have not adopted this guidance early and are currently evaluating the effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments” which provides guidance on the presentation of certain cash receipts and cash payments in the statement of cash flows in order to reduce diversity in existing practice. This new guidance is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. This new standard requires retrospective adoption, with a provision for impracticability. We have not adopted this guidance early and are currently evaluating the effect on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, "Simplifying the Test for Goodwill Impairment" to simplify the goodwill impairment testing process. The new standard eliminates Step 2 of the goodwill impairment test. If a company determines in Step 1 of the goodwill impairment test that the carrying value of goodwill is less than the fair value, an impairment in that amount should be recorded to the income statement, rather than proceeding to Step 2. This new guidance is effective for annual reporting periods, and interim periods with goodwill impairment tests within those years, beginning after December 15, 2019, and early adoption is permitted for testing periods after January 1, 2017. We have not adopted this guidance early and are currently evaluating the effect on our consolidated financial statements. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Details of Revenue by Major Customers | For the year ended December 31, 2017 , the Company had 2 clients whose individual revenues exceeded 10% of the Company’s total revenues. The dollar amount and percent of total revenue of each of the 2 clients is summarized in the table below (in thousands): Rank 2017 Revenue Percent of 1 $43,189 32.7% 2 27,367 20.7% For the year ended December 31, 2016 , the Company had 3 clients whose individual revenues exceeded 10% of the Company’s total revenues. The dollar amount and percent of total revenue of each of the 3 clients is summarized in the table below (in thousands): Rank 2016 Revenue Percent of 1 $33,243 23.5% 2 23,196 16.4% 3 21,949 15.5% For the year ended December 31, 2015 , the Company had 3 clients whose individual revenues exceeded 10% of the Company’s total revenues. The dollar amount and percent of total revenue of each of the 3 clients is summarized in the table below (in thousands): Rank 2015 Revenue Percent of 1 $37,878 23.8% 2 31,709 19.9% 3 17,696 11.1% |
Schedule of Reconciliation of Basic to Diluted Weighted Average Shares Outstanding | The following table reconciles the basic to diluted weighted average shares outstanding using the treasury stock method (shares in thousands): Years Ended December 31, 2017 2016 2015 Weighted average shares outstanding – basic 50,688 50,038 49,415 Dilutive effect of stock options — — — Weighted average shares outstanding – diluted 50,688 50,038 49,415 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table shows the number of shares of Common Stock subject to options and restricted stock awards that were outstanding for the years ended December 31, 2017 , 2016 and 2015 , which were not included in the net income per diluted share calculation because to do so would have been anti-dilutive: Years Ended December 31, 2017 2016 2015 Number of shares 4,604,218 3,996,701 4,430,292 Number of shares includes 3,713,116 , 3,360,384 and 3,812,516 options to purchase shares at exercise prices greater than the average market price of the common stock for the year ended December 31, 2017 , 2016 and 2015 , respectively, and excludes 891,102 , 636,317 and 617,776 options to purchase shares for the year ended December 31, 2017 , 2016 and 2015 , respectively, because the effect of including them was anti-dilutive. |
Property, Equipment, and Leas23
Property, Equipment, and Leasehold Improvements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Equipment and Leasehold Improvements | Property, equipment, and leasehold improvements consist of the following at December 31, 2017 and 2016 (in thousands): December 31, 2017 December 31, 2016 Land $ 1,122 $ 1,122 Building and leasehold improvements 6,410 6,203 Furniture and equipment 5,763 5,656 Computer hardware and software 72,044 67,861 85,339 80,842 Less accumulated depreciation and amortization (64,395 ) (57,107 ) Property, equipment and leasehold improvements, net $ 20,944 $ 23,735 |
Identifiable Intangible Assets
Identifiable Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Identifiable Intangible Assets | Identifiable intangible assets consist of the following at December 31, 2017 and 2016 (in thousands): December 31, 2017 Gross Amounts Accumulated Amortization Net Amortizable intangibles: Customer contracts and related relationships $ 22,128 $ (17,264 ) $ 4,864 Perpetual license 3,250 (3,250 ) — Total intangible assets $ 25,378 $ (20,514 ) $ 4,864 December 31, 2016 Gross Amounts Accumulated Amortization Net Amortizable intangibles: Customer contracts and related relationships $ 22,381 $ (16,560 ) $ 5,821 Perpetual license 3,313 (3,239 ) 74 Total intangible assets $ 25,694 $ (19,799 ) $ 5,895 |
Schedule of Estimated Aggregate Amortization Expense | The estimated aggregate amortization expense for each of the five following fiscal years is as follows (in thousands): Year Ending December 31, Amount 2018 $ 811 2019 811 2020 811 2021 811 2022 811 Thereafter 809 Total $ 4,864 |
Credit Agreement (Tables)
Credit Agreement (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Payments under Credit Agreement | Scheduled payments under the Agreement for the next five years and thereafter are as follows (in thousands): Year Ending December 31, Amount 2018 $ 2,200 2019 2,200 2020 39,600 2021 — Total $ 44,000 |
Schedule of Key Assumptions Used to Value Warrants | The key assumptions used to value the Warrant are as follows: Exercise price $ 1.92 Share price on date of issuance $ 1.85 Volatility 50.0 % Risk-free interest rate 1.83 % Expected dividend yield — % Contractual term (in years) 5 |
Schedule of Outstanding Debt Obligations | Outstanding debt obligations are as follows (in thousands): December 31, 2017 Principal amount $ 44,000 Less: unamortized discount and debt issuance costs (3,416 ) Loan payable less unamortized discount and debt issuance costs 40,584 Less: current maturities (2,029 ) Long-term loan payable, net of current maturities $ 38,555 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Commitments under Non-Cancelable Leases | Future minimum rental commitments under non-cancelable leases as of December 31, 2017 are as follows (in thousands): Year Ending December 31, Amount 2018 $ 2,564 2019 3,046 2020 3,010 2021 2,132 2022 1,710 Thereafter 2,190 Total $ 14,652 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | The following table sets forth a summary of our stock option activity for the year ended December 31: Outstanding Options Weighted average exercise price per share Weighted average remaining contractual life (Years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2014 4,023,383 $ 7.18 6.41 Granted 294,500 3.57 Forfeited (171,625 ) 8.25 Exercised (29,135 ) 1.62 Outstanding at December 31, 2015 4,117,123 6.92 5.64 Granted 115,000 1.74 Forfeited (327,327 ) 8.26 Exercised (398,267 ) 0.85 Outstanding at December 31, 2016 3,506,529 7.32 5.04 Granted — — Forfeited (260,175 ) 5.40 Exercised (310,156 ) 0.50 Outstanding December 31, 2017 2,936,198 $ 8.21 4.48 $ 360 Vested, exercisable, and expected to vest (1) at December 31, 2017 2,929,438 $ 8.22 4.47 $ 360 Exercisable at December 31, 2017 2,796,568 $ 8.38 4.34 $ 360 (1) Options expected to vest reflect an estimated forfeiture rate. |
Schedule of Assumptions to Estimate Fair Value Options | We estimated the fair value of options granted using a Black-Scholes option pricing model with the following assumptions: For the Years Ended December 31, 2017 2016 2015 Expected volatility —% 51.5% 48.6% Expected dividends —% —% —% Expected term (years) 0.0 6.1 6.1 Risk-free interest rate —% 1.4% 1.7% Weighted-average estimated fair value of options granted during the year $— $0.86 $1.71 |
Schedule of Restricted Stock Units Award Activity | The following table summarizes restricted stock unit activity for the year ended December 31: Weighted average Number of grant date Awards fair value Outstanding at December 31, 2015 1,229,274 $ 4.67 Granted 1,470,154 1.74 Forfeited (133,950 ) 4.20 Vested and converted to shares, net of units withheld for taxes (505,238 ) 4.31 Outstanding at December 31, 2016 2,060,240 $ 2.70 Granted 1,701,252 2.32 Forfeited (417,725 ) 2.93 Vested and converted to shares, net of units withheld for taxes (540,673 ) 2.75 Units withheld for taxes (211,507 ) $ 2.75 Outstanding at December 31, 2017 2,591,587 $ 2.39 Expected to vest at December 31, 2017 2,462,007 $ 2.39 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Expense (Benefit) | The Company’s income tax expense (benefit) consists of the following (in thousands): 2017 2016 2015 Current: Federal $ (5,427 ) $ 3,835 $ 1,393 State 369 (1,293 ) 1,164 (5,058 ) 2,542 2,557 Deferred: Federal $ 2,643 $ (5,379 ) $ (2,578 ) State 1,090 (1,533 ) (365 ) 3,733 (6,912 ) (2,943 ) Total benefit $ (1,325 ) $ (4,370 ) $ (386 ) |
Schedule of Reconciliation of Federal Statutory Income Tax Expense to Actual Income Tax Expense | The reconciliation between the amount computed by applying the U.S. federal statutory rate of 34% to income before taxes and the Company's tax provision for 2017, 2016, and 2015 is as follows: 2017 2016 2015 Federal income at the statutory rate 34 % 34 % 35 % State income tax, net of federal benefit (8 )% 11 % (26 )% Permanent differences 1 % (1 )% (9 )% Work Opportunity Credit 2 % 1 % 9 % Return to provision true-up (1 )% (1 )% 4 % Valuation Allowance (13 )% (18 )% — % Rate change on deferreds (6 )% — % — % Other — % 2 % 4 % 9 % 28 % 17 % |
Schedule of Components of Deferred Tax Assets and Liabilities | The following table summarized the components of the Company's deferred tax assets and liabilities as of December 31, 2017 and 2016 (in thousands): 2017 2016 Deferred tax assets Bad debt reserve $ 11 $ 92 Vacation accrual 510 557 Workers Compensation 241 308 Nonqualified stock options 3,917 4,893 Debt issuance costs 27 279 Acquisition costs 23 66 State tax deferral 384 843 Deferred revenue 15 104 State tax credits 452 298 Net operating loss 453 217 Estimated liability for appeals 3,956 5,585 Other 448 146 Total deferred tax assets 10,437 13,388 Valuation allowance (5,772 ) (3,857 ) Total deferred tax assets net of valuation allowance 4,665 9,531 Deferred tax liabilities: Identifiable intangible assets (733 ) (1,299 ) Fixed assets (3,430 ) (4,009 ) Other (34 ) (22 ) Total deferred tax liabilities (4,197 ) (5,330 ) Net deferred tax assets (liabilities) $ 468 $ 4,201 |
Schedule of Unrecognized Tax Benefits | The following table reconciles the Company’s unrecognized tax benefits as of December 31, 2017 from its unrecognized tax benefits as of December 31, 2015 (in thousands): Unrecognized tax benefits balance at December 31, 2015 $ 895 Increase related to prior year tax positions 311 Decrease related to prior year tax positions (43 ) Increase related to current year tax positions — Settlements — Lapse of statute of limitations (176 ) Unrecognized tax benefits balance at December 31, 2016 987 Increase related to prior year tax positions 362 Decrease related to prior year tax positions — Increase related to current year tax positions — Settlements — Lapse of statute of limitations (267 ) Unrecognized tax benefits balance at December 31, 2017 $ 1,082 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | Aug. 03, 2017USD ($) | Jun. 30, 2017USD ($) | Nov. 30, 2017USD ($) | May 31, 2017USD ($) | Dec. 31, 2017USD ($)segmentCustomer | Dec. 31, 2016USD ($)Customer | Dec. 31, 2015USD ($)Customer |
Property, Plant and Equipment [Line Items] | |||||||
Number of segments | segment | 1 | ||||||
Restricted cash | $ 1,788 | $ 7,502 | |||||
Impairment of goodwill | $ 900 | 0 | $ 0 | ||||
Capitalized internal use software | 5,100 | 6,900 | 7,000 | ||||
Capitalized internal use software, depreciation expense | 6,700 | 5,800 | $ 4,800 | ||||
Healthcare contract accrual | 300 | ||||||
Estimated liability for appeals | $ 18,817 | 19,305 | |||||
Estimated liability for appeals | $ 19,000 | ||||||
Number of clients whose individual revenues exceeded 10% of total revenues | Customer | 2 | 3 | 3 | ||||
Allowance for doubtful accounts | $ 35 | $ 224 | |||||
Net payable to client | 12,800 | 13,074 | |||||
Receivable future overturned audits | 5,600 | 5,700 | |||||
Receivable, already overturned audits | 3,700 | 3,700 | |||||
Income tax benefit from employee stock awards | $ 0 | $ 103 | $ 22 | ||||
Furniture Fixtures and Equipment | Minimum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property | 5 years | ||||||
Furniture Fixtures and Equipment | Maximum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property | 7 years | ||||||
Building | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property | 31 years 6 months | ||||||
Computer Hardware and Software | Minimum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property | 3 years | ||||||
Computer Hardware and Software | Maximum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property | 5 years | ||||||
Customer contracts and related relationships | Minimum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Identifiable intangible assets estimated useful lives | 4 years | ||||||
Customer contracts and related relationships | Maximum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Identifiable intangible assets estimated useful lives | 20 years | ||||||
Perpetual license | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Identifiable intangible assets estimated useful lives | 5 years | ||||||
The largest three customers | Revenue | Customer Concentration Risk | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Concentration risk percentage | 63.00% | 55.00% | 55.00% | ||||
The largest three customers | Accounts Receivable | Customer Concentration Risk | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Concentration risk percentage | 31.00% | 57.00% | 54.00% | ||||
Commissions | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Allowance against accounts receivable | $ 18,500 | ||||||
Accounts Receivable | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Allowance against accounts receivable | 18,500 | ||||||
Amendment Number Eight to Credit Agreement | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Payment for debt extinguishment | $ 6,000 | $ 7,500 | |||||
Increase (decrease) in restricted cash | $ 1,800 | $ 6,000 | |||||
Accounting Standards Update 2016-09 | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Excess tax benefit | $ 324 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Details of Revenue by Major Customers (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue, Major Customer [Line Items] | |||
Revenues | $ 132,049 | $ 141,360 | $ 159,381 |
Customer 1 | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Revenues | $ 43,189 | $ 33,243 | $ 37,878 |
Customer 1 | Revenue | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenue | 32.70% | 23.50% | 23.80% |
Customer 2 | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Revenues | $ 27,367 | $ 23,196 | $ 31,709 |
Customer 2 | Revenue | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenue | 20.70% | 16.40% | 19.90% |
Customer 3 | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Revenues | $ 21,949 | $ 17,696 | |
Customer 3 | Revenue | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenue | 15.50% | 11.10% |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Reconciliation of Basic to Diluted Weighted-Average Shares Outstanding (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Weighted average shares outstanding – basic (shares) | 50,688 | 50,038 | 49,415 |
Dilutive effect of stock options (shares) | 0 | 0 | 0 |
Weighted average shares outstanding – diluted (shares) | 50,688 | 50,038 | 49,415 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Anti-Dilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares | 4,604,218 | 3,996,701 | 4,430,292 |
Employee stock option, out of the money | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares | 3,713,116 | 3,360,384 | 3,812,516 |
Employee stock option, in the money | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares | 891,102 | 636,317 | 617,776 |
Property, Equipment, and Leas33
Property, Equipment, and Leasehold Improvements - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense of property, equipment and leasehold improvements | $ 10,000 | $ 9,600 | $ 9,300 |
Proceeds from sale of property, equipment, and leasehold improvements | $ 0 | $ 0 | 1,268 |
Texas | |||
Property, Plant and Equipment [Line Items] | |||
Proceeds from sale of property, equipment, and leasehold improvements | 1,300 | ||
Gain | $ 600 |
Property, Equipment, and Leas34
Property, Equipment, and Leasehold Improvements - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | $ 85,339 | $ 80,842 |
Less accumulated depreciation and amortization | (64,395) | (57,107) |
Property, equipment and leasehold improvements, net | 20,944 | 23,735 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 1,122 | 1,122 |
Building and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 6,410 | 6,203 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 5,763 | 5,656 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | $ 72,044 | $ 67,861 |
Identifiable Intangible Asset35
Identifiable Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |||
Amortization expense | $ 0.9 | $ 3.7 | $ 3.8 |
Impairment | $ 0.1 | $ 15.4 | $ 0.2 |
Identifiable Intangible Asset36
Identifiable Intangible Assets - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amounts | $ 25,378 | $ 25,694 |
Accumulated Amortization | (20,514) | (19,799) |
Net | 4,864 | 5,895 |
Customer contracts and related relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amounts | 22,128 | 22,381 |
Accumulated Amortization | (17,264) | (16,560) |
Net | 4,864 | 5,821 |
Perpetual license | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amounts | 3,250 | 3,313 |
Accumulated Amortization | (3,250) | (3,239) |
Net | $ 0 | $ 74 |
Identifiable Intangible Asset37
Identifiable Intangible Assets - Schedule of Estimated Aggregate Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
2,018 | $ 811 | |
2,019 | 811 | |
2,020 | 811 | |
2,021 | 811 | |
2,022 | 811 | |
Thereafter | 809 | |
Net | $ 4,864 | $ 5,895 |
Credit Agreement - Narrative (D
Credit Agreement - Narrative (Details) | Aug. 07, 2017USD ($)extension_period$ / sharesshares | May 03, 2017USD ($) | Aug. 31, 2017USD ($) | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 28, 2012USD ($) | Mar. 19, 2012USD ($) |
Line of Credit Facility [Line Items] | ||||||||||||
Number of optional, additional extension periods | extension_period | 2 | |||||||||||
Duration of optional, additional extension periods | 1 year | |||||||||||
Write-off of unamortized debt issuance costs | $ 1,000,000 | $ 1,049,000 | $ 468,000 | $ 0 | ||||||||
Exercise price (USD per share) | $ / shares | $ 1.92 | |||||||||||
Value of warrants outstanding | $ 3,300,000 | |||||||||||
Remaining discount amortization period | 36 months | |||||||||||
Debt issuance costs | $ 600,000 | |||||||||||
Credit Agreement | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Recapitalized amount under credit agreement | $ 147,500,000 | |||||||||||
Term A Loan | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Recapitalized amount under credit agreement | 57,000,000 | |||||||||||
Term B Loan | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Recapitalized amount under credit agreement | $ 19,500,000 | 79,500,000 | ||||||||||
Revolving credit facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Recapitalized amount under credit agreement | $ 11,000,000 | |||||||||||
Amendment Number Eight to Credit Agreement | Term B Loan | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Quarterly payments of principal | $ 247,500 | |||||||||||
Interest rate (as a percent) | 3.00% | |||||||||||
Initial Term Loan | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Diluted undistributed earnings (as a percent) | 7.50% | |||||||||||
Exercise price (USD per share) | $ / shares | $ 1.92 | |||||||||||
Initial Term Loan | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Long-term borrowings outstanding | $ 44,000,000 | |||||||||||
Additional Term Loans | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Diluted undistributed earnings (as a percent) | 0.15% | |||||||||||
Securities called per warrant (shares) | shares | 77,267 | |||||||||||
Additional Term Loans | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Long-term borrowings outstanding | $ 15,000,000 | |||||||||||
New Credit Agreement | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Floor rate (as a percent) | 1.00% | |||||||||||
Weighted-average interest rate (as a percent) | 8.60% | |||||||||||
Periodic principal payment (as a percent) | 5.00% | |||||||||||
Required premium (as a percent) | 1.00% | |||||||||||
Securities called by warrants (shares) | shares | 3,863,326 | |||||||||||
Allotment of securities called by warrants | $ 1,000,000 | |||||||||||
New Credit Agreement | Minimum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Excess cash flow (as a percent) | 0.00% | |||||||||||
Debt to EBITDA ratio | 1 | |||||||||||
New Credit Agreement | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Excess cash flow (as a percent) | 75.00% | |||||||||||
Debt to EBITDA ratio | 6 | |||||||||||
London Interbank Offered Rate (LIBOR) | New Credit Agreement | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 7.00% | |||||||||||
London Interbank Offered Rate (LIBOR) | New Credit Agreement | Minimum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 5.50% | |||||||||||
London Interbank Offered Rate (LIBOR) | New Credit Agreement | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 10.00% | |||||||||||
Forecast | New Credit Agreement | Minimum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Interest coverage ratio | 0.5 | 1 | 1 | 1 | ||||||||
Forecast | New Credit Agreement | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Interest coverage ratio | 1 | 1 | 1.25 | 1.25 |
Credit Agreement - Payment unde
Credit Agreement - Payment under Credit Agreement (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Line of Credit Facility [Line Items] | |
Loan payable less unamortized discount and debt issuance costs | $ 40,584 |
New Credit Agreement | |
Line of Credit Facility [Line Items] | |
2,018 | 2,200 |
2,019 | 2,200 |
2,020 | 39,600 |
2,021 | 0 |
Loan payable less unamortized discount and debt issuance costs | $ 44,000 |
Credit Agreement - Warrant Valu
Credit Agreement - Warrant Valuation (Details) | 12 Months Ended |
Dec. 31, 2017$ / shares | |
Debt Disclosure [Abstract] | |
Exercise price (USD per share) | $ 1.92 |
Share price on date of issuance (USD per share) | $ 1.85 |
Volatility (as a percent) | 50.00% |
Risk-free interest rate (as a percent) | 1.83% |
Expected dividend yield (as a percent) | 0.00% |
Contractual term (in years) | 5 years |
Credit Agreement - Outstanding
Credit Agreement - Outstanding Debt Obligations (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
Principal amount | $ 44,000 |
Less: unamortized discount and debt issuance costs | (3,416) |
Loan payable less unamortized discount and debt issuance costs | 40,584 |
Less: current maturities | (2,029) |
Long-term loan payable, net of current maturities | $ 38,555 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) ft² in Thousands, $ in Millions | 12 Months Ended | |||
Dec. 31, 2017USD ($)ft²lease_agreement | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Oct. 31, 2017ft² | |
Commitment and Contingencies [Line Items] | ||||
Number of lease agreements | lease_agreement | 2 | |||
Lease expense | $ | $ 2.7 | $ 2.8 | $ 3 | |
California | ||||
Commitment and Contingencies [Line Items] | ||||
Area of land (in square feet) | 50 | |||
Texas | ||||
Commitment and Contingencies [Line Items] | ||||
Area of land (in square feet) | 26 | |||
Florida | ||||
Commitment and Contingencies [Line Items] | ||||
Area of land (in square feet) | 32 |
Commitments and Contingencies43
Commitments and Contingencies - Future Minimum Rental Commitments under Non-Cancelable Leases (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 2,564 |
2,019 | 3,046 |
2,020 | 3,010 |
2,021 | 2,132 |
2,022 | 1,710 |
Thereafter | 2,190 |
Total | $ 14,652 |
Capital Stock - Narrative (Deta
Capital Stock - Narrative (Details) - shares | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 15, 2012 |
Equity [Abstract] | |||
Common stock authorized (shares) | 500,000,000 | 500,000,000 | 500,000,000 |
Convertible preferred stock authorized (shares) | 50,000,000 |
Stock-based Compensation - Narr
Stock-based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Estimated life of stock options | 10 years | ||
Stock-based compensation expense | $ 3,700 | $ 4,700 | $ 5,000 |
Granted (USD per share) | $ 1.74 | $ 3.57 | |
Aggregate intrinsic value of stock options exercised | 400 | $ 400 | $ 100 |
Unrecognized stock-based compensation | $ 300 | 2,000 | 4,700 |
Recognition period | 11 months 5 days | ||
Proceeds from exercise of stock options | $ 155 | 337 | 37 |
Income tax benefit from employee stock awards | $ 0 | $ 103 | $ 22 |
Expected volatility, company weighting (as a percent) | 88.00% | ||
Expected dividends | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
2007 Stock Option Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
2012 Stock Incentive Plan | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
2012 Stock Incentive Plan | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
Nonqualified Stock Option Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price of stock options relative to common stock fair market value (as a percent) | 85.00% | ||
Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price of stock options relative to common stock fair market value (as a percent) | 100.00% | ||
Stock Option | 2007 Stock Option Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock available for future issuance (shares) | 4,000,000 | ||
Stock Option | 2012 Stock Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock available for future issuance (shares) | 10,550,000 | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares paid for tax withholding | 212,000 | 148,000 | |
Compensation expense that has yet to be recognized | $ 4,300 | $ 3,700 | |
Remaining weighted average vesting period | 2 years 8 months 5 days | ||
Restricted Stock | 2012 Stock Incentive Plan | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year | ||
Restricted Stock | 2012 Stock Incentive Plan | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of units vested (shares) | 752,180 | 505,238 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Weighted average exercise price per share | ||||
Granted (USD per share) | $ 1.74 | $ 3.57 | ||
Options | ||||
Outstanding Options | ||||
Outstanding at beginning of period (shares) | 3,506,529 | 4,117,123 | 4,023,383 | |
Granted (shares) | 0 | 115,000 | 294,500 | |
Forfeited (shares) | (260,175) | (327,327) | (171,625) | |
Exercised (shares) | (310,156) | (398,267) | (29,135) | |
Outstanding at end of period (shares) | 2,936,198 | 3,506,529 | 4,117,123 | 4,023,383 |
Vested, exercisable, and expected to vest (shares) | 2,929,438 | |||
Exercisable (shares) | 2,796,568 | |||
Weighted average exercise price per share | ||||
Outstanding at beginning of period (USD per share) | $ 7.32 | $ 6.92 | $ 7.18 | |
Granted (USD per share) | 0 | 1.74 | 3.57 | |
Forfeited (USD per share) | 5.40 | 8.26 | 8.25 | |
Exercised (USD per share) | 0.50 | 0.85 | 1.62 | |
Outstanding at end of period (USD per share) | 8.21 | $ 7.32 | $ 6.92 | $ 7.18 |
Vested, exercisable, and expected to vest (USD per share) | 8.22 | |||
Exercisable (USD per share) | $ 8.38 | |||
Weighted average remaining contractual life (Years) | ||||
Outstanding | 4 years 5 months 22 days | 5 years 16 days | 5 years 7 months 22 days | 6 years 4 months 28 days |
Vested, exercisable, and expected to vest | 4 years 5 months 20 days | |||
Exercisable | 4 years 4 months 2 days | |||
Aggregate Intrinsic Value (in thousands) | ||||
Outstanding | $ 360 | |||
Vested, exercisable, and expected to vest | 360 | |||
Exercisable | $ 360 |
Stock-based Compensation - Assu
Stock-based Compensation - Assumptions to Estimate Fair Value Options (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected volatility | 0.00% | 51.50% | 48.60% |
Expected dividends | 0.00% | 0.00% | 0.00% |
Expected term | 0 days | 6 years 26 days | 6 years 29 days |
Risk-free interest rate | 0.00% | 1.40% | 1.70% |
Weighted-average estimated fair value of options granted during the year (USD per share) | $ 0 | $ 0.86 | $ 1.71 |
Stock-based Compensation - Rest
Stock-based Compensation - Restricted Stock Units Activity (Details) - Restricted Stock Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | |
Number of Awards | |||
Balance at beginning of period (shares) | 2,060,240 | 1,229,274 | |
Granted (shares) | 1,701,252 | 1,470,154 | |
Forfeited (shares) | (417,725) | (133,950) | |
Vested and converted to shares, net of units withheld for taxes (shares) | (540,673) | (505,238) | |
Units withheld for taxes (shares) | (211,507) | ||
Balance at end of period (shares) | 2,591,587 | 2,060,240 | |
Expected to vest (shares) | 2,462,007 | ||
Weighted average grant date fair value | |||
Balance at beginning of period (USD per share) | $ 2.70 | $ 4.67 | |
Granted (USD per share) | 2.32 | 1.74 | |
Forfeited (USD per share) | 2.93 | 4.20 | |
Vested and converted to shares, net of units withheld for taxes (USD per share) | 2.75 | 4.31 | |
Units withheld for taxes (USD per share) | 2.75 | ||
Balance at end of period (USD per share) | $ 2.70 | $ 4.67 | $ 2.39 |
Expected to vest (USD per share) | $ 2.39 |
Employee Benefit Plan - Narrati
Employee Benefit Plan - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Retirement Benefits [Abstract] | |||
Employer matching contributions during period | $ 0 | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax [Line Items] | |||
Valuation allowance | $ 5,772,000 | $ 3,857,000 | |
Valuation allowance, increase | 1,900,000 | ||
State tax credits | 452,000 | 298,000 | |
State net operating loss carryforwards | 400,000 | ||
Federal net operating loss carryforwards | 100,000 | ||
Federal tax credit carryforwards | 300,000 | ||
Unrecognized tax benefits | 1,082,000 | 987,000 | $ 895,000 |
Tax penalties expense | 0 | ||
Tax penalties accrued | 0 | $ 0 | |
Unrecognized tax benefits that would impact effective tax rate | 1,100,000 | ||
California Enterprise Zone | |||
Income Tax [Line Items] | |||
Valuation allowance | $ 5,800,000 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ (5,427) | $ 3,835 | $ 1,393 |
State | 369 | (1,293) | 1,164 |
Current, total | (5,058) | 2,542 | 2,557 |
Deferred: | |||
Federal | 2,643 | (5,379) | (2,578) |
State | 1,090 | (1,533) | (365) |
Deferred, total | 3,733 | (6,912) | (2,943) |
Total benefit | $ (1,325) | $ (4,370) | $ (386) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Federal Statutory Income Tax Expense to Actual Income Tax Expense (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Federal income at the statutory rate | 34.00% | 34.00% | 35.00% |
State income tax, net of federal benefit | (8.00%) | 11.00% | (26.00%) |
Permanent differences | 1.00% | (1.00%) | (9.00%) |
Work Opportunity Credit | 2.00% | 1.00% | 9.00% |
Return to provision true-up | (1.00%) | (1.00%) | 4.00% |
Valuation Allowance | (13.00%) | (18.00%) | 0.00% |
Rate change on deferreds | (6.00%) | 0.00% | 0.00% |
Other | 0.00% | 2.00% | 4.00% |
Total income tax expense, percentage | 9.00% | 28.00% | 17.00% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets | ||
Bad debt reserve | $ 11 | $ 92 |
Vacation accrual | 510 | 557 |
Workers Compensation | 241 | 308 |
Nonqualified stock options | 3,917 | 4,893 |
Debt issuance costs | 27 | 279 |
Acquisition costs | 23 | 66 |
State tax deferral | 384 | 843 |
Deferred revenue | 15 | 104 |
State tax credits | 452 | 298 |
Net operating loss | 453 | 217 |
Estimated liability for appeals | 3,956 | 5,585 |
Other | 448 | 146 |
Total deferred tax assets | 10,437 | 13,388 |
Valuation allowance | (5,772) | (3,857) |
Total deferred tax assets net of valuation allowance | 4,665 | 9,531 |
Deferred tax liabilities: | ||
Identifiable intangible assets | (733) | (1,299) |
Fixed assets | (3,430) | (4,009) |
Other | (34) | (22) |
Total deferred tax liabilities | (4,197) | (5,330) |
Net deferred tax assets (liabilities) | $ 468 | $ 4,201 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at beginning of period of unrecognized tax benefits | $ 987 | $ 895 |
Increase related to prior year tax positions | 362 | 311 |
Decrease related to prior year tax positions | 0 | (43) |
Increase related to current year tax positions | 0 | 0 |
Settlements | 0 | 0 |
Lapse of statute of limitations | (267) | (176) |
Balance at end of period of unrecognized tax benefits | $ 1,082 | $ 987 |
Other Commitments and Conting55
Other Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure Other Commitments And Contingencies Additional Information [Abstract] | ||
Cash held in trust for customers | $ 0.7 | $ 1.4 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) $ in Thousands | Jan. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | ||||
Release in estimated liability for appeals | $ 488 | $ (187) | $ (493) | |
Increase in prepaid expense and other assets | $ (8) | $ (247) | $ 374 | |
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Release in estimated liability for appeals | $ 21,500 | |||
Increase in prepaid expense and other assets | $ 7,100 |
SCHEDULE II - VALUATION AND Q57
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 224 | $ 386 | $ 32 |
Additions Charged against Expense | 35 | 0 | 354 |
Recoveries | 0 | (162) | 0 |
Charge-offs and Releases | (224) | 0 | 0 |
Balance at End of Period | 35 | 224 | 386 |
Estimated allowance and liability for appeals | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 19,305 | 19,118 | 18,625 |
Additions Charged against Expense | 300 | 2,085 | 2,109 |
Appeals Found in Providers Favor | (788) | (1,898) | (1,616) |
Balance at End of Period | 18,817 | 19,305 | 19,118 |
Deferred tax asset valuation allowance | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 3,857 | 452 | 349 |
Additions Charged against Expense | 1,915 | 3,405 | 103 |
Charge-offs and Releases | 0 | 0 | 0 |
Balance at End of Period | $ 5,772 | $ 3,857 | $ 452 |