Document and Entity Information
Document and Entity Information | 9 Months Ended |
Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |
Document Type | S-1/A |
Amendment Flag | true |
AmendmentDescription | Amendment No. 1 to FORM S-1. |
Document Period End Date | Jun. 30, 2015 |
Trading Symbol | CIVI |
Entity Registrant Name | CIVITAS SOLUTIONS, INC. |
Entity Central Index Key | 1,608,638 |
Entity Filer Category | Non-accelerated Filer |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Current assets: | |||
Cash and cash equivalents | $ 16,665 | $ 196,147 | $ 19,440 |
Restricted cash | 1,498 | 1,944 | 807 |
Accounts receivable, net | 150,186 | 141,378 | 144,954 |
Deferred tax assets, net | 17,238 | 18,176 | 18,424 |
Prepaid expenses and other current assets | 24,619 | 16,207 | 18,641 |
Total current assets | 210,206 | 373,852 | 202,266 |
Property and equipment, net | 164,164 | 159,486 | 153,635 |
Intangible assets, net | 315,401 | 327,726 | 336,191 |
Goodwill | 274,520 | 257,632 | 235,525 |
Restricted cash | 50,000 | 50,000 | 50,000 |
Other assets | 42,969 | 39,258 | 43,652 |
Total assets | 1,057,260 | 1,207,954 | 1,021,269 |
Current liabilities: | |||
Accounts payable | 22,475 | 22,350 | 26,568 |
Accrued payroll and related costs | 82,779 | 84,176 | 65,340 |
Other accrued liabilities | 43,158 | 49,320 | 45,066 |
Obligations under capital lease, current | 485 | 451 | 430 |
Current portion of long-term debt | 6,554 | 168,000 | 5,600 |
Total current liabilities | 155,451 | 324,297 | 143,004 |
Other long-term liabilities | 76,923 | 69,314 | 68,936 |
Deferred tax liabilities, net | 59,990 | 57,552 | 69,816 |
Obligations under capital lease, less current portion | 5,690 | 6,058 | 6,509 |
Long-term debt, less current portion | $ 639,142 | $ 635,195 | $ 779,519 |
Commitments and Contingencies | |||
Stockholders' Equity | |||
Common stock | $ 370 | $ 370 | $ 253 |
Additional paid-in capital | 277,280 | 272,943 | 90,072 |
Accumulated gain on derivatives | 1,381 | 0 | (1,880) |
Accumulated deficit | (158,967) | (157,775) | (134,960) |
Total stockholders' equity | 120,064 | 115,538 | (46,515) |
Total liabilities and stockholders' equity | $ 1,057,260 | $ 1,207,954 | $ 1,021,269 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Statement of Financial Position [Abstract] | |||
Allowances for accounts receivable | $ 11,392 | $ 11,491 | $ 12,494 |
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 350,000,000 | 350,000,000 | 350,000,000 |
Common stock, shares issued (shares) | 36,950,000 | 36,950,000 | 25,250,000 |
Common stock, shares outstanding (shares) | 36,950,000 | 36,950,000 | 25,250,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Statement [Abstract] | |||||
Net revenue | $ 1,015,764 | $ 928,547 | $ 1,255,838 | $ 1,182,509 | $ 1,107,351 |
Cost of revenue (exclusive of depreciation expense shown below) | 786,024 | 725,754 | 983,043 | 921,618 | 861,691 |
Operating expenses: | |||||
General and administrative | 119,452 | 108,104 | 145,041 | 145,184 | 139,630 |
Depreciation and amortization | 64,278 | 50,594 | 67,488 | 63,573 | 59,987 |
Total operating expenses | 183,730 | 158,698 | 212,529 | 208,757 | 199,617 |
Income from operations | 46,010 | 44,095 | 60,266 | 52,134 | 46,043 |
Other income (expense): | |||||
Management fee of related party | (162) | (1,041) | (9,488) | (1,359) | (1,325) |
Other income (expense), net | (333) | 664 | 191 | 911 | 2 |
Extinguishment of debt | (17,058) | (14,699) | (14,699) | 0 | 0 |
Interest income | 183 | 135 | 328 | ||
Interest expense | (28,868) | (53,204) | (69,349) | (78,075) | (79,445) |
Income (loss) from continuing operations before income taxes | (411) | (24,185) | (32,896) | (26,254) | (34,397) |
Expense (benefit) for income taxes | (185) | (7,243) | (11,463) | (9,942) | (19,883) |
Income (loss) from continuing operations | (226) | (16,942) | (21,433) | (16,312) | (14,514) |
(Loss) gain from discontinued operations, net of tax | (966) | 67 | (1,382) | (1,984) | 245 |
Net income (loss) | $ (1,192) | $ (16,875) | $ (22,815) | $ (18,296) | $ (14,269) |
Income (loss) per common share, basic and diluted | |||||
Income (loss) from continuing operations (in dollars per share) | $ (0.01) | $ (0.67) | $ (0.84) | $ (0.65) | $ (0.57) |
Income (loss) from discontinued operations (in dollars per share) | (0.02) | 0 | (0.05) | (0.07) | 0 |
Net income (loss) (in dollars per share) | $ (0.03) | $ (0.67) | $ (0.89) | $ (0.72) | $ (0.57) |
Weighted average number of common shares outstanding, basic | 36,950,000 | 25,250,000 | |||
Weighted average number of common shares outstanding, basic and diluted | 25,538,493 | 25,250,000 | 25,250,000 | ||
Weighted average number of common shares outstanding, diluted | 36,950,000 | 25,250,000 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Statement of Comprehensive Income [Abstract] | |||||
Net income (loss) | $ (1,192) | $ (16,875) | $ (22,815) | $ (18,296) | $ (14,269) |
Other comprehensive gain, net of tax: | |||||
Gain on derivative instrument classified as cash flow hedge, including a tax effect | 1,381 | 466 | 466 | 1,478 | 659 |
Reclassification adjustments for gains on derivative instruments included in net income, net | 0 | 884 | 1,414 | 0 | 0 |
Comprehensive income (loss) | $ 189 | $ (15,525) | $ (20,935) | $ (16,818) | $ (13,610) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Tax effects of changes in unrealized gain on derivatives | $ 310 | $ 310 |
Tax effects of reclassification adjustments on derivatives | $ 589 | $ 942 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Cash Flows from Operating activities: | |||||
Net loss | $ (1,192) | $ (16,875) | $ (22,815) | $ (18,296) | $ (14,269) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||
Accounts receivable allowances | 11,573 | 12,487 | 20,392 | 18,286 | 12,902 |
Depreciation of property and equipment | 24,597 | 20,931 | 28,400 | 25,400 | 23,800 |
Depreciation and amortization | 28,742 | 25,753 | 24,118 | ||
Amortization of intangible assets | 29,184 | 28,745 | 37,953 | 37,600 | 36,885 |
Amortization and write-off of original issue discount and initial purchasers discount | 4,829 | 6,659 | 7,101 | 2,946 | 2,956 |
Amortization and write-off of financing costs | 2,749 | 9,707 | 10,523 | 2,851 | 2,395 |
Stock-based compensation | 3,761 | 103 | 895 | 273 | 672 |
Deferred income taxes | 2,437 | (4,382) | (12,848) | (10,951) | (15,038) |
Deferred income taxes | (13,266) | (12,212) | (16,103) | ||
Loss on disposal of assets | 422 | 463 | 385 | 165 | 283 |
Gain on changes in derivative fair value | 0 | (884) | (33) | 0 | 0 |
Non-cash impairment charge | 10,611 | 1,310 | 3,605 | 6,344 | 955 |
Net change in fair value of contingent liabilities | 317 | 0 | |||
Changes in operating assets and liabilities, net of acquisitions | |||||
Accounts receivable | (20,381) | (10,645) | (16,817) | (9,249) | (33,092) |
Other assets | (12,489) | 6,057 | 4,369 | 553 | (2,087) |
Accounts payable | 87 | (1,069) | (4,279) | (5,930) | 5,961 |
Accrued payroll and related costs | (1,397) | 15,562 | 18,836 | 5,330 | 3,324 |
Other accrued liabilities | (7,967) | 8,814 | 9,079 | (2,719) | 6,562 |
Other long-term liabilities | 3,573 | (10,316) | (754) | 4,043 | (2,211) |
Net cash provided by operating activities | 50,714 | 66,667 | 83,916 | 55,738 | 29,251 |
Cash Flows from Investing activities: | |||||
Acquisition of businesses, net of cash acquired | (38,738) | (15,178) | (53,699) | (9,275) | (16,544) |
Purchases of property and equipment | (30,310) | (24,271) | (35,295) | (31,901) | (29,995) |
Changes in restricted cash | 446 | (1,156) | (1,137) | 327 | (198) |
Proceeds from sale of assets | 1,068 | 894 | 1,207 | 1,472 | 4,075 |
Net cash used in investing activities | (67,534) | (39,711) | (88,924) | (39,377) | (42,662) |
Cash Flows from Financing activities: | |||||
Issuance of long term-debt, net of original issue discount | 54,450 | 598,500 | 598,500 | 30,000 | 0 |
Repayments of long-term debt | (216,778) | (586,026) | (587,525) | (5,525) | (5,300) |
Proceeds from borrowings under senior revolver | 206,700 | 9,300 | 9,300 | 469,400 | 679,200 |
Repayments of borrowings under senior revolver | (206,700) | (9,300) | (9,300) | (488,400) | (660,200) |
Repayments of capital lease obligations | (334) | (311) | (430) | (434) | (399) |
Dividend to NMH Investment | 0 | (110) | (110) | (39) | (75) |
Payments of financing costs | 0 | (10,923) | (10,923) | (2,048) | (78) |
Proceeds from the issuance of common stock, net of offering costs | 182,203 | 0 | 0 | ||
Net cash (used in) provided by financing activities | (162,662) | 1,130 | 181,715 | 2,954 | 13,148 |
Net (decrease) increase in cash and cash equivalents | (179,482) | 28,086 | 176,707 | 19,315 | (263) |
Cash and cash equivalents at beginning of period | 196,147 | 19,440 | 19,440 | 125 | 388 |
Cash and cash equivalents at end of period | 16,665 | 47,526 | 196,147 | 19,440 | 125 |
Supplemental disclosure of cash flow information | |||||
Cash paid for interest | 29,508 | 42,666 | 64,155 | 71,670 | 73,110 |
Cash paid for call premium on redemption of senior notes | 11,688 | 2,375 | |||
Cash paid for income taxes | 1,498 | 393 | 632 | 1,665 | 441 |
Supplemental disclosure of non-cash investing activities: | |||||
Accrual for acquisition paid in July 2014 | 0 | 1,500 | 2,400 | 0 | 0 |
Accrued property and equipment | 996 | 646 | 966 | 919 | 2,093 |
Fair value of contingent consideration related to acquisitions | $ 6,100 | $ 0 | |||
Capital lease obligation incurred to acquire assets | $ 0 | $ 0 | $ 2,434 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Statement [Abstract] | |||
(Loss) gain from discontinued operations, tax expense (benefit) | $ (877) | $ (1,260) | $ 155 |
Statement of Shareholders' Equi
Statement of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Retained Earnings [Member] |
Beginning Balance at Sep. 30, 2011 | $ (16,918) | $ 253 | $ 89,241 | $ (4,017) | $ (102,395) |
Beginning Balance (Shares) at Sep. 30, 2011 | 25,250,000 | ||||
Other comprehensive income, net of tax | 659 | 659 | |||
Stock-based compensation | 672 | 672 | |||
Dividend to NMH Investment | (75) | (75) | |||
Net loss | (14,269) | (14,269) | |||
Ending Balance at Sep. 30, 2012 | (29,931) | $ 253 | 89,838 | (3,358) | (116,664) |
Ending Balance (Shares) at Sep. 30, 2012 | 25,250,000 | ||||
Other comprehensive income, net of tax | 1,478 | 1,478 | |||
Stock-based compensation | 273 | 273 | |||
Dividend to NMH Investment | (39) | (39) | |||
Net loss | (18,296) | (18,296) | |||
Ending Balance at Sep. 30, 2013 | (46,515) | $ 253 | 90,072 | (1,880) | (134,960) |
Ending Balance (Shares) at Sep. 30, 2013 | 25,250,000 | ||||
Issuance of common stock, net of issuance costs | 182,203 | $ 117 | 182,086 | ||
Issuance of common stock, net of issuance Shares | 11,700,000 | ||||
Other comprehensive income, net of tax | 1,880 | $ 1,880 | |||
Stock-based compensation | 895 | 895 | |||
Dividend to NMH Investment | (110) | (110) | |||
Net loss | (22,815) | (22,815) | |||
Ending Balance at Sep. 30, 2014 | 115,538 | $ 370 | $ 272,943 | $ (157,775) | |
Ending Balance (Shares) at Sep. 30, 2014 | 36,950,000 | ||||
Net loss | (1,192) | ||||
Ending Balance at Jun. 30, 2015 | $ 120,064 |
Business Overview
Business Overview | 9 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Overview | 1. Business Overview Civitas Solutions, Inc. (“Civitas”), through its wholly-owned subsidiaries (collectively, the “Company”), is the leading provider of home- and community-based health and human services to individuals with intellectual and/or developmental disabilities, acquired brain injury and other catastrophic injuries and illnesses; and to youth with emotional, behavioral and/or medically complex challenges. Since the Company’s founding in 1980, the Company’s operations have grown to 35 states. The Company provides residential services to approximately 12,400 clients and more than 17,800 clients receive periodic services from the Company in non-residential settings. The Company designs customized service plans to meet the unique needs of its clients, which it delivers in home- and community-based settings. Most of the Company’s service plans involve residential support, typically in small group homes, host home settings, or specialized community facilities, designed to improve the clients’ quality of life and to promote their independence and participation in community life. Other services offered include supported living, day and transitional programs, vocational services, case management, family-based and outpatient therapeutic services, post-acute treatment and neurorehabilitation, neurobehavioral rehabilitation and physical, occupational and speech therapies, among others. The Company’s customized service plans offer its clients as well as the payors of these services, an attractive, cost-effective alternative to health and human services provided in large, institutional settings. Civitas Solutions, Inc. is a subsidiary of NMH Investment, LLC (“NMH Investment”), which was formed in connection with the acquisition of our business by affiliates of Vestar Capital Partners (“Vestar”) in 2006. The equity interests of NMH Investment are owned by Vestar and certain of our executive officers and directors and other members of management. NMH Holdings, LLC is a wholly owned subsidiary of Civitas and National Mentor Holdings, Inc. (“NMHI”) is a wholly-owned subsidiary of NMH Holdings, LLC (“NMHH”). |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited condensed consolidated financial statements herein should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014, which is on file with the SEC. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of normal and recurring accruals, necessary to present fairly the financial statements in accordance with GAAP. Intercompany balances and transactions between the Company and its subsidiaries have been eliminated in consolidation. Operating results for the nine months ended June 30, 2015 may not necessarily be indicative of results to be expected for any other interim period or for the full year. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Our financial results are affected by the selection and application of accounting policies and methods. There were no material changes in the nine months ended June 30, 2015 to the application of significant accounting policies as described in our audited financial statements for the year ended September 30, 2014. Statement of Cash Flow Correction In the Company’s Quarterly Report on Form 10-Q for the three and six months ended March 31, 2015, the Company incorrectly included the fair value of contingent consideration related to acquisitions of businesses, net of cash acquired, and the corresponding changes to other accrued and long term liabilities, in its cash flow statement for the six months ended March 31, 2015. This resulted in an overstatement of net cash provided by operating activities and an overstatement of net cash used in investing activities of $6.1 million for the six months ended March 31, 2015. For the six months ended March 31, 2015, the Company’s net cash provided by operating activities was $15.4 million, and the Company’s net cash used in investing activities was $50.6 million. This has been corrected in the reported amounts for the nine months ended June 30, 2015. | 2. Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions between the Company and its subsidiaries have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. On an on-going basis, we evaluate our estimates and judgments and methodologies. Actual results could differ from these estimates under different assumptions or conditions. These accounting policies and estimates are periodically reevaluated, and adjustments are made when facts and circumstances dictate a change. Fair Value Measurements The accounting standard for fair value measurements defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and requires detailed disclosures about fair value measurements. Under this standard, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect certain market assumptions. This standard classifies these inputs into the following hierarchy: Level 1 Inputs Level 2 Inputs Level 3 Inputs The fair value hierarchy level is determined by asset class based on the lowest level of significant input. In periods of market inactivity, the observability of prices and inputs may be reduced for certain instruments. This condition could cause an instrument to be reclassified between levels. During the year ended September 30, 2014, there were no transfers between levels. The carrying amounts of the Company’s cash and cash equivalents, accounts receivable, net, accounts payable, accrued expenses, self- insurance assets and liabilities and variable rate debt approximate their fair value. Cash Equivalents The Company considers short-term investments with maturity dates of 90 days or less at the date of purchase to be cash equivalents. Cash equivalents primarily consist of money market funds and the carrying value of cash equivalents approximates fair value. Restricted Cash Restricted cash consists of a cash collateral account set up to support the issuance of letters of credit under the Company’s institutional letter of credit facility and funds provided from government payors restricted for client use. Concentrations of Credit and Other Risks Financial instruments that potentially subject the Company to credit risk primarily consist of cash and cash equivalents, self- insurance receivables and accounts receivable. Cash and cash equivalents are deposited with federally insured commercial banks in the United States, which, at times may exceed federally insured limits. The unlimited coverage by the Federal Deposit Insurance Corporation (“FDIC”) expired on December 31, 2012. Accounts are currently guaranteed by the FDIC up to $250 thousand. The Company has not experienced any losses in such accounts. The Company derives approximately 90% of its revenue from state and local government payors. These entities fund a significant portion of their payments to the Company through federal matching funds, which pass through various state and local government agencies. Revenue Recognition Revenue is reported net of allowances for unauthorized sales and estimated sales adjustments. Revenue is also reported net of any state provider taxes or gross receipts taxes levied on services the Company provides. Sales adjustments are estimated based on an analysis of historical sales adjustments and recent developments in payment trends. Revenue is recognized when evidence of an arrangement exists, the service has been provided, the price is fixed or determinable and collectability is reasonably assured. The Company recognizes revenue for services performed pursuant to contracts with various state and local government agencies and private health care agencies as follows: cost-reimbursement contract revenue is recognized at the time the service costs are incurred and units-of-service contract revenue is recognized at the time the service is provided. For the Company’s cost-reimbursement contracts, the rate provided by the payor is based on a certain level of service and types of costs incurred in delivering the service. From time to time, the Company receives payments under cost-reimbursement contracts in excess of the allowable costs required to support those payments. In such instances, the Company estimates and records a liability for such excess payments. At the end of the contract period, any balance of excess payments is maintained as a liability until it is reimbursed to the payor. Revenue in the future may be affected by changes in rate-setting structures, methodologies or interpretations that may be enacted in states where the Company operates or by the federal government. Cost of Revenue The Company classifies expenses directly related to providing services as cost of revenue, except for depreciation and amortization related to cost of revenue, which are shown separately in the consolidated statements of operations. Direct costs and expenses principally include salaries and benefits for service provider employees, per diem payments to independently contracted host-home caregivers (“Mentors”), residential occupancy expenses, which are primarily comprised of rent and utilities related to facilities providing direct care, certain client expenses such as food and medicine and transportation costs for clients requiring services, professional and general liability expense, employment practices liability expense and workers’ compensation expense. Property and Equipment Property and equipment are recorded at cost and are depreciated when placed into service using a straight-line method, based on their estimated useful lives as follows: Asset Description Estimated Useful Life (in years) Land Indefinite Building Leasehold Improvements Vehicles 30 Not to exceed 7 years or length of lease 5 Computer hardware and software Furniture, fixtures and equipment 3 3-5 Capital lease assets are depreciated over the lesser of the lease term or the useful life of the asset. Expenditures for maintenance and repairs are charged to operating expenses as incurred. When assets are sold or retired, the corresponding cost and accumulated depreciation are removed from the related accounts and any gain or loss is recorded in the period of the sale or retirement. Internal Use Software Development Costs The Company capitalizes certain costs associated with its internally developed software that are incurred subsequent to the preliminary project stage. Specifically, the Company capitalizes the payroll and payroll-related costs of employees who are directly involved with and who devote time to the Company’s software development project and other applicable third-party costs, and amortizes these costs on a straight-line basis over the estimated useful life of the software of three years. Amortization begins when the internal-use software is ready for its intended use. Internal use software development costs of $1.5 million have been capitalized for the year ended September 30, 2014. The capitalized amounts were included as part of construction in progress on the consolidated balance sheets in property and equipment. Because the Company believes that the project is not substantially complete and ready for its intended use, no amortization expense has been recorded to date. Accounts Receivable Accounts receivable primarily consist of amounts due from government agencies, not-for-profit providers and commercial insurance companies. An estimated allowance for doubtful accounts is recorded to the extent it is probable that a portion or all of a particular account will not be collected. In evaluating the collectability of accounts receivable, the Company considers a number of factors, including payment trends in individual states, age of the accounts and the status of ongoing disputes with third party payors. Complex rules and regulations regarding billing and timely filing requirements in various states are also a factor in our assessment of the collectability of accounts receivable. Actual collections of accounts receivable in subsequent periods may require changes in the estimated allowance for doubtful accounts. Changes in these estimates are charged or credited to revenue as a contractual allowance in the consolidated statements of operations in the period of the change in estimate. Goodwill and Indefinite-lived Intangible Assets The Company reviews costs of purchased businesses in excess of the fair value of net assets acquired (goodwill), and indefinite- lived intangible assets for impairment at least annually, unless significant changes in circumstances indicate a potential impairment may have occurred sooner. The Company conducts its annual impairment test for both goodwill and indefinite-lived intangible assets on July 1 st of each year. The Company is required to test goodwill on a reporting unit basis, of which there are two for each of the Company’s reporting segments. The Company has the option to first assess qualitative factors to determine whether further impairment testing is necessary. The Company has elected to bypass the qualitative assessments and proceed directly to the two-step impairment test. The first step is to compare the fair value of the reporting unit with its carrying value. If the carrying amount of the reporting unit exceeds its fair value then the second step of the goodwill impairment test is performed. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill in order to determine the amount of impairment to be recognized. The excess of the carrying value of goodwill above the implied goodwill, if any, would be recognized as an impairment charge. Fair values are established using the discounted cash flow method. For its indefinite-lived intangible assets, the Company has the option to first assess qualitative factors to determine whether further impairment testing is necessary. The Company has elected to bypass the qualitative assessments and proceed directly to the quantitative impairment test. The impairment test for indefinite-lived intangible assets requires the determination of the fair value of the intangible asset. If the fair value of the indefinite-lived intangible asset is less than its carrying value, an impairment loss is recognized in an amount equal to the difference. Fair values are established using the relief from royalty method. The fair value of a reporting unit is based on discounted estimated future cash flows. The assumptions used to estimate fair value include management’s best estimates of future growth, capital expenditures, discount rates and market conditions over an estimate of the remaining operating period. As such, actual results may differ from these estimates and lead to a revaluation of the Company’s goodwill and indefinite-lived intangible assets. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment when circumstances indicate the carrying amount of an asset may not be recoverable based on the undiscounted future cash flows of the asset. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined by multiplying the differences between the financial reporting and tax reporting bases for assets and liabilities by the enacted tax rates expected to be in effect when such differences are recovered or settled. These deferred tax assets and liabilities are separated into current and long-term amounts based on the classification of the related assets and liabilities for financial reporting purposes and netted by jurisdiction. Valuation allowances on deferred tax assets are estimated based on the Company’s assessment of the realizability of such amounts. The Company also recognizes the benefits of tax positions when certain criteria are satisfied. The Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense which is consistent with the recognition of these items in prior reporting periods. Derivative Financial Instruments The Company reports derivative financial instruments on the balance sheet at fair value and establishes criteria for designation and effectiveness of hedging relationships. Changes in the fair value of derivatives are recorded each period in current operations or in the consolidated statements of comprehensive income (loss) depending upon whether the derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction. The Company, from time to time, enters into interest rate swap agreements to hedge against variability in cash flows resulting from fluctuations in the benchmark interest rate, which is LIBOR, on the Company’s debt. These agreements involve the exchange of variable interest rates for fixed interest rates over the life of the swap agreement without an exchange of the notional amount upon which the payments are based. On a quarterly basis, the differential to be received or paid as interest rates change is accrued and recognized as an adjustment to interest expense in the accompanying consolidated statement of operations. In addition, on a quarterly basis, the mark to market valuation is recorded as an adjustment to gain (loss) on derivative within the consolidated statements of comprehensive income (loss). The related amount receivable from or payable to counterparties is included as an asset or liability, respectively, in the Company’s consolidated balance sheets. Stock-Based Compensation NMH Investment adopted an equity-based compensation plan in 2006, and from time to time it has issued units of limited liability company interests pursuant to such plan, consisting of Class B Units, Class C Units, Class D Units, Class E Units, Class F Units, Class G Units and Class H Units. The units are limited liability company interests and are available for issuance to the Company’s employees and members of the Board of Directors for incentive purposes. For purposes of determining the compensation expense associated with these grants, management values the business enterprise using a variety of widely accepted valuation techniques which considered a number of factors such as the Company’s financial performance, the values of comparable companies and the lack of marketability of the Company’s equity. The Company then uses the option pricing method to determine the fair value of these units at the time of grant using valuation assumptions consisting of the expected term in which the units will be realized; a risk-free interest rate equal to the U.S. federal treasury bond rate consistent with the term assumption; expected dividend yield, for which there is none; and expected volatility based on the historical data of equity instruments of comparable companies. For Class B Units, Class C Units, Class D Units, Class E Units and Class F Units, the estimated fair value of the units, less an assumed forfeiture rate, is recognized in expense on a straight-line basis over the requisite service periods of the awards. The Class G Units and Class H Units vest upon a liquidity event and/or upon the occurrence of certain investment return conditions, for which the compensation expense will then be recognized in its entirety when probable. In fiscal 2014, the Company adopted an equity-based compensation plan and issued stock-based awards including non-qualified stock options and restricted stock units. The Company recognizes the fair value of stock-based compensation expense over the requisite service period of the individual grantee, which equals the vesting period. The Company is required to estimate future forfeitures of stock-based awards for recognition of compensation expense. The Company will record additional expense if the actual forfeitures are lower than estimated and will record a recovery of prior recognized expense if the actual forfeitures are higher than estimated. The actual expense recognized over the vesting period will only be for those awards that vest. Accruals for Self-Insurance The Company maintains employment practices liability, professional and general liability, workers’ compensation, automobile liability and health insurance with policies that include self-insured retentions. Employment practices liability is fully self-insured. The Company records expenses related to claims on an incurred basis, which includes estimates of fully developed losses for both reported and unreported claims. The accruals for the health, workers’ compensation, automobile, employment practices liability and professional and general liability programs are based on analyses performed internally by management and for certain balances, take into account reports by independent third party actuaries. Accruals relating to prior periods are periodically re-evaluated and increased or decreased based on new information. Self-Insurance Gross versus Net Presentation The Company reports its insurance liabilities on a gross basis without giving effect to insurance recoveries. Anticipated insurance recoveries are presented in prepaid expenses and other current assets and other assets on the consolidated balance sheets. Self-insured liabilities are presented in accrued payroll and related costs, other accrued liabilities and other long-term liabilities on the Company’s consolidated balance sheets. Legal Contingencies The Company reserves for costs related to contingencies when a loss is probable and the amount is reasonably estimable or a range of loss can be determined. These accruals represent management’s best estimate of probable loss. Disclosure is also provided when it is reasonably possible that a loss will be incurred or when it is reasonably possible that the amount of loss will exceed the recorded provision. Significant judgment is required in both the determination of probability and the determination as to whether an exposure is reasonably estimable. Because of uncertainties related to these matters, accruals are based only on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability related to pending claims and litigation and may revise its estimates. These revisions in the estimates of the potential liabilities could have a material impact on our consolidated results of operations and financial position. Discontinued Operations The Company analyzes its operations that have been divested or classified as held-for-sale to determine if they qualify for discontinued operations accounting. Only operations that qualify as a component of an entity, as defined by the Accounting Standards Codification (“ASC”), can be classified as a discontinued operation. In addition, only components where the cash flows of the component have been or will be eliminated from ongoing operations by the end of the assessment period and where the Company does not have significant continuing involvement with the divested operations would qualify for discontinued operations accounting. Subsequent Events The Company considers events or transactions that have occurred after the balance sheet date of September 30, 2014, but prior to the filing of the financial statements with the Securities and Exchange Commission, or SEC, to provide additional evidence relative to certain estimates or to identify matters that require additional recognition or disclosure. Subsequent events have been evaluated through the filing of the financial statements accompanying this Annual Report on Form 10-K. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ||
Recent Accounting Pronouncements | 3. Recent Accounting Pronouncements Reporting Discontinued Operations— , Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). Revenue from Contracts with Customers— Revenue from Contracts with Customers Imputation of Interest— Interest—Imputation of Interest | 3. Recent Accounting Pronouncements Technical Corrections and Improvements— Technical Corrections and Improvements (“ASU 2012-04”) Technical Corrections and Improvements Related to Glossary Terms Technical Corrections and Improvements Related to Glossary Terms (“ASU 2014-06”). Income Taxes— Income Taxes (Topic 740):—Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”) Reporting Discontinued Operations— , Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). Revenue from Contracts with Customers— Revenue from Contracts with Customers |
Long-Term Debt
Long-Term Debt | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ||
Long-Term Debt | 4. Long-Term Debt As of June 30, 2015 and September 30, 2014, the Company’s long-term debt consisted of the following: (in thousands) June 30, September 30, Term loan principal and interest due in quarterly installments through January 31, 2021 $ 647,223 $ 597,000 Original issue discount on term loan, net of accumulated amortization (1,527 ) (1,235 ) Senior Notes — 212,000 Original issue discount and initial purchaser discount on senior notes, net of accumulated amortization — (4,570 ) 645,696 803,195 Less current portion 6,554 168,000 Long-term debt $ 639,142 $ 635,195 Senior Secured Credit Facilities On January 31, 2014, NMHI and NMHH entered into a new senior credit agreement (the “senior credit agreement”) with Barclays Bank PLC, as administrative agent, and the other agents and lenders named therein, for the new senior secured credit facilities (the “senior secured credit facilities”), consisting of a $600.0 million term loan facility (the “term loan”), of which $50.0 million was deposited in a cash collateral account in support of issuance of letters of credit under an institutional letter of credit facility (the “institutional letter of credit facility”), and a $100.0 million senior secured revolving credit facility (the “senior revolver”). On February 27, 2015, NMHI and NMHH, wholly-owned subsidiaries of Civitas, and certain subsidiaries of NMHI, as guarantors, entered into Amendment No. 3 (the “Incremental Amendment”) to the senior credit agreement. The Incremental Amendment provided for an additional $55.0 million term loan, which was funded on February 27, 2015, under the term loan, pursuant to the terms of the senior credit agreement that permit up to $125.0 million of incremental borrowings plus any additional amounts so long as NMHI’s consolidated first lien leverage ratio, as defined in the senior credit agreement, does not exceed 4.50 to 1.00 on a pro forma basis, subject to the conditions set forth in the senior credit agreement. In addition, the Incremental Amendment amended the senior credit agreement to provide that, subject to certain exceptions, if, on or prior to August 27, 2015, NMHI reprices any portion of the term loan and that repricing results in a lower interest rate applicable to the term loan, NMHI will be required to pay a prepayment premium of 1% of the loans being repriced. All of the other terms of the additional $55.0 million term loan are identical to the term loan. Term loan As of June 30, 2015 and September 30, 2014, NMHI had $647.2 million and $597.0 million, respectively, of borrowings under the term loan. At June 30, 2015 and September 30, 2014, the variable interest rate on the term loan was 4.25% and 4.75%, respectively. Senior revolver The senior revolver includes borrowing capacity available for borrowings on same-day notice, referred to as the “swingline loans.” Any swingline loans or other borrowings under the senior revolver would have maturities less than one year, and would be reflected under current portion of long-term debt on the Company’s consolidated balance sheets. During the nine months ended June 30, 2015, NMHI had borrowings and repayments of $206.7 million on the senior revolver. At June 30, 2015 and September 30, 2014, NMHI had no outstanding borrowings under the senior revolver. The interest rate for borrowings under the senior revolver was 5.5% and 6.0% as of June 30, 2015 and September 30, 2014, respectively. At September 30, 2014, NMHI had $100.0 million of available credit under the senior revolver. On October 21, 2014, NMHI increased the revolving commitment under the senior revolver by $20.0 million, on terms identical to those applicable to the existing senior revolver. At June 30, 2015, NMHI had $119.1 million of available credit under the senior revolver. NMHI’s institutional letter of credit facility provided for the issuance of letters of credit up to the $50.0 million limit, subject to certain maintenance and issuance limitations, and letters of credit in excess of that amount reduced availability under the NMHI’s senior revolver. NMHI had $48.4 million and $44.3 million of standby letters of credit issued under the institutional letter of credit facility primarily related to the Company’s workers’ compensation insurance coverage at June 30, 2015 and September 30, 2014, respectively. NMHI also issued $0.9 million of standby letters of credit under the senior revolver at June 30, 2015. Senior Notes In February 2011, NMHI issued $250.0 million of 12.5% senior notes due 2018 (the “senior notes”). As of September 30, 2014, NMHI had $212.0 million of aggregate principal amount of senior notes outstanding. On October 17, 2014, NMHI paid $175.6 million to redeem $162.0 million in aggregate principal of senior notes plus accrued interest of $3.5 million using the net proceeds from the Company’s initial public offering. In accordance with the provisions of the indenture governing the senior notes, the amount paid included an associated call premium of $10.1 million. As a result of this redemption, the Company expensed deferred financing fees of $0.8 million, original issue discount of $3.4 million, and the call premium of $10.1 million resulting in $14.3 million of expense reflected in extinguishment of debt in the statement of operations for the nine months ended June 30, 2015. On March 4, 2015, NMHI paid $51.9 million to redeem the remaining $50.0 million in aggregate principal of senior notes plus accrued interest of $0.3 million using the net proceeds from the Incremental Amendment. In accordance with the provisions of the indenture governing the senior notes, the amount paid included an associated call premium of $1.6 million. As a result of this redemption, the Company expensed deferred financing fees of $0.2 million, original issue discount of $0.9 million, and the call premium of $1.6 million resulting in $2.7 million of expense reflected in extinguishment of debt in the statement of operations for the nine months ended June 30, 2015. Covenants The senior credit agreement contains a springing financial covenant. If, at the end of any fiscal quarter, the Company’s outstanding borrowings of the senior revolver exceeds 30% of the commitments thereunder, it is required to maintain at the end of each such fiscal quarter a consolidated first lien leverage ratio of not more than 5.50 to 1.00. This consolidated first lien leverage ratio will step down to 5.00 to 1.00 commencing with the fiscal quarter ending March 31, 2017. The springing financial covenant was not in effect as of June 30, 2015 or September 30, 2014 as NMHI’s outstanding borrowings of the senior revolver did not exceed the threshold for that quarter. The senior credit agreement also contains a number of covenants that, among other things, restrict, subject to certain exceptions, NMHI’s ability and that of its subsidiaries to: (i) incur additional indebtedness; (ii) create liens on assets; (iii) engage in mergers or consolidations; (iv) sell assets; (v) pay dividends and distributions or repurchase our capital stock; (vi) enter into swap transactions; (vii) make investments, loans or advances; (viii) repay certain junior indebtedness; (ix) engage in certain transactions with affiliates; (x) enter into sale and leaseback transactions; (xi) amend material agreements governing certain of its junior indebtedness; (xii) change its lines of business; (xiii) make certain acquisitions; and (xiv) limitations on the letter of credit cash collateral account. If NMHI withdraws any of the $50.0 million from the cash collateral account supporting the issuance of letters of credit, it must use the cash to either prepay the term loan facility or to secure any other obligations under the senior secured credit facilities in a manner reasonably satisfactory to the administrative agent. The senior credit agreement contains customary affirmative covenants and events of default. Derivatives On January 20, 2015, NMHI entered into two new interest rate swap agreements in an aggregate notional amount of $375.0 million in order to reduce the variability of cash flows of our variable rate debt. The Company entered into these interest rate swaps to hedge the risk of changes in the floating rate of interest on borrowings under the term loan. Under the terms of the swaps, the Company will receive from the counterparty a quarterly payment based on a rate equal to the greater of 3-month LIBOR or 1.00% per annum, and the Company will make payments to the counterparty based on a fixed rate of 1.795% per annum, in each case on the notional amount of $375.0 million, settled on a net payment basis. The swap agreements expire on March 31, 2020. The fair value of the swap agreement, representing the price that would be received to transfer the asset in an orderly transaction between market participants, was $2.3 million or $1.4 million after taxes, at June 30, 2015. The fair value was recorded in current assets and was determined based on pricing models and independent formulas using current assumptions. The change in fair market value during the nine months ended June 30, 2015 of $2.3 million, net of tax effect of $0.9 million, is included in the consolidated statements of comprehensive income (loss) for the nine months ended June 30, 2015. Hedge ineffectiveness, if any, associated with the swap will be reported by the Company in interest expense. There was no ineffectiveness associated with the swap during the quarter ended June 30, 2015, nor was any amount excluded from ineffectiveness testing for the period. | 9. Long-term Debt The Company’s long-term debt consists of the following as of September 30 (in thousands): 2014 2013 Term loan principal and interest due in quarterly installments through January 31, 2021, subject to acceleration to November 15, 2017 $ 597,000 $ — Prior term loan, principal and interest repaid on January 31, 2014 — 546,525 Original issue discount on term loan, net of accumulated amortization (1,235 ) (4,403 ) Senior notes, due February 15, 2018; semi-annual cash interest payments due each February 15th and August 15th (interest rate of 12.50%) 212,000 250,000 Original issue discount and initial purchase discount on senior notes, net of accumulated amortization (4,570 ) (7,003 ) 803,195 785,119 Less current portion 168,000 5,600 Long-term debt $ 635,195 $ 779,519 On January 31, 2014, National Mentor Holdings, Inc. (“NMHI”) and NMH Holdings, LLC completed a refinancing transaction by entering into the senior secured credit facilities consisting of a term loan facility and a senior revolver. In connection with the refinancing transaction, the prior senior secured credit facilities were repaid and replaced with the senior secured credit facilities. The Company incurred $11.1 million of expenses related to the refinancing transaction including $7.2 million related to the write-off of deferred financing costs and $3.9 million related to the write-off of original issue discount related to the prior indebtedness. These expenses are recorded on the Company’s consolidated statement of operations as extinguishment of debt. On February 26, 2014, NMHI redeemed $38.0 million aggregate principal amount of the outstanding senior notes, in accordance with the provisions of the indenture governing the senior notes. In connection with the partial redemption of the senior notes, the Company incurred $3.6 million of expenses including $2.4 million related to redemption premium, $1.0 million related to the write- off of original issue discount and initial purchase discount and $0.2 million related to the write-off of deferred financing costs. These expenses are recorded on the Company’s consolidated statement of operations as extinguishment of debt. As of September 30, 2014 and 2013, the Company did not have any borrowings under the senior revolver. Senior Secured Credit Facilities On January 31, 2014, NMHI and NMH Holdings, LLC entered into a new senior credit agreement (the “senior credit agreement”) with Barclays Bank PLC, as administrative agent, and the other agents and lenders named therein, for the new senior secured credit facilities (the “senior secured credit facilities”), consisting of a $600.0 million term loan facility (the “term loan facility”), of which $50.0 million was deposited in a cash collateral account in support of the issuance of letters of credit under an institutional letter of credit facility (the “institutional letter of credit facility”), and a $100.0 million senior secured revolving credit facility (the “senior revolver”). On October 21, 2014, NMHI increased the revolving commitment under the senior secured revolving credit facility (the “Senior Revolver”) by $20.0 million, on terms identical to those applicable to the existing Senior Revolver. The aggregate amount of the revolving commitment under the Senior Revolver is now $120.0 million. As of October 21, 2014, NMHI had no borrowings under the Senior Revolver. The term loan facility has a seven-year maturity and the senior revolver has a five-year maturity; provided, that if the senior notes are not refinanced in full on or prior to the date that is three months prior to February 15, 2018, such maturity dates shall spring forward to November 15, 2017. The senior credit agreement provides that NMHI may make one or more offers to the lenders, and consummate transactions with individual lenders that accept the terms contained in such offers, to extend the maturity date of the lender’s term loans and/or revolving commitments, subject to certain conditions, and any extended term loans or revolving commitments will constitute a separate class of term loans or revolving commitments. All of the obligations under the senior secured credit facilities are guaranteed by NMH Holdings, LLC and the subsidiary guarantors named therein (the “Subsidiary Guarantors”). Pursuant to the Guarantee and Security Agreement, dated as of January 31, 2014 (the “guarantee and security agreement”), among NMH Holdings, LLC, as parent guarantor, NMHI, certain of its subsidiaries, as subsidiary guarantors, and Barclays Bank, PLC, as administrative agent, subject to certain exceptions, the obligations under the senior secured credit facilities are secured by a pledge of 100% of NMHI’s capital stock and the capital stock of domestic subsidiaries owned by NMHI and any other domestic Subsidiary Guarantor and 65% of the capital stock of any first tier foreign subsidiaries and a security interest in substantially all of NMHI’s tangible and intangible assets and the tangible and intangible assets of NMH Holdings, LLC and each Subsidiary Guarantor. The senior revolver includes borrowing capacity available for letters of credit and for borrowings on same-day notice, referred to as the “swingline loans.” Any issuance of letters of credit or borrowing on a swingline loan will reduce the amount available under the senior revolver. As of September 30, 2014, NMHI had no borrowings under the senior revolver and $44.3 million of letters of credit issued under the institutional letter of credit facility. At its option, NMHI may add one or more new term loan facilities or increase the commitments under the senior revolver (collectively, the “incremental borrowings”) in an aggregate amount of up to $125.0 million plus any additional amounts so long as certain conditions, including a consolidated first lien leverage ratio (as defined in the senior credit agreement) of not more than 4.50 to 1.00 on a pro forma basis, are satisfied. In addition, the covenants in the indenture governing the senior notes effectively limit the amount of incremental borrowings that it may incur based on a consolidated leverage ratio (as defined in the indenture) of not more than 6.00 to 1.00 on a pro forma basis. Borrowings under the senior secured credit facilities bear interest, at our option, at: (i) an ABR rate equal to the greater of (a) the prime rate of Barclays Bank PLC, (b) the federal funds rate plus 1/2 of 1.0%, and (c) the Eurodollar rate for an interest period of one- month beginning on such day plus 100 basis points, plus 2.75% (provided that the ABR rate applicable to the term loan facility will not be less than 2.00% per annum); or (ii) the Eurodollar rate (provided that the Eurodollar rate applicable to the term loan facility will not be less than 1.00% per annum), plus 3.75%. The applicable margin will decrease by 0.50% per annum if our consolidated leverage ratio is less than or equal to 5.00 to 1.00. This decrease will become effective as of the first business day immediately following the first date on which NMHI delivers a quarterly compliance certificate setting forth such calculation. NMHI is also required to pay a commitment fee to the lenders under the senior revolver at an initial rate of 0.50% of the average daily unutilized commitments thereunder. NMHI must also pay customary letter of credit fees. The senior credit agreement requires NMHI to make mandatory prepayments, subject to certain exceptions, with: (i) beginning in fiscal year 2015, 50% (which percentage will be reduced upon its achievement of certain first lien leverage ratios) of NMHI’s annual excess cash flow; (ii) 100% of net cash proceeds of all non-ordinary course assets sales or other dispositions of property, subject to certain exceptions and thresholds; and (iii) 100% of the net cash proceeds of any debt incurrence, other than debt permitted under the senior credit agreement. Excess cash flow is defined in NMHI’s senior credit agreement as (A) the sum of (i) consolidated net income (as defined in the senior credit agreement), plus (ii) the net decrease in working capital, plus (iii) noncash charges previously deducted from consolidated net income, plus (iv) non-cash losses from assets sales, minus (B) the sum of (i) certain amortization and other mandatory prepayment of indebtedness, plus (ii) unfinanced capital expenditures plus (iii) the cash portion of permitted investments plus (iv) noncash gains previously including in consolidated net income, plus (v) the net increase in working capital, plus (vi) certain cash payments of long-term liabilities, plus (vii) cash restricted payments, plus (viii) cash expenditures not expensed during such period, plus (ix) penalties paid in connection with the repayment of indebtedness, plus (x) certain cash distributions from the SRS business, plus (xi) aggregate unfinanced portion of contract consideration for acquisition or capital expenditures to be consummated, plus (xii) aggregate amount of cash amounts received in such period but excluded from consolidated net income, plus (xiii) certain cash payments in respect of earnout obligations, plus (xiv) certain voluntary prepayments of indebtedness, plus (xv) certain cash payments of non-cash charges added back in a prior period, plus (xvi) all charges or expenses incurred in such period but excluded from consolidated net income. NMHI is required to repay the term loan facility portion of the senior secured credit facilities in quarterly principal installments of 0.25% of the principal amount, with the balance payable at maturity. The senior credit agreement permits NMHI to offer to its lenders newly issued notes in exchange for their term loans in one or more permitted debt exchange offers, subject to the conditions set forth in the senior credit agreement. Senior Notes On February 9, 2011, NMHI issued $250.0 million in aggregate principal amount of senior notes at a price equal to 97.7% of their face value. The senior notes mature on February 15, 2018 and bear interest at a rate of 12.50% per annum, payable semi- annually on February 15 and August 15 of each year, beginning on August 15, 2011. The senior notes are unsecured obligations of NMHI and are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by certain of its existing subsidiaries. On February 26, 2014, NMHI redeemed $38.0 million aggregate principal amount of the outstanding principal amount of senior notes, in accordance with the provisions of the indenture governing them. The redemption price of the senior notes was 106.250% of the principal amount redeemed, plus accrued and unpaid interest to, but not including, the redemption date. On October 17, 2014, NMHI paid $175.6 million to redeem $162.0 million aggregate principal of senior notes using proceeds from the initial public offering of Civitas. In accordance with the provisions of the indenture governing the senior notes, the amount paid included an associated call premium of $10.1 million and accrued and unpaid interest of $3.5 million. After giving effect to that redemption, $50.0 million in aggregate principal amount of senior notes remain. Covenants The senior credit agreement and the indenture governing the senior notes contain negative financial and non-financial covenants, including, among other things, limitations on the ability of NMHI and its subsidiaries to incur additional debt, create liens on assets, transfer or sell assets, pay dividends, redeem stock or make other distributions or investments, and engage in certain transactions with affiliates. In addition, the senior credit agreement contains a springing financial covenant. If, at the end of any fiscal quarter, the Company’s usage of the senior revolver exceeds 30% of the commitments thereunder, it is required to maintain at the end of each such fiscal quarter a consolidated first lien leverage ratio of not more than 5.50 to 1.00. This consolidated first lien leverage ratio will step down to 5.00 to 1.00 commencing with the fiscal quarter ending March 31, 2017. The springing financial covenant was not in effect as of September 30, 2014 as NMHI’s usage of the senior revolver did not exceed the threshold for that quarter. The senior credit agreement also contains a number of covenants that, among other things, restrict, subject to certain exceptions, NMHI’s ability and that of its subsidiaries to: (i) incur additional indebtedness; (ii) create liens on assets; (iii) engage in mergers or consolidations; (iv) sell assets; (v) pay dividends and distributions or repurchase our capital stock; (vi) enter into swap transactions; (vii) make investments, loans or advances; (viii) repay certain junior indebtedness; (ix) engage in certain transactions with affiliates; (x) enter into sale and leaseback transactions; (xi) amend material agreements governing certain of its junior indebtedness; (xii) change its lines of business; (xiii) make certain acquisitions; and (xiv) limitations on the letter of credit cash collateral account. If NMHI withdraws any of the $50.0 million from the cash collateral account supporting the issuance of letters of credit, it must use the cash to either prepay the term loan facility or to secure any other obligations under the senior secured credit facilities in a manner reasonably satisfactory to the administrative agent. The senior credit agreement contains customary affirmative covenants and events of default. Derivatives NMHI entered into an interest rate swap in a notional amount of $400.0 million effective March 31, 2011. NMHI entered into this interest rate swap to hedge the risk of changes in the floating rate of interest on borrowings under the term loan. Under the terms of the swap, NMHI received from the counterparty a quarterly payment based on a rate equal to the greater of 3-month LIBOR and 1.75% per annum, and NMHI made payments to the counterparty based on a fixed rate of 2.55% per annum, in each case on the notional amount of $400.0 million, settled on a net payment basis. The swap expired on September 30, 2014. NMHI may enter into a new interest rate swap or other hedging agreement, but the timing and type of instrument, notional amount and duration of any such instrument or arrangement have not yet been determined. Prior to the January 31, 2014 refinancing transaction, the Company accounted for the interest rate swap as a cash flow hedge and the effectiveness of the hedge relationship was assessed on a quarterly basis. The fair value of the swap agreement, representing the price that would be paid to transfer the liability in an orderly transaction between market participants, was recorded in current liabilities and was determined based on pricing models and independent formulas using current assumptions. The change in fair market value was recorded in the consolidated statements of comprehensive loss. In conjunction with the January 31, 2014 refinancing transaction, the Company de-designated the interest rate swap agreement as a cash flow hedge. Subsequent to the January 31, 2014 refinancing transaction, prospective mark to market adjustments were recognized in earnings and accumulated mark to market adjustments were amortized and recognized in earnings over the term of the interest rate swap agreement which expired on September 30, 2014. Annual maturities Annual maturities of the Company’s debt for the fiscal year ended September 30 are as follows: (In thousands) 2015 (includes $162,000 of senior notes redeemed on October 17, 2014) $ 168,000 2016 6,000 2017 6,000 2018 56,000 2019 6,000 Thereafter 567,000 Total $ 809,000 Amounts due at any year end may increase as a result of the provision in the senior credit agreement that requires a prepayment of a portion of the outstanding term loan amounts if NMHI generates certain levels of cash flow. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||
Stockholders' Equity | 5. Stockholders’ Equity The holders of the Company’s common stock are entitled to receive dividends when and as declared by the Company’s Board of Directors. In addition, the holders of common stock are entitled to one vote per share. During fiscal 2015, the Company revised its estimate for offering costs incurred in connection with the Company’s initial public offering in September 2014. This resulted in a decrease to Other accrued liabilities and a corresponding increase to Additional paid-in capital of approximately $0.6 million. | 10. Stockholders’ Equity Common Stock The holders of the Company’s common stock are entitled to receive dividends when and as declared by the Company’s Board of Directors. In addition, the holders of common stock are entitled to one vote per share. Dividends to National Mentor Holdings, LLC During fiscal 2014, 2013 and 2012, the Company paid dividends of $110 thousand, $39 thousand and $75 thousand, respectively, to NMH Investment to fund the repurchases of equity units from employees upon or after their departures from the Company. |
Business Combinations
Business Combinations | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Business Combinations [Abstract] | ||
Business Combinations | 6. Business Combinations The operating results of the businesses acquired are included in the consolidated statements of operations from the date of acquisition. The Company accounted for the acquisitions under the acquisition method and, as a result, the purchase price was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess of the purchase price over the estimated fair value of net tangible assets was allocated to specifically identified intangible assets, with the residual being allocated to goodwill. Fiscal 2015 Acquisitions During the nine months ended June 30, 2015, the Company acquired certain assets of ten companies complementary to its business for a total fair value consideration of $44.8 million, including $6.1 million of contingent consideration. Capstone Services, LLC (“Capstone”). Lakeview Systems (“Lakeview”). Cassell & Associates LLC (“Cassell”). Comprehensive Professional Services (“CPS”). Snug Harbor Home Health, Inc. (“Snug Harbor”). Heritage Residential Services, Inc. (“Heritage”). Visions of N.E.W., LLC (“Visions of N.E.W.”). Other Acquisitions The following table summarizes the recognized amounts of identifiable assets acquired at the date of each acquisition: (in thousands) Identifiable intangible assets Property and equipment Total identifiable net assets Goodwill Capstone $ 3,539 $ 178 $ 3,717 $ 758 Lakeview 6,664 48 6,712 1,272 Cassell 11,600 37 11,637 12,633 CPS 876 19 895 355 Snug Harbor 938 28 966 34 Heritage 1,252 — 1,252 945 Visions of N.E.W. 2,240 122 2,362 663 Other acquisitions 361 48 409 228 Total $ 27,470 $ 480 $ 27,950 $ 16,888 Fiscal 2014 Acquisitions During the nine months ended June 30, 2014, the Company acquired seven companies complementary to its business for a total cash consideration of $16.6 million, of which $1.5 million was paid in July 2014. Show-Me Health Care, Inc. (“Show-Me Health Care”). Occazio, Inc. (“Occazio”) Momentum Rehabilitation Services, Inc., D/B/A Ann Arbor Rehabilitation Centers (“Ann Arbor”) Tender Loving Care Metro, LLC (“Tender Loving Care”). G&D Alternative Living, Inc. (“G&D”) AmeriServe International of Arizona, Inc.(“AmeriServe”). Other Acquisitions. The following table summarizes the recognized amounts of identifiable assets acquired assumed at the date of the acquisition: (in thousands) Identifiable intangible assets Property and equipment Total identifiable net assets Goodwill Show-Me Health Care $ 895 $ 9 $ 904 $ 336 Occazio 3,863 216 4,079 1,421 Ann Arbor 3,801 50 3,851 972 Tender Loving Care 2,396 16 2,412 538 G&D 1,086 102 1,188 312 AmeriServe 288 43 331 69 Other acquisitions 143 1 144 57 Total $ 12,472 $ 437 $ 12,909 $ 3,705 Pro forma Results of Operations The following table presents the unaudited pro forma financial results as if the fiscal 2015 and fiscal 2014 acquisitions had occurred on the first day of the period presented. The pro forma information presented below does not intend to indicate what the Company’s results of operations would have been if the acquisitions had in fact occurred at the beginning of the earliest period presented nor does it intend to be a projection of the impact on future results or trends. The Company has determined that the presentation of the results of operations for each of these acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. Nine Months Ended (in thousands) 2015 2014 Pro forma net revenues $ 1,029,420 $ 967,578 Net income (loss) 1,501 (8,607 ) | 4. Business Combinations The operating results of the businesses acquired are included in the consolidated statements of operations from the date of acquisition. The Company accounted for the acquisitions under the purchase method of accounting and, as a result, the purchase price was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess of the purchase price over the estimated fair value of net tangible assets was allocated to specifically identified intangible assets, with the residual being allocated to goodwill. Fiscal 2014 Acquisitions During the fiscal year ended September 30, 2014, the Company acquired eleven companies complementary to its business for a total fair value consideration of $56.1 million. Show-Me Health Care, Inc. (“Show-Me Health Care”). Occazio, Inc. (“Occazio”) Momentum Rehabilitation Services, Inc., D/B/A Ann Arbor Rehabilitation Centers (“Ann Arbor”) Tender Loving Care Metro, LLC (“Tender Loving Care”). AmeriServe International of Arizona, Inc. (“AmeriServe”). G&D Alternative Living, Inc. (“G&D”) Life by Design, Inc. (“Life by Design”) Mass Adult Day Health Alliance (“Adult Day Health”). The purchase price allocation for Adult Day Health has been prepared on a preliminary basis and is subject to change as additional information becomes available concerning the fair value of the intangible assets acquired. Any adjustments to the purchase price allocation will be made as soon as practicable but no later than one year from September 8, 2014, the acquisition date. Other Acquisitions. The following table summarizes the recognized amounts of identifiable assets acquired assumed at the date of the acquisition: (in thousands) Identifiable Property and Total identifiable Goodwill Show-Me Health Care $ 895 $ 9 $ 904 $ 336 Occazio 3,863 216 4,079 1,421 Ann Arbor 3,801 50 3,851 972 Tender Loving Care 2,396 16 2,412 538 AmeriServe 288 43 331 69 G&D 1,086 102 1,188 312 Life by Design 1,651 16 1,667 433 Adult Day Health 18,100 1,081 19,181 17,969 Other Acquisitions 272 106 378 57 Total $ 32,352 $ 1,639 $ 33,991 $ 22,107 Pro forma Results of Operations The unaudited pro forma results of operations provided below for fiscal 2014 and 2013 are presented as though acquisitions made during fiscal 2014 had occurred at the beginning of the periods presented. The pro forma information presented below does not intend to indicate what the Company’s results of operations would have been if the acquisitions had in fact occurred at the beginning of the earliest period presented nor does it intend to be a projection of the impact on future results or trends. The Company has determined that the presentation of the results of operations for each of these acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. (in thousands) Year Ended Year Ended Net revenue $ 1,286,173 $ 1,232,279 Income from operations 65,958 61,077 Fiscal 2013 Acquisitions During the fiscal year ended September 30, 2013, the Company acquired three companies complementary to its business for total fair value consideration of $9.3 million. Beyond Abilities. Community Links. Carolina Autism. The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable Other Assets, Property and Total identifiable Goodwill Beyond Abilities $ 2,984 $ — $ 136 $ 3,120 $ 1,280 Community Links 3,078 16 46 3,140 1,260 Carolina Autism 420 2 39 461 14 Total $ 6,482 $ 18 $ 221 $ 6,721 $ 2,554 Fiscal 2012 Acquisitions During the fiscal year ended September 30, 2012, the Company acquired seven companies complementary to its business for total fair value consideration of $16.5 million. Families Together. SCVP. Copper Family Community Care Alpha Group Administrators. Radical Rehab Solutions. Other Acquisitions. The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable Other Assets, Property and Total identifiable Goodwill Families Together $ 2,102 $ — $ 6 $ 2,108 $ 892 SCVP 291 — 5 296 154 Copper Family 1,836 — 116 1,952 687 Alpha Group 1,927 — 288 2,215 85 Radical Rehab 6,340 41 62 6,443 1,557 Other Acquisitions 89 — 20 109 46 Total $ 12,585 $ 41 $ 497 $ 13,123 $ 3,421 Pro forma Results of Operations The unaudited pro forma results of operations provided below for fiscal 2013 and 2012 are presented as though acquisitions made during fiscal 2013 and 2012 had occurred at the beginning of the periods presented. The pro forma information presented below does not intend to indicate what the Company’s results of operations would have been if the acquisitions had in fact occurred at the beginning of the earliest period presented nor does it intend to be a projection of the impact on future results or trends. The Company has determined that the presentation of the results of operations for each of these acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. (in thousands) Year Ended Year Ended Net revenue $ 1,192,664 $ 1,128,972 Income from operations 54,401 49,564 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill The changes in goodwill for the nine months ended June 30, 2015 are as follows (in thousands): Human Services Post-Acute Specialty Rehabilitation Services Total Balance as of September 30, 2014 $ 190,658 $ 66,974 $ 257,632 Goodwill acquired through acquisitions 2,628 14,260 16,888 Balance as of June 30, 2015 $ 193,286 $ 81,234 $ 274,520 Intangible Assets Intangible assets consist of the following as of June 30, 2015 (in thousands): Description Weighted Average Amortization Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 468,549 $ 217,707 $ 250,842 Non-compete/non-solicit 2 years 6,097 3,223 2,874 Relationship with contracted caregivers 1 year 7,520 6,727 793 Trade names 2 years 4,968 3,232 1,736 Trade names (indefinite life) — 45,800 — 45,800 Licenses and permits 3 years 48,395 35,098 13,297 Intellectual property 1 year 452 393 59 $ 581,781 $ 266,380 $ 315,401 Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Average Amortization Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 484,994 $ 224,566 $ 260,428 Non-compete/non-solicit 3 years 5,716 2,448 3,268 Relationship with contracted caregivers 2 years 10,963 9,013 1,950 Trade names 4 years 7,467 2,907 4,560 Trade names (indefinite life) — 42,400 — 42,400 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 Amortization expense for continuing operations was $29.2 million for the nine months ended June 30, 2015, as compared to $28.6 million for the nine months ended June 30, 2014. There was no amortization expense for discontinued operations for the nine months ended June 30, 2015, as compared to $0.2 million for the nine months ended June 30, 2014. During the quarter ended June 30, 2015, the Company completed a strategic review of its service line supporting at-risk youth that will result in the Company discontinuing ARY services in the states of Florida, Indiana, Louisiana, North Carolina and Texas. These operations are included in the Human Services Segment. As a result, the Company recorded impairment charges of $0.2 million for relationships with contracted caregivers, $7.9 million for agency contracts, and $0.1 million of miscellaneous other intangibles. The total impairment charge of $8.2 million is included in depreciation and amortization expense for the nine months ended June 30, 2015. See Note 12 for further information about the decision to discontinue at-risk youth services in these states. The estimated remaining amortization expense related to intangible assets with finite lives for the three months remaining in fiscal 2015 and each of the four succeeding years and thereafter is as follows: (in thousands) 2015 $ 9,524 2016 36,447 2017 32,755 2018 31,898 2019 31,593 Thereafter 127,384 Total $ 269,601 | 6. Goodwill and Intangible Assets Goodwill The changes in goodwill for the fiscal years ended September 30, 2014 and 2013 are as follows (in thousands): Human Post-Acute Total Balance as of September 30, 2012 $ 169,564 $ 64,699 $ 234,263 Goodwill acquired through acquisitions 1,294 1,260 2,554 Goodwill written off related to disposal of businesses (1,334 ) — (1,334 ) Adjustments to goodwill, net — 42 42 Balance as of September 30, 2013 $ 169,524 $ 66,001 $ 235,525 Goodwill acquired through acquisitions 21,134 973 22,107 Balance as of September 30, 2014 $ 190,658 $ 66,974 $ 257,632 During fiscal 2013, the Company wrote off goodwill of underperforming programs within the Human Services segment which were closed as of September 30, 2013. The total charge was $1.3 million and is included in general and administrative expense in the consolidated statements of operations. Additionally, the adjustments to goodwill reflect the final purchase price for acquisitions, as determined during the measurement period. Annual Goodwill Impairment Testing The Company tests goodwill at least annually for possible impairment. Accordingly, the Company completes the annual testing of impairment for goodwill on July 1 of each fiscal year. In addition to its annual test, the Company regularly evaluates whether events or circumstances have occurred that may indicate a potential impairment of these assets. The Company has elected to bypass the qualitative assessments and proceed directly to the two-step impairment test. The process of testing goodwill for impairment involves the determination of the fair value of the applicable reporting units. The test consists of a two-step process. The first step is the comparison of the fair value to the carrying value of the reporting unit to determine if the carrying value exceeds the fair value. The second step measures the amount of an impairment loss, and is only performed if the carrying value exceeds the fair value of the reporting unit. The Company performed its annual impairment testing for its reporting units as of July 1, 2014, 2013, and 2012, its annual impairment dates, and concluded based on the first step of the process that there were no goodwill impairments. The Company has consistently employed the income approach, specifically the discounted cash flow method, to estimate the current fair value when testing for impairment of goodwill. A number of significant assumptions and estimates are involved in the application of the income approach to forecast operating cash flows, including revenue growth, tax rates, capital spending, discount rate and working capital changes. Cash flow forecasts are based on business unit operating plans and historical relationships. The income approach is sensitive to changes in long-term terminal growth rates and the discount rate. The long-term terminal growth rates are consistent with the Company’s historical long-term terminal growth rates, as the current economic trends are not expected to affect the long-term terminal growth rates of the Company. The discount rate was selected based on the estimated rate of return as well as time value of money. Intangible Assets Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Gross Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 484,994 $ 224,566 $ 260,428 Non-compete/non-solicit 3 years 5,716 2,448 3,268 Relationship with contracted caregivers 2 years 10,963 9,013 1,950 Trade names 4 years 7,467 2,907 4,560 Trade names (indefinite life) — 42,400 — 42,400 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 Intangible assets consist of the following as of September 30, 2013 (in thousands): Description Weighted Average Gross Carrying Accumulated Intangible Agency contracts 9 years $ 464,480 $ 195,737 $ 268,743 Non-compete/non-solicit 3 years 4,929 2,058 2,871 Relationship with contracted caregivers 3 years 10,963 7,905 3,058 Trade names 4 years 3,787 2,431 1,356 Trade names (indefinite life) — 42,400 — 42,400 Licenses and permits 4 years 45,760 28,343 17,417 Intellectual property 3 years 904 558 346 $ 573,223 $ 237,032 $ 336,191 For fiscal years ended 2014, 2013 and 2012, the amortization expense for continuing operations was $37.7 million, $38.2 million and $36.2 million, respectively. The amortization expense for discontinued operations was $0.2 million, $0.4 million and $0.6 million for fiscal years ended 2014, 2013 and 2012, respectively. Annual Indefinite Life Impairment Testing The Company tests indefinite-lived intangible assets at least annually for possible impairment. Accordingly, the Company completes the annual testing of impairment for indefinite-lived intangible assets on July 1 of each fiscal year. In addition to its annual test, the Company regularly evaluates whether events or circumstances have occurred that may indicate a potential impairment of these assets. The impairment test consists of a comparison of the fair value of the indefinite-lived intangible asset with its carrying amount. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, an impairment loss in an amount equal to that excess is recognized. The Company has consistently employed the relief from royalty model to estimate the current fair value when testing for impairment of indefinite-lived intangible assets. In addition, the Company evaluates the remaining useful life of its indefinite-lived intangible assets at least annually to determine whether events or circumstances continue to support an indefinite useful life. If events or circumstances indicate that the useful lives of indefinite-lived intangible assets are no longer indefinite, the assets will be tested for impairment. The Company has elected to bypass the qualitative assessments and proceeded directly to the quantitative impairment test. The Company performed its annual impairment testing as of July 1, 2014, 2013, and 2012, its annual impairment dates, and concluded that there were no impairments to its indefinite lived trade names. Long Lived Impairment Testing During the fiscal year ended September 30, 2014, the Company determined that certain intangible assets associated with programs that it voluntarily withdrew from within the Human Services segment were impaired. As a result, the Company wrote off $0.5 million of non-compete agreements, $0.6 of agency contracts and $0.2 million of licenses and permits. The total impairment charge associated with these programs of $1.3 million is included in depreciation and amortization expense in the accompanying consolidated statement of operations. Additionally, during the fiscal year ended September 30, 2014, the Company notified the state of Connecticut of its intention to stop providing services under existing contracts due to rate cuts and a change in state policy. As a result, the Company wrote off $1.5 million of agency contracts and $0.1 million of license and permits. The total impairment charge of $1.6 million is included in loss from discontinued operations. During the assessment of long-lived assets that was performed during fiscal 2013, the Company determined that certain of its intangible assets were impaired related to underperforming programs within the Human Services segment, which consisted primarily of $0.9 million of agency contracts and $0.1 million of licenses and permits. As result, the Company recorded $1.0 million of amortization expense related to the write-off of these intangible assets for the year ended September 30, 2013. This charge was included in depreciation and amortization expense in the accompanying statements of operations. The estimated remaining amortization expense related to intangible assets with finite lives for each of the five succeeding years and thereafter is as follows: Year Ending September 30, (In thousands) 2015 $ 38,251 2016 36,409 2017 32,358 2018 31,466 2019 31,070 Thereafter 115,772 $ 285,326 |
Related Party Transactions
Related Party Transactions | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | 8. Related Party Transactions Management Agreement On February 9, 2011, the Company entered into an amended and restated management agreement with Vestar Capital Partners V, L.P. (“Vestar”) relating to certain advisory and consulting services for an annual management fee equal to the greater of (i) $850 thousand or (ii) an amount equal to 1.0% of the Company’s consolidated earnings before interest, taxes, depreciation, amortization and management fee for each fiscal year determined as set forth in the Company’s senior credit agreement. This agreement was terminated on September 22, 2014 in connection with the Company’s initial public offering. The Company recorded $0.2 million of management fees and expenses for the nine months ended June 30, 2015, as compared to $1.0 million for the nine months ended June 30, 2014. The $0.2 million of expense during the nine months ended June 30, 2015 relates to reimbursable expenses that were incurred prior to the termination of the management agreement. The accrued liability relating to such fees and expenses was $0.6 million at September 30, 2014 and $0.2 million at June 30, 2015. Lease Agreements The Company leases several offices, homes and other facilities from its employees, or from relatives of employees, primarily in the states of Minnesota, California and Wisconsin. These leases have various expiration dates extending out as far as December 2019. Related party lease expense was $0.6 million for the nine months ended June 30, 2015, as compared to $0.8 million for the nine months ended June 30, 2014. | 12. Related Party Transactions Management Agreements On February 9, 2011, the Company entered into an amended and restated management agreement with Vestar Capital Partners V, L.P. (“Vestar”) relating to certain advisory and consulting services for an annual management fee equal to the greater of (i) $850 thousand or (ii) an amount equal to 1.0% of the Company’s consolidated earnings before interest, taxes, depreciation, amortization and management fee for each fiscal year determined as set forth in the Company’s senior credit agreement. On September 22, 2014 the management agreement with Vestar was terminated as a result of the completion of the initial public offering by Civitas Solutions, Inc. The Company paid a one-time transaction advisory fee of $8.0 million to Vestar which was expensed in fiscal 2014 and paid prior to year end. The Company recorded $9.5 million, $1.4 million and $1.3 million of management fees and expenses for the years ended September 30, 2014, 2013 and 2012 respectively. The accrued liability related to the management agreement was $0.6 million and $0.5 million at September 30, 2014 and September 30, 2013, respectively. Lease Agreements The Company leases several offices, homes and other facilities from its employees, or from relatives of employees, primarily in the states of Minnesota, Florida, and California. These leases have various expiration dates extending out as far as December 2019. Related party lease expense was $1.1 million, $1.6 million and $1.6 million for the fiscal years ended September 30, 2014, 2013 and 2012, respectively. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | 9. Fair Value Measurements The Company measures and reports its financial assets and liabilities on the basis of fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. A three-level hierarchy for disclosure has been established to show the extent and level of judgment used to estimate fair value measurements, as follows: Level 1: Level 2: Level 3: Valuation techniques for assets and liabilities measured using Level 3 inputs may include methodologies such as the market approach, the income approach or the cost approach, and may use unobservable inputs such as projections, estimates and management’s interpretation of current market data. These unobservable inputs are only utilized to the extent that observable inputs are not available or cost-effective to obtain. A description of the valuation methodologies used for instruments measured at fair value as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. The following table sets forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2015. (in thousands) Total Quoted Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Interest rate swap agreements $ 2,319 $ — $ 2,319 $ — Liabilities Contingent consideration $ (8,817 ) $ — $ — $ (8,817 ) The following table sets forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014. (in thousands) Total Quoted Market Prices (Level 1) Significant Other Significant Unobservable Inputs (Level 3) Assets Money Market Funds $ 130,000 $ 130,000 $ — $ — Liabilities Contingent consideration $ (2,400 ) $ — $ — $ (2,400 ) Money Market Funds. Interest rate-swap agreements. Contingent Consideration. The following table presents a summary of changes in fair value of the Company’s Level 3 liabilities measured on a recurring basis for the nine months ended June 30, 2015. Nine Months Ended Balance at September 30, 2014 $ (2,400 ) Acquisition date fair value of contingent consideration obligations recorded (6,100 ) Present value accretion (317 ) Balance at June 30, 2015 $ (8,817 ) Items Measured at Fair Value on a Nonrecurring Basis. At June 30, 2015 and September 30, 2014, the carrying values of cash, accounts receivable, accounts payable and variable rate debt approximated fair value. | 13. Fair Value Measurements The following table set forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014. (in thousands) Total Quoted Significant Other (Level 2) Significant (Level 3) Assets Money Market Funds $ 130,000 $ 130,000 $ — $ — Liabilities Contingent consideration $ (2,400 ) $ — $ — $ (2,400 ) The following table set forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2013. (in thousands) Total Quoted Significant Other (Level 2) Significant (Level 3) Liabilities Interest rate swap agreements $ (3,165 ) $ — $ (3,165 ) $ — Money Market Funds. Contingent Consideration. Interest rate-swap agreements. The following table presents a summary of changes in fair value of the Company’s Level 3 liabilities measured on a recurring basis for fiscal years 2014 and 2013. Level 3 Balance at September 30, 2012 $ — Change in fair value of contingent consideration liability — Balance at September 30, 2013 — Change in fair value of contingent consideration liability 2,400 Balance at September 30, 2014 $ 2,400 At September 30, 2014 and September 30, 2013, the carrying values of cash, accounts receivable, accounts payable and variable rate debt approximated fair value. The carrying value and fair value of the Company’s fixed rate debt instruments are set forth below: September 30, 2014 September 30, 2013 (in thousands) Carrying Fair Value Carrying Fair Value Senior notes (issued February 9, 2011) $ 207,430 $ 225,780 $ 242,997 $ 268,750 The fair values were estimated using calculations based on quoted market prices when available and company—specific credit risk. If the Company’s long-term debt was measured at fair value, it would have been categorized as Level 2 in the fair value hierarchy. Items Measured at Fair Value on a Nonrecurring Basis. |
Income Taxes
Income Taxes | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | 10. Income Taxes The Company’s effective income tax rate for the interim periods was based on management’s estimate of the Company’s annual effective tax rate for the applicable year. For the nine months ended June 30, 2015, the Company’s effective income tax rate was 45.0%, as compared to an effective tax rate of 29.9% for the nine months ended June 30, 2014, respectively. These rates differ from the federal statutory income tax rate primarily due to state income taxes, nondeductible permanent differences such as meals and nondeductible compensation, and net operating losses not benefited. The Company files a federal consolidated return and files various state income tax returns and, generally, is no longer subject to income tax examinations by the taxing authorities for years prior to September 30, 2012. The Company did not have a reserve for uncertain income tax positions at June 30, 2015 and September 30, 2014. The Company does not expect any significant changes to unrecognized tax benefits within the next twelve months. The Company’s policy is to recognize interest and penalties related to unrecognized tax benefits as charges to income tax expense. | 17. Income Taxes The benefit for income taxes consists of the following as of September 30: 2014 2013 2012 (In thousands) Current: Federal $ — $ — $ (4,892 ) State 1,385 1,009 47 Total current taxes payable 1,385 1,009 (4,845 ) Deferred: Federal (10,338 ) (8,452 ) (12,039 ) State (2,510 ) (2,499 ) (2,999 ) Net deferred tax benefit (12,848 ) (10,951 ) (15,038 ) Income tax benefit $ (11,463 ) $ (9,942 ) $ (19,883 ) The Company paid income taxes, net of any refunds, during fiscal 2014, 2013 and 2012 of $0.6 million, $1.7 million, and $0.4 million, respectively. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities at September 30 are as follows: 2014 2013 (In thousands) Gross deferred tax assets: Deferred compensation $ 1,229 $ 1,155 Interest rate swap agreements — 1,253 Accrued workers’ compensation 12,528 11,195 Net operating loss carryforwards 30,597 28,082 Allowance for bad debts 4,078 4,484 Tax credits 4,733 5,188 Depreciation 681 — Other 2,933 2,768 56,779 54,125 Valuation allowance (10,033 ) (10,193 ) Deferred tax assets 46,746 43,932 Deferred tax liabilities: Depreciation — (2,200 ) Amortization of goodwill and intangible assets (81,999 ) (87,953 ) Other accrued liabilities (4,123 ) (5,171 ) Net deferred tax liabilities $ (39,376 ) $ (51,392 ) The Company is required to record a valuation allowance to reduce the deferred tax assets if, based on the weight of the evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. After consideration of all the evidence, both positive and negative, management determined that valuation allowances at September 30, 2014 and 2013 of $10.0 million and $10.2 million, respectively, were necessary to reduce the deferred tax assets to the amount that will more likely than not be realized. The valuation allowances primarily related to certain state net operating loss carryforwards. For federal purposes, the Company had $55.1 million of net operating loss carryforwards as of September 30, 2014, which expire in 2034, and $47.8 million of net operating loss carryforwards as of September 30, 2013, which expire in 2033. For state purposes, the Company had $233.0 million of net operating loss carryforwards for fiscal 2014, which expire from 2015 through 2034, and $231.5 million of net operating loss carryforwards for fiscal 2013, which expire from 2014 through 2033. The following is reconciliation between the statutory and effective income tax rates at September 30: 2014 2013 2012 Federal income tax at statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal tax benefit 2.0 % 3.6 % 5.6 % Nondeductible comp (0.8 )% (0.3 )% (0.7 )% Other nondeductible expenses (1.1 )% (0.2 )% (1.1 )% Unrecognized tax benefit 0.0 % 0.0 % 15.2 % Other (0.3 )% (0.2 )% 3.8 % Effective tax rate 34.8 % 37.9 % 57.8 % Companies may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. No unrecognized tax benefit was recognized for the years ended September 30, 2014 and 2013. For 2012, the Company had a $5.6 million favorable impact to its effective tax rate related to unrecognized tax benefit, including interest and penalties. The Company does not expect any significant changes to unrecognized tax benefits within the next twelve months. The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense which is consistent with the recognition of these items in prior reporting periods. No interest and penalties were accrued as of September 30, 2014 and 2013. The Company files a federal consolidated return with NMH Holdings, Inc. and files various state income tax returns and, generally, the Company is no longer subject to income tax examinations by the taxing authorities for years prior to September 30, 2011. The Company believes that it has appropriate support for the income tax positions taken and to be taken on the Company’s income tax returns. In addition, the Company believes its accruals for income tax liabilities are adequate for all open years based on an assessment of many factors including past experience and interpretations of the tax laws as applied to the facts of each matter. |
Segment Information
Segment Information | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting [Abstract] | ||
Segment Information | 11. Segment Information The Company conducts its business through two reportable business segments: the Human Services Segment and the Post-Acute Specialty Rehabilitation Services (“SRS”) Segment. Through the Human Services Segment, the Company primarily provides home and community-based human services to adults and children with intellectual and developmental disabilities (“I/DD”), and to youth with emotional, behavioral and/or medically complex challenges (“ARY”) and, beginning in the quarter ended September 30, 2014, to elders. The operations of the Human Services Segment have been organized by management into three business units based upon geography and clients served. These business units, which comprise three operating segments, have been aggregated based on the criteria set forth in ASC Topic 280, Segment Reporting. Segment Reporting. The Company evaluates performance based on income from operations. Income from operations is revenue less operating expenses and is not affected by other income (expense) or by income taxes. Activities classified as “Corporate” in the table below relate primarily to unallocated home office expenses. The following table is a financial summary by reportable segments for the periods indicated (in thousands): For the nine months ended June 30, Human Post-Acute Specialty Rehabilitation Services Corporate Consolidated 2015 Net revenue $ 820,112 $ 195,652 $ — $ 1,015,764 Income (loss) from operations 77,812 19,229 (51,031 ) 46,010 Total assets 616,217 257,702 183,341 1,057,260 Depreciation and amortization 45,303 17,137 1,838 64,278 Purchases of property and equipment 15,803 12,162 2,345 30,310 Income (loss) from continuing operations before income taxes 40,183 10,665 (51,259 ) (411 ) 2014 Net revenue $ 758,872 $ 169,675 $ — $ 928,547 Income (loss) from operations 71,894 12,414 (40,213 ) 44,095 Depreciation and amortization 34,689 14,021 1,884 50,594 Purchases of property and equipment 11,110 10,661 2,500 24,271 Income (loss) from continuing operations before income taxes 17,351 587 (42,123 ) (24,185 ) Revenue derived from contracts with state and local governmental payors in the state of Minnesota, the Company’s largest state, which is included in the Human Services segment, accounted for approximately 15% and 14% for the nine months ended June 30, 2015 and 2014, respectively. | 18. Segment Information The Company conducts its business through two reportable business segments: the Human Services Segment and the Post-Acute Specialty Rehabilitation Services (“SRS”) Segment. Through the Human Services Segment, the Company primarily provides home and community-based human services to adults and children with intellectual and development disabilities (“I/DD”), and to youth with emotional, behavioral and/or medically complex challenges (“ARY”). The operations of the Human Services Segment have been organized by management based upon geography. The geographical regions, which comprise three operating segments, have been aggregated based on the criteria set forth in ASC Topic 280, Segment Reporting. Segment Reporting. The Company evaluates performance based on income from operations. Income from operations is revenue less operating expenses and is not affected by other income (expense) or by income taxes. Activities classified as “Corporate” in the table below relate primarily to unallocated home office expenses. The following table is a financial summary by reportable segments for the periods indicated (in thousands): The following is a financial summary by reportable operating segment for the periods indicated (in thousands): For the Year Ended September 30, Human Services Post-Acute Corporate Consolidated 2014 Net revenue $ 1,025,672 $ 230,166 $ — 1,255,838 Income (loss) from operations 97,916 17,561 (55,211 ) 60,266 Total assets 634,989 222,475 350,490 1,207,954 Depreciation and amortization 45,576 19,177 2,735 67,488 Purchases of property and equipment 15,907 16,250 3,138 35,295 Income (loss) from continuing operations before income taxes 23,024 1,231 (57,151 ) (32,896 ) 2013 Net revenue $ 974,088 $ 208,421 $ — 1,182,509 Income (loss) from operations 90,477 17,293 (55,636 ) 52,134 Total assets 655,140 207,475 158,654 1,021,269 Depreciation and amortization 45,239 15,948 2,386 63,573 Purchases of property and equipment 17,791 10,491 3,619 31,901 Income (loss) from continuing operations before income taxes 25,369 3,893 (55,516 ) (26,254 ) 2012 Net revenue $ 921,885 $ 185,466 $ — 1,107,351 Income (loss) from operations 78,738 20,376 (53,071 ) 46,043 Total assets 692,015 216,663 137,202 1,045,880 Depreciation and amortization 42,821 14,389 2,777 59,987 Purchases of property and equipment 17,659 10,218 2,118 29,995 Income (loss) from continuing operations before income taxes 13,637 7,798 (55,832 ) (34,397 ) Revenue derived from contracts with state and local government payors in the state of Minnesota, the Company’s largest state, which is included in the Human Services segment, accounted for approximately 14% of the Company’s revenue for the fiscal years ended September 30, 2014 and 2013 and 15% of revenue for fiscal year ended September 30, 2012. |
Discontinued Operations
Discontinued Operations | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Discontinued Operations | 12. Disposition of Business On June 23, 2015, following a six-month strategic review of its service line supporting at-risk youth, the Company announced its decision to discontinue ARY services in the states of Florida, Louisiana, Indiana, North Carolina and Texas. These operations are included in the Human Services Segment. At the time of the decision, Management set a target date of September 30, 2015 to transition each child or adolescent served in the five states into the program of another provider, but is committed to work with its public partners to ensure that each transition is completed safely and with minimal disruption. In connection with the decision to discontinue these services the Company recorded an impairment charge of approximately $8.2 million for intangible assets associated with these businesses and expects to incur additional closures costs of up to $6.7 million, consisting of up to $1.9 million of severance costs and up to $4.8 million of lease termination costs. The actual exit costs could ultimately be less, depending on whether another provider or providers purchase all or some of the programs, the new providers’ demand for employees and office space, and other factors. The Company assessed the disposal group under the guidance of ASU 2014-08, “Discontinued Operations and Disclosures of Disposals of Components of an Entity” and concluded that the closure of the disposal group does not represent a “strategic shift” and therefore has not been classified as discontinued operations for any of the periods presented. However, the Company has concluded that the disposal group was an individually significant disposal group. Pretax losses for this disposal group were $11.1 million for the nine months ended June 30, 2015, and $9.1 million for the nine months ended June 30, 2014. The pretax loss for the nine months ended June 30, 2015 included an intangible asset impairment charge of $8.2 million. | 5. Discontinued Operations REM Connecticut During the fourth quarter of fiscal 2014, the Company notified the State of Connecticut of its intention to stop providing services under existing contracts due to rate cuts and a change in state policy. The effective transition of the Company’s programs is expected to be completed in the first quarter of fiscal 2015. REM Connecticut was included in the Human Services segment and the results of the operations are presented as discontinued operations in the consolidated statements of operations and the prior periods have been reclassified. Loss from discontinued operations for REM Connecticut for fiscal 2014 included impairment charges of $1.6 million and $0.7 million for intangible assets and owned buildings, respectively, and $0.1 million of expense for severance. FAS Virginia During fiscal 2013, the Company closed certain Human Services operations in the state of Virginia, Family Advocacy Services, LLC (“FAS Virginia”) and recorded a pre-tax loss of $3.6 million for fiscal 2013. FAS Virginia was included in the Human Services segment and the results of the operations are presented as discontinued operations in the consolidated statements of operations and the prior periods have been reclassified. Loss from discontinued operations for FAS Virginia for fiscal 2013 included a $3.4 million write-off of intangible assets. Mentor Rhode Island During fiscal 2013, the Company adopted a plan to sell its Human Services operations in the state of Rhode Island (“Mentor Rhode Island”). The Company completed the sale in the third quarter of fiscal 2013 and recorded a pre-tax loss of $0.8 million for fiscal 2013. The operations of Mentor Rhode Island are presented as discontinued operations in the consolidated statements of operations and the prior periods have been reclassified. Loss from discontinued operations for fiscal 2013 included a $0.7 million impairment charge related to the write-off of intangible assets. The net revenue and loss before income taxes for the Company’s discontinued operations for the periods presented is as follows (in thousands): Year ended September 30, 2014 2013 2012 Net revenue $ 13,425 $ 18,483 $ 22,222 Income (loss) before income taxes (2,259 ) (3,244 ) 400 |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | 13. Net Income (Loss) Per Share Basic net income per common share is computed by dividing net income by the basic weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the diluted weighted average number of common shares and common equivalent shares outstanding during the period. The weighted average number of common equivalent shares outstanding has been determined in accordance with the treasury-stock method. Common equivalent shares consist of common stock issuable on the exercise of outstanding options and vesting of restricted stock units when dilutive. The following table sets forth the computation of basic and diluted earnings per share (“EPS”): Nine Months Ended June 30, 2015 2014 Numerator Net income (loss) $ (1,192 ) $ (16,875 ) Denominator Weighted average shares outstanding, basic 36,950,000 25,250,000 Weighted average common equivalent shares — — Weighted average shares outstanding, diluted 36,950,000 25,250,000 Net income (loss) per share, basic and diluted $ (0.03 ) $ (0.67 ) Equity instruments excluded from diluted net income (loss) per share calculation as the effect would have been anti-dilutive: Stock options 567,664 — Restricted stock units 570,601 — For each of the periods presented above for which the Company incurred a net loss the outstanding stock options and restricted stock units have an anti-dilutive effect and therefore all awards have been excluded from the diluted weighted average shares outstanding. Accordingly, basic and diluted weighted average shares for those periods are equal. During the nine months ended June 30, 2014, there were no common share equivalents outstanding. |
Accruals for Self-Insurance
Accruals for Self-Insurance | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Text Block [Abstract] | ||
Accruals for Self-Insurance | 14. Accruals for Self-Insurance The Company maintains insurance for professional and general liability, workers’ compensation liability, automobile liability and health insurance liabilities that includes self-insured retentions. The Company intends to maintain such coverage in the future and is of the opinion that its insurance coverage is adequate to cover potential losses on asserted claims. Employment practices liability is fully self-insured. The Company records expenses related to claims on an incurred basis, which includes estimates of fully developed losses for both reported and unreported claims. The accruals for the health, workers’ compensation, automobile, and professional and general liability programs are based on analyses performed by management and take into account reports by independent third parties. Accruals are periodically reevaluated and increased or decreased based on new information. For professional and general liability, from October 1, 2011 to September 30, 2013, the Company was self-insured for the first $4.0 million of each and every claim with no aggregate limit. Commencing October 1, 2013, the Company has been self-insured for $4.0 million per claim and $28.0 million in the aggregate. For workers’ compensation, the Company has a $350 thousand per claim retention with statutory limits. Automobile liability has a $100 thousand per claim retention, with additional insurance coverage above the retention. The Company purchases specific stop loss insurance as protection against extraordinary claims liability for health insurance claims. Stop loss insurance covers claims that exceed $300 thousand on a per member basis per year. The Company reports its self-insurance liabilities on a gross basis without giving effect to insurance recoveries. Anticipated insurance recoveries are presented in Prepaid expenses and other current assets and Other assets on the Company’s consolidated balance sheets. Self-insured liabilities are presented in accrued payroll and related costs, other accrued liabilities and other long-term liabilities on its consolidated balance sheets. | 15. Accruals for Self-Insurance and Other Commitments and Contingencies The Company maintains insurance for professional and general liability, workers’ compensation liability, automobile liability and health insurance liabilities that includes self-insured retentions. The Company intends to maintain such coverage in the future and is of the opinion that its insurance coverage is adequate to cover potential losses on asserted claims. Employment practices liability is fully self-insured. The Company records expenses related to claims on an incurred basis, which includes estimates of fully developed losses for both reported and unreported claims. The accruals for the health, workers’ compensation, automobile, and professional and general liability programs are based on analyses performed by management and take into account reports by independent third parties. Accruals are periodically reevaluated and increased or decreased based on new information. For professional and general liability, from October 1, 2011 to September 30, 2013, the Company was self-insured for the first $4.0 million of each and every claim with no aggregate limit. Commencing October 1, 2013, the Company is self-insured for $4.0 million per claim and $28.0 million in the aggregate. For workers’ compensation, the Company has a $350 thousand per claim retention with statutory limits. Automobile liability has a $100 thousand per claim retention, with additional insurance coverage above the retention. The Company purchases specific stop loss insurance as protection against extraordinary claims liability for health insurance claims. Stop loss insurance covers claims that exceed $300 thousand on a per member basis. The Company reports its self-insurance liabilities on a gross basis without giving effect to insurance recoveries. Anticipated insurance recoveries are presented in Prepaid expenses and other current assets and Other assets on the Company’s consolidated balance sheets. Self-insured liabilities are presented in Accrued payroll and related costs, Other accrued liabilities and Other long- term liabilities on its consolidated balance sheets. |
Other Commitments and Contingen
Other Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Other Commitments and Contingencies | 15. Other Commitments and Contingencies The Company is in the health and human services business and, therefore, has been and continues to be subject to numerous claims alleging that the Company, its employees or its independently contracted host-home caregivers (“Mentors”) failed to provide proper care for a client. The Company is also subject to claims by its clients, its employees, its Mentors or community members against the Company for negligence, intentional misconduct or violation of applicable laws. Included in the Company’s recent claims are claims alleging personal injury, assault, abuse, wrongful death and other charges. Regulatory agencies may initiate administrative proceedings alleging that the Company’s programs, employees or agents violate statutes and regulations and seek to impose monetary penalties on the Company. The Company could be required to incur significant costs to respond to regulatory investigations or defend against civil lawsuits and, if the Company does not prevail, the Company could be required to pay substantial amounts of money in damages, settlement amounts or penalties arising from these legal proceedings. The Company is also subject to potential lawsuits under the False Claims Act and other federal and state whistleblower statutes designed to combat fraud and abuse in the health care industry. These lawsuits can involve significant monetary awards that may incentivize private plaintiffs to bring these suits. If the Company is found to have violated the False Claims Act, it could be excluded from participation in Medicaid and other federal healthcare programs. The Patient Protection and Affordable Care Act provides a mandate for more vigorous and widespread enforcement activity to combat fraud and abuse in the health care industry. The Company is also subject to employee-related claims under state and federal law, including claims for discrimination, wrongful discharge or retaliation; claims for wage and hour violations under the Fair Labor Standards Act or state wage and hour laws. | 16. Other Commitments and Contingencies The Company is in the health and human services business and, therefore, has been and continues to be subject to substantial claims alleging that the Company, its employees or its independently contracted host-home caregivers (“Mentors”) failed to provide proper care for a client. The Company is also subject to claims by its clients, its employees, its Mentors or community members against the Company for negligence, intentional misconduct or violation of applicable laws. Included in the Company’s recent claims are claims alleging personal injury, assault, abuse, wrongful death and other charges. Regulatory agencies may initiate administrative proceedings alleging that the Company’s programs, employees or agents violate statutes and regulations and seek to impose monetary penalties on the Company. The Company could be required to incur significant costs to respond to regulatory investigations or defend against civil lawsuits and, if the Company does not prevail, the Company could be required to pay substantial amounts of money in damages, settlement amounts or penalties arising from these legal proceedings. The Company is also subject to potential lawsuits under the False Claims Act and other federal and state whistleblower statutes designed to combat fraud and abuse in the health care industry. These lawsuits can involve significant monetary awards that may incentivize private plaintiffs to bring these suits. If the Company is found to have violated the False Claims Act, it could be excluded from participation in Medicaid and other federal healthcare programs. The Patient Protection and Affordable Care Act provides a mandate for more vigorous and widespread enforcement activity to combat fraud and abuse in the health care industry. The Company is also subject to employee-related claims under state and federal law, including claims for discrimination, wrongful discharge or retaliation, claims for wage and hour violations under the Fair Labor Standards Act or state wage and hour laws. |
Subsequent Events
Subsequent Events | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Subsequent Events [Abstract] | ||
Subsequent Events | 16. Subsequent Events On August 26, 2015, we entered into an asset purchase agreement to sell our ARY operations in Florida, Louisiana, Indiana, North Carolina and Texas in exchange for a promissory note in the principal amount of $2.5 million that is due and payable on the first anniversary of the closing date. This sale, which is subject to regulatory approvals, is expected to be completed during the first quarter of fiscal 2016. Upon the completion of the sale, we expect to record a loss of approximately $2.7 million. There can be no assurance that we will complete this transaction. | 22. Subsequent Events On October 17, 2014, the Company paid $175.6 million to redeem $162.0 million aggregate principal amount of its senior notes. In accordance with the provisions of the indenture governing the senior notes, the amount paid included an associated call premium of $10.1 million and accrued and unpaid interest of $3.5 million. Following this payment, the aggregate principal balance outstanding of the senior notes decreased to $50.0 million. On October 21, 2014, the Company increased the revolving commitment under the senior revolver by $20.0 million, on terms identical to those applicable to the existing senior revolver. The aggregate amount of the revolving commitment under the senior revolver is now $120.0 million. On October 31, 2014, the Company acquired a company complementary to its Human Services business for aggregate consideration of $4.5 million. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation Civitas Solutions, Inc. is a subsidiary of NMH Investment, LLC (“NHM Investment”), which was formed in connection with the acquisition of our business by affiliates of Vestar Capital Partners (“Vestar’’) in 2006. The equity interests of NMH Investment are owned by Vestar and certain of our executive officers and directors and other members of management. On September 22, 2014, Civitas completed an initial public offering (the “IPO”) of its common stock and became a reporting company under the Securities Exchange Act of 1934, as amended. NMH Holdings, LLC is a wholly owned subsidiary, of Civitas and National Mentor Holdings, Inc. (“NMHI”) is a wholly owned subsidiary of NMH Holdings, LLC. Civitas Solutions, Inc., through its wholly-owned subsidiaries (collectively, the “Company”), is a leading provider of home- and community-based health and human services to adults and children with intellectual and/or developmental disabilities, acquired brain injury and other catastrophic injuries and illnesses; and to youth with emotional, behavioral and/or medically complex challenges. Since the Company’s founding in 1980, the Company’s operations have grown to 36 states. The Company provides residential services to over 12,600 clients, some of whom also receive periodic services, and more than 16,500 clients receive periodic services from the Company in non-residential settings. The Company designs customized service plans to meet the unique needs of its clients, which it delivers in home- and community-based settings. Most of the Company’s service plans involve residential support, typically in small group homes, host home settings, or specialized community facilities, designed to improve the clients’ quality of life and to promote their independence and participation in community life. Other services offered include supported living, day and transitional programs, vocational services, case management, family-based and outpatient therapeutic services, post-acute treatment and neurorehabilitation, neurobehavioral rehabilitation and physical, occupational and speech therapies, among others. The Company’s customized service plans offer its clients as well as the payors of these services, an attractive, cost-effective alternative to health and human services provided in large, institutional settings. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Sep. 30, 2014 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 7. Property and Equipment Property and equipment consists of the following as of September 30 (in thousands): 2014 2013 Buildings and land $ 123,899 $ 123,046 Vehicles 50,454 45,846 Computer hardware 32,276 29,661 Leasehold improvements 53,198 38,755 Furniture and fixtures 14,749 12,931 Office and telecommunication equipment 6,772 8,115 Software for internal use 1,488 — Construction in progress 1,005 2,246 283,841 260,600 Less accumulated depreciation (124,355 ) (106,965 ) Property and equipment, net $ 159,486 $ 153,635 For fiscal years ended 2014, 2013 and 2012, depreciation expense for continuing operations was $28.4 million, $25.4 million and $23.8 million, respectively, and depreciation expense for discontinued operations was $293 thousand, $370 thousand and $371 thousand, respectively. |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts | 12 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Certain Balance Sheet Accounts | 8. Certain Balance Sheet Accounts Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following as of September 30 (in thousands): 2014 2013 Prepaid business expense $ 2,514 $ 2,906 Prepaid insurance 1,185 1,309 Anticipated insurance recoveries 6,637 9,966 Other 5,871 4,460 Prepaid expenses and other current assets $ 16,207 $ 18,641 Other Accrued Liabilities Other accrued liabilities consist of the following as of September 30 (in thousands): 2014 2013 Accrued insurance $ 15,464 $ 18,756 Accrued swap valuation liability — 3,165 Overpayments 6,746 7,678 Due to third party payors 3,727 3,569 Accrued interest 3,465 4,100 Other 19,918 7,798 Other accrued liabilities $ 49,320 $ 45,066 Other Long-Term Liabilities Other long-term liabilities consist of the following as of September 30 (in thousands): 2014 2013 Accrued self-insurance reserves $ 54,037 $ 54,781 Other 15,277 14,155 Other long-term liabilities $ 69,314 $ 68,936 |
Employee Savings and Retirement
Employee Savings and Retirement Plans | 12 Months Ended |
Sep. 30, 2014 | |
Postemployment Benefits [Abstract] | |
Employee Savings and Retirement Plans | 11. Employee Savings and Retirement Plans The Company has a multi-company plan (the “Plan”) which covers all of its wholly-owned subsidiaries. Under the Plan, employees may contribute a portion of their earnings, which are invested in mutual funds of their choice. After January 1, the Company makes a matching contribution for the previous calendar year on behalf of all participants employed on the last day of the year. This matching contribution vests immediately. In addition, there is a profit sharing feature of the Plan, whereby, at the discretion of management, an allocation may be made to all of the eligible employees in one or more of its business units. Profit sharing contributions vest ratably over three years with forfeitures available to cover plan costs and employer matches in future years. The Company made contributions of $5.5 million, $4.0 million and $4.2 million, for fiscal years 2014, 2013 and 2012, respectively. The Company has the following two deferred compensation plans: The National Mentor Holdings, LLC Executive Deferred Compensation Plan The National Mentor Holdings, LLC Executive Deferred Compensation Plan is an unfunded, nonqualified deferred compensation arrangement for senior management, in which the Company contributes to the executive’s account a percentage of the executive’s base compensation. This contribution is made at the end of the year for service rendered during the year. The Company contributed $0.5 million, $0.4 million and $0.4 million for fiscal 2014, 2013 and 2012, respectively. The unfunded accrued liability was $2.8 million and $2.6 million as of September 30, 2014 and 2013, respectively, and was included in other long-term liabilities on the Company’s consolidated balance sheets. The National Mentor Holdings, LLC Executive Deferral Plan The National Mentor Holdings, LLC Executive Deferral Plan, available to highly compensated employees, is a plan in which participants contribute a percentage of salary and/or bonus earned during the year. Employees contributed $0.9 million, $0.9 million and $0.7 million for fiscal 2014, 2013 and 2012 respectively. The accrued liability related to this plan was $7.5 million and $6.7 million as of September 30, 2014 and 2013, respectively, and was included in other long-term liabilities on the Company’s consolidated balance sheets. In connection with the National Mentor Holdings, LLC Executive Deferral Plan, the Company has purchased company owned life insurance (“COLI”) policies on certain plan participants. The cash surrender value of the COLI policies is designed to provide a source for funding the accrued liability. The cash surrender value of the COLI policies was $6.2 million and $5.5 million as of September 30, 2014 and 2013, respectively, and was included in other assets on the Company’s consolidated balance sheets. |
Leases
Leases | 12 Months Ended |
Sep. 30, 2014 | |
Leases [Abstract] | |
Leases | 14. Leases Operating leases The Company leases office and client residential facilities, vehicles and certain office equipment in several locations under operating lease arrangements, which expire at various dates through 2027. In addition to base rents presented below, the majority of the leases require payments for additional expenses such as taxes, maintenance and utilities. Certain of the leases contain renewal options at the Company’s option and some have escalation clauses which are recognized as rent expense on a straight line basis. Total rent expense from continuing operations for fiscal 2014, 2013 and 2012 was $57.7 million, $53.8 million and $48.6 million, respectively. During fiscal 2012, the Company completed two sale-leaseback transactions under which it sold two properties to unrelated third parties. Net proceeds from these sales were $2.8 million. Concurrent with these sales, the Company entered into agreements to lease the properties back from the purchasers over an initial lease term of seven and ten years, respectively, each with two, five-year renewal options. The Company classified these leases as operating leases, actively uses or plans to actively use the leased properties and considers the lease as normal leaseback for accounting purposes. The Company deferred a $0.1 million gain on these transactions which includes both a current and non-current portion, with the current portion based on the amount that is expected to amortize over the next 12 months. The current and non-current portions are included in Accrued liabilities on the consolidated balance sheets. In fiscal 1995, the Company entered into an initial five year operating lease agreement for its corporate office with a total expected minimum lease commitment of $2.4 million. The lease has been extended and amended through eleven amendments, and as of September 30, 2014, the Company had total expected minimum lease commitments of $4.8 million over the lease term. The lease expires in 2017 and the Company has the option to extend the lease term. Total rent expense related to this lease was $1.5 million, $1.5 million and $1.5 million for fiscal years 2014, 2013 and 2012, respectively. Future minimum lease payments for non-cancellable operating leases for the fiscal years ending September 30 are as follows (in thousands): 2015 $ 52,748 2016 42,739 2017 35,658 2018 25,820 2019 17,936 Thereafter 33,509 $ 208,410 Capital leases The Company leases certain facilities under various non-cancellable capital leases that expire at various dates through fiscal 2025. Assets acquired under capital leases with an original cost of $7.8 million and $7.8 million and related accumulated amortization of $2.2 million and $1.6 million are included in property and equipment, net for fiscal 2014 and 2013, respectively. Amortization expense for fiscal years 2014, 2013 and 2012 was $0.6 million, $0.7 million and $0.7 million, respectively. The following is a schedule of the future minimum lease payments under the capital leases for the fiscal years ending September 30 (in thousands): 2015 $ 451 2016 497 2017 549 2018 608 2019 675 Thereafter 3,730 Total minimum lease payments $ 6,510 Interest expense on capital leases during fiscal years 2014, 2013 and 2012 was $0.7 million, $0.8 million and $0.8 million, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Sep. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 19. Stock-Based Compensation Summary of Stock-Based Compensation Plans 2006 Unit Plan NMH Investment maintains the Amended and Restated 2006 Unit Plan (the “Unit Plan”), and from time to time it has issued units of limited liability company interests pursuant to such plan, consisting of Class B Common Units, Class C Common Units, Class D Common Units, Class E Common Units, Class F Common Units, Class G Common Units and Class H Common Units. The units are limited liability company interests and are available for issuance to the Company’s employees and members of the Board of Directors for incentive purposes. These units derive their value from the value of the Company. Under the Amended and Restated 2006 Unit Plan there are 192,500 Class B Common Units, 202,000 Class C Common Units, 388,881 Class D Common Units, 6,375 Class E Common Units, 5,396,388 Class F Common Units, 130,000 Class G Common Units and 1,200,000 Class H Common Units authorized for issuance under the plan. 2014 Plan The Company adopted the 2014 Omnibus Incentive Plan ( “2014 Plan”) in September 2014. The 2014 Plan authorizes the issuance of stock-based awards, including incentive stock options (“ISOs”), non-qualified stock options (“NSOs”) and restricted stock units (“RSUs”) to purchase up to 3,325,500 shares authorized in the 2014 Plan. Under the terms of the 2014 Plan, stock options may not be granted at less than the fair market value on the date of grant. Options vest annually over three years and expire after 10 years and RSUs vest annually over three years, in each case the awards are subject to a requisite service period equal to the vesting term. Options and RSUs granted under the 2014 Plan immediately vest upon certain events, as described in the 2014 Plan. As of September 30, 2014, approximately 2.2 million shares were available for future grant of awards under the 2014 Plan. Units of NMH Investment LLC Interests Under its equity-based compensation plan adopted in 2006, NMH Investment previously issued units of limited liability company interests consisting of Class B Common Units, Class C Common Units, Class D Common Units, and Class E Common Units to the Company’s employees and members of the Board of Directors as incentive compensation. In June 2011 the Class B Common Units, Class C Common Units, and Class D Common Units were amended to accelerate vesting of any outstanding unvested units so that they became 100% vested. There have been no issuances of these awards since the amendment to accelerate vesting. On June 15, 2011, NMH Investment issued Class F Common Units, a new class of non-voting common equity units of NMH Investment, as incentive compensation. Up to 5,396,388 Class F Common Units may be issued under the 2006 Unit Plan to management of the Company as equity-based compensation. The vesting terms of the Class F Common Units are as follows: For participants who have been continuously employed by the Company since December 31, 2008, 75% of the Class F Common Units vested upon grant and 25% of the Class F Common Units vested on December 15, 2012 (or 18 months following the date of grant) assuming continuous employment with the Company on that date. For participants who had not been continuously employed by the Company since December 31, 2008, 50% of the Class F Common Units vested upon grant, 25% of the Class F Common Units vested on December 15, 2012 and 25% of the Class F Common Units vested on June 15, 2014 (or 36 months following the date of grant), in each case, if the participant continues to be employed by the Company on that date. Class F Common Units awarded after the initial issuances in June 2011 vest in three equal tranches on each of the first three anniversaries of their respective issuance date. On August 13, 2012, an amendment was made to the Amended and Restated 2006 Unit Plan that authorized the issuance of two new classes of non-voting equity units of NMH Investment of up to 130,000 Class G Common Units and up to 1,200,000 Class H Common Units. The Class G Common Units vest upon the consummation of a sale of the Company or an initial public offering of the Company. The Class H Common Units, which were amended in September 2014, vest upon the earlier to occur of a sale of the Company and the achievement of a certain multiple of investment return threshold by Vestar and its affiliates. On September 22, 2014, the Company completed an initial public offering which triggered the vesting condition for the Class G common units. As a result, the Company recognized $0.6 million of stock-based compensation expense associated with these units. There were no triggering events of the Class H Common Units that were determined to be probable, and therefore, the Company did not recognize any stock-based compensation expense for the Class H Common Units. For purposes of determining the fair value of the units granted, management valued the business enterprise using a variety of widely accepted valuation techniques which considered a number of factors such as the financial performance of the Company, the values of comparable companies and the lack of marketability of the Company’s equity. The Company then used the option pricing method to determine the fair value of the units granted. The fair value of the units issued during fiscal years 2014, 2013 and 2012 was calculated using the following assumptions: FY2014 FY2013 FY2012 Risk-free interest rate 0.13% 0.21-0.27% 0.21-0.27% Expected term 1 year 1.7-2.4 years 1.7-2.4 years Expected volatility 30.00% 40.00% 40.00% The risk-free interest rate is equal to the U.S. federal treasury bond rate consistent with the term assumption. The expected term is the number of years in which the Company estimates that units will be realized. The Company has estimated volatility for the units granted based on the historical volatility for a group of companies believed to be a representative peer group, selected based on industry and market capitalization, due to lack of sufficient historical publicly traded prices of the Company’s own common stock. The estimated fair value of the units, less an assumed forfeiture rate of 9.3%, was recognized as expense in the Company’s consolidated financial statements on a straight-line basis over the requisite service periods of the awards with the exception of the Class G Common Units and Class H Common Units. The assumed forfeiture rate is based on an average of the Company’s historical forfeiture rates, which the Company estimates is indicative of future forfeitures. The summary of activity under the plan is presented below: Units Weighted Grant-Date Nonvested balance at September 30, 2013 1,395,984 $ 0.57 Granted 303,710 1.12 Forfeited 25,894 2.13 Vested 249,504 2.68 Nonvested balance at September 30, 2014 1,424,296 $ 0.29 As of September 30, 2014, there was $0.3 million of total unrecognized compensation expense related to the non-performance based units. These costs are expected to be recognized over a weighted average period of 2.0 years. The unrecognized compensation costs for unvested performance based Class H Common Units of $7.5 million will be recognized when the management determines that it is probable the performance condition will be met. Stock Options For the year ended September 30, 2014, the Company issued 559,327 stock options which will vest over three years (one-third each year). The fair value of each option granted was estimated on the grant date using the Black-Scholes valuation model with the following assumptions: FY2014 Risk-free interest rate 1.88% Expected term 6 years Expected volatility 45.00% Expected dividend yield — Risk-free interest rate Expected term Expected volatility Expected dividend yield The Company estimates forfeitures based on historical unit plan data. An assumed forfeiture rate of 9.3% was used during the year ended September 30, 2014. The table below summarizes our stock option activity during fiscal year 2014: Number of Shares Weighted- Weighted- Aggregate Outstanding at September 30, 2013 — $ — — $ — Granted 559,327 17.00 10.00 — Forfeited — — — — Exercised — — — — Expired — — — — Outstanding at September 30, 2014 559,327 $ 17.00 10.00 $ — Vested or expected to vest as of September 30, 2014 507,310 $ 17.00 10.00 $ — Exercisable at September 30, 2014 — $ — — $ — As of September 30, 2014, there was $3.9 million of unrecognized compensation cost related to unvested stock options. This cost is expected to be recognized over a weighted-average period of 3.0 years. Restricted Stock Awards For the year ended September 30, 2014, the Company issued 550,481 restricted stock awards to employees and members of the Board of Directors. These awards will vest over three years (one-third each year) for employee grants and one year (100% on the first anniversary of the grant date) for grants to members of the Board of Directors. A summary of our issued restricted stock awards is as follows: Number of Weighted Average Grant-Date Fair Value Nonvested shares at September 30, 2013 — $ — Granted 550,481 17.00 Forfeited — — Vested — — Nonvested shares at September 30, 2014 550,481 $ 17.00 The fair value of the restricted stock awards on the date of grant, less an assumed forfeiture rate of 9.3% for employee grants, will be recognized as expense in the Company’s consolidated financial statements on a straight-line basis over the requisite service periods (vesting term) of the awards. The Company does not have a history with these types of awards, and as such, the historical forfeiture rate of the Unit Plan was used as the basis for determining the assumed forfeiture rate. The Company has not applied a forfeiture rate to the restricted awards granted to the Board of Directors as the awards vest 100% on the first anniversary of the grant date. As of September 30, 2014, there was $8.4 million of unrecognized compensation expense related to unvested restricted stock. This cost is expected to be recognized over a weighted-average period of 2.9 years. The Company recorded $0.9 million, $0.3 million and $0.7 million of stock-based compensation expense for fiscal years 2014, 2013 and 2012, respectively. Stock-based compensation expense is included in general and administrative expense in the consolidated statements of operations. The computation of diluted earnings per share excludes the options and restricted stock awards issued by Civitas, because the effect would be anti-dilutive. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Sep. 30, 2014 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | 20. Valuation and Qualifying Accounts The following table summarizes information about the allowances for doubtful accounts and sales allowances for the years ended September 30, 2014, 2013 and 2012 (in thousands): Balance at Provision Write-Offs Balance Fiscal year ended September 30, 2014 $ 12,494 $ 20,392 $ (21,395 ) $ 11,491 Fiscal year ended September 30, 2013 $ 9,250 $ 18,286 $ (15,042 ) $ 12,494 Fiscal year ended September 30, 2012 $ 7,957 $ 12,902 $ (11,609 ) $ 9,250 As of September 30, 2014, the Company also had $6.7 million of accounts receivable collateralized by liens, net of allowances for those liens of $1.7 million, recorded as part of other assets within the accompanying consolidated |
Quarterly Financial Data (unaud
Quarterly Financial Data (unaudited) | 12 Months Ended |
Sep. 30, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (unaudited) | 21. Quarterly Financial Data (unaudited) The following tables present consolidated statement of operations data for each of the eight quarters in the period which began December 31, 2012 and ended September 30, 2014. This information is derived from the Company’s unaudited financial statements, which in the opinion of management contain all adjustments necessary for a fair presentation of such financial data. Operating results for these periods are not necessarily indicative of the operating results for a full year. Historical results are not necessarily indicative of the results to be expected in future periods. For The Quarters Ended (1) (in thousands) September 30, June 30, 2014 March 31, December 31, Net revenue $ 327,291 $ 318,189 $ 306,366 $ 303,992 Income (loss) from continuing operations, net of tax (4,491 ) (24 ) (12,236 ) (4,683 ) Income (loss) from discontinued operations, net of tax (1,449 ) 29 46 (7 ) Net income (loss) $ (5,940 ) $ 5 $ (12,190 ) $ (4,690 ) Loss per common share, basic and diluted Income (loss) from continuing operations, net of tax $ (0.17 ) $ — $ (0.48 ) $ (0.19 ) Income (loss) from discontinued operations, net of tax (0.05 ) — — — Net income (loss) $ (0.23 ) $ — $ (0.48 ) $ (0.19 ) Weighted average number of common shares outstanding, basic and diluted 26,394,565 25,250,000 25,250,000 25,250,000 For The Quarters Ended (1) (in thousands) September 30, June 30, 2013 March 31, December 31, Net revenue $ 301,057 $ 300,266 $ 291,642 $ 289,545 Income (loss) from continuing operations, net of tax 127 (2,567 ) (5,353 ) (8,519 ) Income (loss) from discontinued operations, net of tax 257 96 (2,482 ) 145 Net income (loss) $ 384 $ (2,471 ) $ (7,835 ) $ (8,374 ) Loss per common share, basic and diluted Income (loss) from continuing operations, net of tax $ 0.01 $ (0.10 ) $ (0.21 ) $ (0.34 ) Income (loss) from discontinued operations, net of tax 0.01 — (0.10 ) 0.01 Net income (loss) $ 0.02 $ (0.10 ) $ (0.31 ) $ (0.33 ) Weighted average number of common shares outstanding, basic and diluted 25,250,000 25,250,000 25,250,000 25,250,000 (1) During fiscal 2014, the Company gave notice of its intention to close all Human Services operations in the state of Connecticut. All fiscal years presented reflect the classification of these businesses as discontinued operations. |
Significant Accounting Polici34
Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited condensed consolidated financial statements herein should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014, which is on file with the SEC. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of normal and recurring accruals, necessary to present fairly the financial statements in accordance with GAAP. Intercompany balances and transactions between the Company and its subsidiaries have been eliminated in consolidation. Operating results for the nine months ended June 30, 2015 may not necessarily be indicative of results to be expected for any other interim period or for the full year. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Our financial results are affected by the selection and application of accounting policies and methods. There were no material changes in the nine months ended June 30, 2015 to the application of significant accounting policies as described in our audited financial statements for the year ended September 30, 2014. | |
Recent Accounting Pronouncements | 3. Recent Accounting Pronouncements Reporting Discontinued Operations— , Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). Revenue from Contracts with Customers— Revenue from Contracts with Customers Imputation of Interest— Interest—Imputation of Interest | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions between the Company and its subsidiaries have been eliminated in consolidation. | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. On an on-going basis, we evaluate our estimates and judgments and methodologies. Actual results could differ from these estimates under different assumptions or conditions. These accounting policies and estimates are periodically reevaluated, and adjustments are made when facts and circumstances dictate a change. | |
Fair Value Measurements | Fair Value Measurements The accounting standard for fair value measurements defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and requires detailed disclosures about fair value measurements. Under this standard, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect certain market assumptions. This standard classifies these inputs into the following hierarchy: Level 1 Inputs Level 2 Inputs Level 3 Inputs The fair value hierarchy level is determined by asset class based on the lowest level of significant input. In periods of market inactivity, the observability of prices and inputs may be reduced for certain instruments. This condition could cause an instrument to be reclassified between levels. During the year ended September 30, 2014, there were no transfers between levels. The carrying amounts of the Company’s cash and cash equivalents, accounts receivable, net, accounts payable, accrued expenses, self- insurance assets and liabilities and variable rate debt approximate their fair value. | |
Cash Equivalents | Cash Equivalents The Company considers short-term investments with maturity dates of 90 days or less at the date of purchase to be cash equivalents. Cash equivalents primarily consist of money market funds and the carrying value of cash equivalents approximates fair value. | |
Restricted Cash | Restricted Cash Restricted cash consists of a cash collateral account set up to support the issuance of letters of credit under the Company’s institutional letter of credit facility and funds provided from government payors restricted for client use. | |
Concentrations of Credit and Other Risks | Concentrations of Credit and Other Risks Financial instruments that potentially subject the Company to credit risk primarily consist of cash and cash equivalents, self- insurance receivables and accounts receivable. Cash and cash equivalents are deposited with federally insured commercial banks in the United States, which, at times may exceed federally insured limits. The unlimited coverage by the Federal Deposit Insurance Corporation (“FDIC”) expired on December 31, 2012. Accounts are currently guaranteed by the FDIC up to $250 thousand. The Company has not experienced any losses in such accounts. The Company derives approximately 90% of its revenue from state and local government payors. These entities fund a significant portion of their payments to the Company through federal matching funds, which pass through various state and local government agencies. | |
Revenue Recognition | Revenue Recognition Revenue is reported net of allowances for unauthorized sales and estimated sales adjustments. Revenue is also reported net of any state provider taxes or gross receipts taxes levied on services the Company provides. Sales adjustments are estimated based on an analysis of historical sales adjustments and recent developments in payment trends. Revenue is recognized when evidence of an arrangement exists, the service has been provided, the price is fixed or determinable and collectability is reasonably assured. The Company recognizes revenue for services performed pursuant to contracts with various state and local government agencies and private health care agencies as follows: cost-reimbursement contract revenue is recognized at the time the service costs are incurred and units-of-service contract revenue is recognized at the time the service is provided. For the Company’s cost-reimbursement contracts, the rate provided by the payor is based on a certain level of service and types of costs incurred in delivering the service. From time to time, the Company receives payments under cost-reimbursement contracts in excess of the allowable costs required to support those payments. In such instances, the Company estimates and records a liability for such excess payments. At the end of the contract period, any balance of excess payments is maintained as a liability until it is reimbursed to the payor. Revenue in the future may be affected by changes in rate-setting structures, methodologies or interpretations that may be enacted in states where the Company operates or by the federal government. | |
Cost of Revenue | Cost of Revenue The Company classifies expenses directly related to providing services as cost of revenue, except for depreciation and amortization related to cost of revenue, which are shown separately in the consolidated statements of operations. Direct costs and expenses principally include salaries and benefits for service provider employees, per diem payments to independently contracted host-home caregivers (“Mentors”), residential occupancy expenses, which are primarily comprised of rent and utilities related to facilities providing direct care, certain client expenses such as food and medicine and transportation costs for clients requiring services, professional and general liability expense, employment practices liability expense and workers’ compensation expense. | |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost and are depreciated when placed into service using a straight-line method, based on their estimated useful lives as follows: Asset Description Estimated Useful Life (in years) Land Indefinite Building Leasehold Improvements Vehicles 30 Not to exceed 7 years or length of lease 5 Computer hardware and software Furniture, fixtures and equipment 3 3-5 Capital lease assets are depreciated over the lesser of the lease term or the useful life of the asset. Expenditures for maintenance and repairs are charged to operating expenses as incurred. When assets are sold or retired, the corresponding cost and accumulated depreciation are removed from the related accounts and any gain or loss is recorded in the period of the sale or retirement. | |
Internal Use Software Development Costs | Internal Use Software Development Costs The Company capitalizes certain costs associated with its internally developed software that are incurred subsequent to the preliminary project stage. Specifically, the Company capitalizes the payroll and payroll-related costs of employees who are directly involved with and who devote time to the Company’s software development project and other applicable third-party costs, and amortizes these costs on a straight-line basis over the estimated useful life of the software of three years. Amortization begins when the internal-use software is ready for its intended use. Internal use software development costs of $1.5 million have been capitalized for the year ended September 30, 2014. The capitalized amounts were included as part of construction in progress on the consolidated balance sheets in property and equipment. Because the Company believes that the project is not substantially complete and ready for its intended use, no amortization expense has been recorded to date. | |
Accounts Receivable | Accounts Receivable Accounts receivable primarily consist of amounts due from government agencies, not-for-profit providers and commercial insurance companies. An estimated allowance for doubtful accounts is recorded to the extent it is probable that a portion or all of a particular account will not be collected. In evaluating the collectability of accounts receivable, the Company considers a number of factors, including payment trends in individual states, age of the accounts and the status of ongoing disputes with third party payors. Complex rules and regulations regarding billing and timely filing requirements in various states are also a factor in our assessment of the collectability of accounts receivable. Actual collections of accounts receivable in subsequent periods may require changes in the estimated allowance for doubtful accounts. Changes in these estimates are charged or credited to revenue as a contractual allowance in the consolidated statements of operations in the period of the change in estimate. | |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-lived Intangible Assets The Company reviews costs of purchased businesses in excess of the fair value of net assets acquired (goodwill), and indefinite- lived intangible assets for impairment at least annually, unless significant changes in circumstances indicate a potential impairment may have occurred sooner. The Company conducts its annual impairment test for both goodwill and indefinite-lived intangible assets on July 1 st of each year. The Company is required to test goodwill on a reporting unit basis, of which there are two for each of the Company’s reporting segments. The Company has the option to first assess qualitative factors to determine whether further impairment testing is necessary. The Company has elected to bypass the qualitative assessments and proceed directly to the two-step impairment test. The first step is to compare the fair value of the reporting unit with its carrying value. If the carrying amount of the reporting unit exceeds its fair value then the second step of the goodwill impairment test is performed. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill in order to determine the amount of impairment to be recognized. The excess of the carrying value of goodwill above the implied goodwill, if any, would be recognized as an impairment charge. Fair values are established using the discounted cash flow method. For its indefinite-lived intangible assets, the Company has the option to first assess qualitative factors to determine whether further impairment testing is necessary. The Company has elected to bypass the qualitative assessments and proceed directly to the quantitative impairment test. The impairment test for indefinite-lived intangible assets requires the determination of the fair value of the intangible asset. If the fair value of the indefinite-lived intangible asset is less than its carrying value, an impairment loss is recognized in an amount equal to the difference. Fair values are established using the relief from royalty method. The fair value of a reporting unit is based on discounted estimated future cash flows. The assumptions used to estimate fair value include management’s best estimates of future growth, capital expenditures, discount rates and market conditions over an estimate of the remaining operating period. As such, actual results may differ from these estimates and lead to a revaluation of the Company’s goodwill and indefinite-lived intangible assets. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment when circumstances indicate the carrying amount of an asset may not be recoverable based on the undiscounted future cash flows of the asset. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. | |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined by multiplying the differences between the financial reporting and tax reporting bases for assets and liabilities by the enacted tax rates expected to be in effect when such differences are recovered or settled. These deferred tax assets and liabilities are separated into current and long-term amounts based on the classification of the related assets and liabilities for financial reporting purposes and netted by jurisdiction. Valuation allowances on deferred tax assets are estimated based on the Company’s assessment of the realizability of such amounts. The Company also recognizes the benefits of tax positions when certain criteria are satisfied. The Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense which is consistent with the recognition of these items in prior reporting periods. | |
Derivative Financial Instruments | Derivative Financial Instruments The Company reports derivative financial instruments on the balance sheet at fair value and establishes criteria for designation and effectiveness of hedging relationships. Changes in the fair value of derivatives are recorded each period in current operations or in the consolidated statements of comprehensive income (loss) depending upon whether the derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction. The Company, from time to time, enters into interest rate swap agreements to hedge against variability in cash flows resulting from fluctuations in the benchmark interest rate, which is LIBOR, on the Company’s debt. These agreements involve the exchange of variable interest rates for fixed interest rates over the life of the swap agreement without an exchange of the notional amount upon which the payments are based. On a quarterly basis, the differential to be received or paid as interest rates change is accrued and recognized as an adjustment to interest expense in the accompanying consolidated statement of operations. In addition, on a quarterly basis, the mark to market valuation is recorded as an adjustment to gain (loss) on derivative within the consolidated statements of comprehensive income (loss). The related amount receivable from or payable to counterparties is included as an asset or liability, respectively, in the Company’s consolidated balance sheets. | |
Stock-Based Compensation | Stock-Based Compensation NMH Investment adopted an equity-based compensation plan in 2006, and from time to time it has issued units of limited liability company interests pursuant to such plan, consisting of Class B Units, Class C Units, Class D Units, Class E Units, Class F Units, Class G Units and Class H Units. The units are limited liability company interests and are available for issuance to the Company’s employees and members of the Board of Directors for incentive purposes. For purposes of determining the compensation expense associated with these grants, management values the business enterprise using a variety of widely accepted valuation techniques which considered a number of factors such as the Company’s financial performance, the values of comparable companies and the lack of marketability of the Company’s equity. The Company then uses the option pricing method to determine the fair value of these units at the time of grant using valuation assumptions consisting of the expected term in which the units will be realized; a risk-free interest rate equal to the U.S. federal treasury bond rate consistent with the term assumption; expected dividend yield, for which there is none; and expected volatility based on the historical data of equity instruments of comparable companies. For Class B Units, Class C Units, Class D Units, Class E Units and Class F Units, the estimated fair value of the units, less an assumed forfeiture rate, is recognized in expense on a straight-line basis over the requisite service periods of the awards. The Class G Units and Class H Units vest upon a liquidity event and/or upon the occurrence of certain investment return conditions, for which the compensation expense will then be recognized in its entirety when probable. In fiscal 2014, the Company adopted an equity-based compensation plan and issued stock-based awards including non-qualified stock options and restricted stock units. The Company recognizes the fair value of stock-based compensation expense over the requisite service period of the individual grantee, which equals the vesting period. The Company is required to estimate future forfeitures of stock-based awards for recognition of compensation expense. The Company will record additional expense if the actual forfeitures are lower than estimated and will record a recovery of prior recognized expense if the actual forfeitures are higher than estimated. The actual expense recognized over the vesting period will only be for those awards that vest. | |
Accruals for Self-Insurance | Accruals for Self-Insurance The Company maintains employment practices liability, professional and general liability, workers’ compensation, automobile liability and health insurance with policies that include self-insured retentions. Employment practices liability is fully self-insured. The Company records expenses related to claims on an incurred basis, which includes estimates of fully developed losses for both reported and unreported claims. The accruals for the health, workers’ compensation, automobile, employment practices liability and professional and general liability programs are based on analyses performed internally by management and for certain balances, take into account reports by independent third party actuaries. Accruals relating to prior periods are periodically re-evaluated and increased or decreased based on new information. Self-Insurance Gross versus Net Presentation The Company reports its insurance liabilities on a gross basis without giving effect to insurance recoveries. Anticipated insurance recoveries are presented in prepaid expenses and other current assets and other assets on the consolidated balance sheets. Self-insured liabilities are presented in accrued payroll and related costs, other accrued liabilities and other long-term liabilities on the Company’s consolidated balance sheets. | |
Legal Contingencies | Legal Contingencies The Company reserves for costs related to contingencies when a loss is probable and the amount is reasonably estimable or a range of loss can be determined. These accruals represent management’s best estimate of probable loss. Disclosure is also provided when it is reasonably possible that a loss will be incurred or when it is reasonably possible that the amount of loss will exceed the recorded provision. Significant judgment is required in both the determination of probability and the determination as to whether an exposure is reasonably estimable. Because of uncertainties related to these matters, accruals are based only on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability related to pending claims and litigation and may revise its estimates. These revisions in the estimates of the potential liabilities could have a material impact on our consolidated results of operations and financial position. | |
Discontinued Operations | Discontinued Operations The Company analyzes its operations that have been divested or classified as held-for-sale to determine if they qualify for discontinued operations accounting. Only operations that qualify as a component of an entity, as defined by the Accounting Standards Codification (“ASC”), can be classified as a discontinued operation. In addition, only components where the cash flows of the component have been or will be eliminated from ongoing operations by the end of the assessment period and where the Company does not have significant continuing involvement with the divested operations would qualify for discontinued operations accounting. | |
Subsequent Events | Subsequent Events The Company considers events or transactions that have occurred after the balance sheet date of September 30, 2014, but prior to the filing of the financial statements with the Securities and Exchange Commission, or SEC, to provide additional evidence relative to certain estimates or to identify matters that require additional recognition or disclosure. Subsequent events have been evaluated through the filing of the financial statements accompanying this Annual Report on Form 10-K. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ||
Long-Term Debt | As of June 30, 2015 and September 30, 2014, the Company’s long-term debt consisted of the following: (in thousands) June 30, September 30, Term loan principal and interest due in quarterly installments through January 31, 2021 $ 647,223 $ 597,000 Original issue discount on term loan, net of accumulated amortization (1,527 ) (1,235 ) Senior Notes — 212,000 Original issue discount and initial purchaser discount on senior notes, net of accumulated amortization — (4,570 ) 645,696 803,195 Less current portion 6,554 168,000 Long-term debt $ 639,142 $ 635,195 | The Company’s long-term debt consists of the following as of September 30 (in thousands): 2014 2013 Term loan principal and interest due in quarterly installments through January 31, 2021, subject to acceleration to November 15, 2017 $ 597,000 $ — Prior term loan, principal and interest repaid on January 31, 2014 — 546,525 Original issue discount on term loan, net of accumulated amortization (1,235 ) (4,403 ) Senior notes, due February 15, 2018; semi-annual cash interest payments due each February 15th and August 15th (interest rate of 12.50%) 212,000 250,000 Original issue discount and initial purchase discount on senior notes, net of accumulated amortization (4,570 ) (7,003 ) 803,195 785,119 Less current portion 168,000 5,600 Long-term debt $ 635,195 $ 779,519 |
Annual Maturities of Debt | Annual maturities of the Company’s debt for the fiscal year ended September 30 are as follows: (In thousands) 2015 (includes $162,000 of senior notes redeemed on October 17, 2014) $ 168,000 2016 6,000 2017 6,000 2018 56,000 2019 6,000 Thereafter 567,000 Total $ 809,000 |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition, Pro Forma Information | The following table presents the unaudited pro forma financial results as if the fiscal 2015 and fiscal 2014 acquisitions had occurred on the first day of the period presented. The pro forma information presented below does not intend to indicate what the Company’s results of operations would have been if the acquisitions had in fact occurred at the beginning of the earliest period presented nor does it intend to be a projection of the impact on future results or trends. The Company has determined that the presentation of the results of operations for each of these acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. Nine Months Ended (in thousands) 2015 2014 Pro forma net revenues $ 1,029,420 $ 967,578 Net income (loss) 1,501 (8,607 ) | |
Fiscal 2014 Acquisitions | ||
Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed | The following table summarizes the recognized amounts of identifiable assets acquired assumed at the date of the acquisition: (in thousands) Identifiable intangible assets Property and equipment Total identifiable net assets Goodwill Show-Me Health Care $ 895 $ 9 $ 904 $ 336 Occazio 3,863 216 4,079 1,421 Ann Arbor 3,801 50 3,851 972 Tender Loving Care 2,396 16 2,412 538 G&D 1,086 102 1,188 312 AmeriServe 288 43 331 69 Other acquisitions 143 1 144 57 Total $ 12,472 $ 437 $ 12,909 $ 3,705 | The following table summarizes the recognized amounts of identifiable assets acquired assumed at the date of the acquisition: (in thousands) Identifiable Property and Total identifiable Goodwill Show-Me Health Care $ 895 $ 9 $ 904 $ 336 Occazio 3,863 216 4,079 1,421 Ann Arbor 3,801 50 3,851 972 Tender Loving Care 2,396 16 2,412 538 AmeriServe 288 43 331 69 G&D 1,086 102 1,188 312 Life by Design 1,651 16 1,667 433 Adult Day Health 18,100 1,081 19,181 17,969 Other Acquisitions 272 106 378 57 Total $ 32,352 $ 1,639 $ 33,991 $ 22,107 |
Fiscal 2012 Acquisitions | ||
Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed | The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable Other Assets, Property and Total identifiable Goodwill Families Together $ 2,102 $ — $ 6 $ 2,108 $ 892 SCVP 291 — 5 296 154 Copper Family 1,836 — 116 1,952 687 Alpha Group 1,927 — 288 2,215 85 Radical Rehab 6,340 41 62 6,443 1,557 Other Acquisitions 89 — 20 109 46 Total $ 12,585 $ 41 $ 497 $ 13,123 $ 3,421 | |
Two Thousand Twelve Acquisitions | ||
Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed | The pro forma information presented below does not intend to indicate what the Company’s results of operations would have been if the acquisitions had in fact occurred at the beginning of the earliest period presented nor does it intend to be a projection of the impact on future results or trends. The Company has determined that the presentation of the results of operations for each of these acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. (in thousands) Year Ended Year Ended Net revenue $ 1,192,664 $ 1,128,972 Income from operations 54,401 49,564 | |
Fiscal 2013 Acquisitions | ||
Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed | The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable Other Assets, Property and Total identifiable Goodwill Beyond Abilities $ 2,984 $ — $ 136 $ 3,120 $ 1,280 Community Links 3,078 16 46 3,140 1,260 Carolina Autism 420 2 39 461 14 Total $ 6,482 $ 18 $ 221 $ 6,721 $ 2,554 | |
Fiscal 2014 Acquisitions | ||
Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed | The pro forma information presented below does not intend to indicate what the Company’s results of operations would have been if the acquisitions had in fact occurred at the beginning of the earliest period presented nor does it intend to be a projection of the impact on future results or trends. The Company has determined that the presentation of the results of operations for each of these acquisitions, from the date of acquisition, is impracticable due to the integration of the operations upon acquisition. (in thousands) Year Ended Year Ended Net revenue $ 1,286,173 $ 1,232,279 Income from operations 65,958 61,077 | |
Fiscal 2015 Acquisitions | ||
Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed | The following table summarizes the recognized amounts of identifiable assets acquired at the date of each acquisition: (in thousands) Identifiable intangible assets Property and equipment Total identifiable net assets Goodwill Capstone $ 3,539 $ 178 $ 3,717 $ 758 Lakeview 6,664 48 6,712 1,272 Cassell 11,600 37 11,637 12,633 CPS 876 19 895 355 Snug Harbor 938 28 966 34 Heritage 1,252 — 1,252 945 Visions of N.E.W. 2,240 122 2,362 663 Other acquisitions 361 48 409 228 Total $ 27,470 $ 480 $ 27,950 $ 16,888 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Schedule of Changes in Goodwill | The changes in goodwill for the nine months ended June 30, 2015 are as follows (in thousands): Human Services Post-Acute Specialty Rehabilitation Services Total Balance as of September 30, 2014 $ 190,658 $ 66,974 $ 257,632 Goodwill acquired through acquisitions 2,628 14,260 16,888 Balance as of June 30, 2015 $ 193,286 $ 81,234 $ 274,520 | The changes in goodwill for the fiscal years ended September 30, 2014 and 2013 are as follows (in thousands): Human Post-Acute Total Balance as of September 30, 2012 $ 169,564 $ 64,699 $ 234,263 Goodwill acquired through acquisitions 1,294 1,260 2,554 Goodwill written off related to disposal of businesses (1,334 ) — (1,334 ) Adjustments to goodwill, net — 42 42 Balance as of September 30, 2013 $ 169,524 $ 66,001 $ 235,525 Goodwill acquired through acquisitions 21,134 973 22,107 Balance as of September 30, 2014 $ 190,658 $ 66,974 $ 257,632 |
Schedule of Intangible Assets | Intangible Assets Intangible assets consist of the following as of June 30, 2015 (in thousands): Description Weighted Average Amortization Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 468,549 $ 217,707 $ 250,842 Non-compete/non-solicit 2 years 6,097 3,223 2,874 Relationship with contracted caregivers 1 year 7,520 6,727 793 Trade names 2 years 4,968 3,232 1,736 Trade names (indefinite life) — 45,800 — 45,800 Licenses and permits 3 years 48,395 35,098 13,297 Intellectual property 1 year 452 393 59 $ 581,781 $ 266,380 $ 315,401 Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Average Amortization Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 484,994 $ 224,566 $ 260,428 Non-compete/non-solicit 3 years 5,716 2,448 3,268 Relationship with contracted caregivers 2 years 10,963 9,013 1,950 Trade names 4 years 7,467 2,907 4,560 Trade names (indefinite life) — 42,400 — 42,400 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 | Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Gross Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 484,994 $ 224,566 $ 260,428 Non-compete/non-solicit 3 years 5,716 2,448 3,268 Relationship with contracted caregivers 2 years 10,963 9,013 1,950 Trade names 4 years 7,467 2,907 4,560 Trade names (indefinite life) — 42,400 — 42,400 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 Intangible assets consist of the following as of September 30, 2013 (in thousands): Description Weighted Average Gross Carrying Accumulated Intangible Agency contracts 9 years $ 464,480 $ 195,737 $ 268,743 Non-compete/non-solicit 3 years 4,929 2,058 2,871 Relationship with contracted caregivers 3 years 10,963 7,905 3,058 Trade names 4 years 3,787 2,431 1,356 Trade names (indefinite life) — 42,400 — 42,400 Licenses and permits 4 years 45,760 28,343 17,417 Intellectual property 3 years 904 558 346 $ 573,223 $ 237,032 $ 336,191 |
Schedule of Amortization Expense Related to Intangible Assets | The estimated remaining amortization expense related to intangible assets with finite lives for the three months remaining in fiscal 2015 and each of the four succeeding years and thereafter is as follows: (in thousands) 2015 $ 9,524 2016 36,447 2017 32,755 2018 31,898 2019 31,593 Thereafter 127,384 Total $ 269,601 | The estimated remaining amortization expense related to intangible assets with finite lives for each of the five succeeding years and thereafter is as follows: Year Ending September 30, (In thousands) 2015 $ 38,251 2016 36,409 2017 32,358 2018 31,466 2019 31,070 Thereafter 115,772 $ 285,326 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Fair Value Disclosures [Abstract] | ||
Fair Value of Assets and Liabilities on a Recurring Basis | The following table sets forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2015. (in thousands) Total Quoted Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Interest rate swap agreements $ 2,319 $ — $ 2,319 $ — Liabilities Contingent consideration $ (8,817 ) $ — $ — $ (8,817 ) The following table sets forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014. (in thousands) Total Quoted Market Prices (Level 1) Significant Other Significant Unobservable Inputs (Level 3) Assets Money Market Funds $ 130,000 $ 130,000 $ — $ — Liabilities Contingent consideration $ (2,400 ) $ — $ — $ (2,400 ) | The following table set forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014. (in thousands) Total Quoted Significant Other (Level 2) Significant (Level 3) Assets Money Market Funds $ 130,000 $ 130,000 $ — $ — Liabilities Contingent consideration $ (2,400 ) $ — $ — $ (2,400 ) The following table set forth the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2013. (in thousands) Total Quoted Significant Other (Level 2) Significant (Level 3) Liabilities Interest rate swap agreements $ (3,165 ) $ — $ (3,165 ) $ — |
Summary of Changes in Fair Value of Company's Level 3 Liabilities Measured on Recurring Basis | The following table presents a summary of changes in fair value of the Company’s Level 3 liabilities measured on a recurring basis for the nine months ended June 30, 2015. Nine Months Ended Balance at September 30, 2014 $ (2,400 ) Acquisition date fair value of contingent consideration obligations recorded (6,100 ) Present value accretion (317 ) Balance at June 30, 2015 $ (8,817 ) | The following table presents a summary of changes in fair value of the Company’s Level 3 liabilities measured on a recurring basis for fiscal years 2014 and 2013. Level 3 Balance at September 30, 2012 $ — Change in fair value of contingent consideration liability — Balance at September 30, 2013 — Change in fair value of contingent consideration liability 2,400 Balance at September 30, 2014 $ 2,400 |
Carrying Value and Fair Value of Fixed Rate Debt | The carrying value and fair value of the Company’s fixed rate debt instruments are set forth below: September 30, 2014 September 30, 2013 (in thousands) Carrying Fair Value Carrying Fair Value Senior notes (issued February 9, 2011) $ 207,430 $ 225,780 $ 242,997 $ 268,750 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting [Abstract] | ||
Financial Summary by Reportable Operating Segement | The following table is a financial summary by reportable segments for the periods indicated (in thousands): For the nine months ended June 30, Human Post-Acute Specialty Rehabilitation Services Corporate Consolidated 2015 Net revenue $ 820,112 $ 195,652 $ — $ 1,015,764 Income (loss) from operations 77,812 19,229 (51,031 ) 46,010 Total assets 616,217 257,702 183,341 1,057,260 Depreciation and amortization 45,303 17,137 1,838 64,278 Purchases of property and equipment 15,803 12,162 2,345 30,310 Income (loss) from continuing operations before income taxes 40,183 10,665 (51,259 ) (411 ) 2014 Net revenue $ 758,872 $ 169,675 $ — $ 928,547 Income (loss) from operations 71,894 12,414 (40,213 ) 44,095 Depreciation and amortization 34,689 14,021 1,884 50,594 Purchases of property and equipment 11,110 10,661 2,500 24,271 Income (loss) from continuing operations before income taxes 17,351 587 (42,123 ) (24,185 ) | The following is a financial summary by reportable operating segment for the periods indicated (in thousands): For the Year Ended September 30, Human Services Post-Acute Corporate Consolidated 2014 Net revenue $ 1,025,672 $ 230,166 $ — 1,255,838 Income (loss) from operations 97,916 17,561 (55,211 ) 60,266 Total assets 634,989 222,475 350,490 1,207,954 Depreciation and amortization 45,576 19,177 2,735 67,488 Purchases of property and equipment 15,907 16,250 3,138 35,295 Income (loss) from continuing operations before income taxes 23,024 1,231 (57,151 ) (32,896 ) 2013 Net revenue $ 974,088 $ 208,421 $ — 1,182,509 Income (loss) from operations 90,477 17,293 (55,636 ) 52,134 Total assets 655,140 207,475 158,654 1,021,269 Depreciation and amortization 45,239 15,948 2,386 63,573 Purchases of property and equipment 17,791 10,491 3,619 31,901 Income (loss) from continuing operations before income taxes 25,369 3,893 (55,516 ) (26,254 ) 2012 Net revenue $ 921,885 $ 185,466 $ — 1,107,351 Income (loss) from operations 78,738 20,376 (53,071 ) 46,043 Total assets 692,015 216,663 137,202 1,045,880 Depreciation and amortization 42,821 14,389 2,777 59,987 Purchases of property and equipment 17,659 10,218 2,118 29,995 Income (loss) from continuing operations before income taxes 13,637 7,798 (55,832 ) (34,397 ) |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (“EPS”): Nine Months Ended June 30, 2015 2014 Numerator Net income (loss) $ (1,192 ) $ (16,875 ) Denominator Weighted average shares outstanding, basic 36,950,000 25,250,000 Weighted average common equivalent shares — — Weighted average shares outstanding, diluted 36,950,000 25,250,000 Net income (loss) per share, basic and diluted $ (0.03 ) $ (0.67 ) Equity instruments excluded from diluted net income (loss) per share calculation as the effect would have been anti-dilutive: Stock options 567,664 — Restricted stock units 570,601 — |
Significant Accounting Polici41
Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | |
Property and Equipment Estimated Useful Lives | Property and equipment are recorded at cost and are depreciated when placed into service using a straight-line method, based on their estimated useful lives as follows: Asset Description Estimated Useful Life (in years) Land Indefinite Building Leasehold Improvements Vehicles 30 Not to exceed 7 years or length of lease 5 Computer hardware and software Furniture, fixtures and equipment 3 3-5 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Discontinued Operations | |
Net Revenue and Loss before Income Taxes for Discontinued Operations | The net revenue and loss before income taxes for the Company’s discontinued operations for the periods presented is as follows (in thousands): Year ended September 30, 2014 2013 2012 Net revenue $ 13,425 $ 18,483 $ 22,222 Income (loss) before income taxes (2,259 ) (3,244 ) 400 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following as of September 30 (in thousands): 2014 2013 Buildings and land $ 123,899 $ 123,046 Vehicles 50,454 45,846 Computer hardware 32,276 29,661 Leasehold improvements 53,198 38,755 Furniture and fixtures 14,749 12,931 Office and telecommunication equipment 6,772 8,115 Software for internal use 1,488 — Construction in progress 1,005 2,246 283,841 260,600 Less accumulated depreciation (124,355 ) (106,965 ) Property and equipment, net $ 159,486 $ 153,635 |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following as of September 30 (in thousands): 2014 2013 Prepaid business expense $ 2,514 $ 2,906 Prepaid insurance 1,185 1,309 Anticipated insurance recoveries 6,637 9,966 Other 5,871 4,460 Prepaid expenses and other current assets $ 16,207 $ 18,641 |
Other Accrued Liabilities Current | Other Accrued Liabilities Other accrued liabilities consist of the following as of September 30 (in thousands): 2014 2013 Accrued insurance $ 15,464 $ 18,756 Accrued swap valuation liability — 3,165 Overpayments 6,746 7,678 Due to third party payors 3,727 3,569 Accrued interest 3,465 4,100 Other 19,918 7,798 Other accrued liabilities $ 49,320 $ 45,066 |
Other Long-Term Liabilities | Other Long-Term Liabilities Other long-term liabilities consist of the following as of September 30 (in thousands): 2014 2013 Accrued self-insurance reserves $ 54,037 $ 54,781 Other 15,277 14,155 Other long-term liabilities $ 69,314 $ 68,936 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments for Non-Cancellable Operating Leases | Future minimum lease payments for non-cancellable operating leases for the fiscal years ending September 30 are as follows (in thousands): 2015 $ 52,748 2016 42,739 2017 35,658 2018 25,820 2019 17,936 Thereafter 33,509 $ 208,410 |
Schedule of the future minimum lease payments under the capital leases | The following is a schedule of the future minimum lease payments under the capital leases for the fiscal years ending September 30 (in thousands): 2015 $ 451 2016 497 2017 549 2018 608 2019 675 Thereafter 3,730 Total minimum lease payments $ 6,510 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | |
Summary of benefit for income taxes consists | The benefit for income taxes consists of the following as of September 30: 2014 2013 2012 (In thousands) Current: Federal $ — $ — $ (4,892 ) State 1,385 1,009 47 Total current taxes payable 1,385 1,009 (4,845 ) Deferred: Federal (10,338 ) (8,452 ) (12,039 ) State (2,510 ) (2,499 ) (2,999 ) Net deferred tax benefit (12,848 ) (10,951 ) (15,038 ) Income tax benefit $ (11,463 ) $ (9,942 ) $ (19,883 ) |
Significant components of deferred tax assets and liabilities | Significant components of the Company’s deferred tax assets and liabilities at September 30 are as follows: 2014 2013 (In thousands) Gross deferred tax assets: Deferred compensation $ 1,229 $ 1,155 Interest rate swap agreements — 1,253 Accrued workers’ compensation 12,528 11,195 Net operating loss carryforwards 30,597 28,082 Allowance for bad debts 4,078 4,484 Tax credits 4,733 5,188 Depreciation 681 — Other 2,933 2,768 56,779 54,125 Valuation allowance (10,033 ) (10,193 ) Deferred tax assets 46,746 43,932 Deferred tax liabilities: Depreciation — (2,200 ) Amortization of goodwill and intangible assets (81,999 ) (87,953 ) Other accrued liabilities (4,123 ) (5,171 ) Net deferred tax liabilities $ (39,376 ) $ (51,392 ) |
Schedule of Reconciliation between Statutory and Effective Income Tax Rates | The following is reconciliation between the statutory and effective income tax rates at September 30: 2014 2013 2012 Federal income tax at statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal tax benefit 2.0 % 3.6 % 5.6 % Nondeductible comp (0.8 )% (0.3 )% (0.7 )% Other nondeductible expenses (1.1 )% (0.2 )% (1.1 )% Unrecognized tax benefit 0.0 % 0.0 % 15.2 % Other (0.3 )% (0.2 )% 3.8 % Effective tax rate 34.8 % 37.9 % 57.8 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Restricted Stock Awards | |
Summary of Activity | A summary of our issued restricted stock awards is as follows: Number of Weighted Average Grant-Date Fair Value Nonvested shares at September 30, 2013 — $ — Granted 550,481 17.00 Forfeited — — Vested — — Nonvested shares at September 30, 2014 550,481 $ 17.00 |
Stock Options | |
Schdule of Assumptions Used to Fair Value | The fair value of each option granted was estimated on the grant date using the Black-Scholes valuation model with the following assumptions: FY2014 Risk-free interest rate 1.88% Expected term 6 years Expected volatility 45.00% Expected dividend yield — |
Summary of Activity | The table below summarizes our stock option activity during fiscal year 2014: Number of Shares Weighted- Weighted- Aggregate Outstanding at September 30, 2013 — $ — — $ — Granted 559,327 17.00 10.00 — Forfeited — — — — Exercised — — — — Expired — — — — Outstanding at September 30, 2014 559,327 $ 17.00 10.00 $ — Vested or expected to vest as of September 30, 2014 507,310 $ 17.00 10.00 $ — Exercisable at September 30, 2014 — $ — — $ — |
2006 Unit Plan | |
Schdule of Assumptions Used to Fair Value | The fair value of the units issued during fiscal years 2014, 2013 and 2012 was calculated using the following assumptions: FY2014 FY2013 FY2012 Risk-free interest rate 0.13% 0.21-0.27% 0.21-0.27% Expected term 1 year 1.7-2.4 years 1.7-2.4 years Expected volatility 30.00% 40.00% 40.00% |
Summary of Activity | The summary of activity under the plan is presented below: Units Weighted Grant-Date Nonvested balance at September 30, 2013 1,395,984 $ 0.57 Granted 303,710 1.12 Forfeited 25,894 2.13 Vested 249,504 2.68 Nonvested balance at September 30, 2014 1,424,296 $ 0.29 |
Valuation and Qualifying Acco48
Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule of Summarized Information about Allowances for Doubtful Accounts and Sales Allowances | The following table summarizes information about the allowances for doubtful accounts and sales allowances for the years ended September 30, 2014, 2013 and 2012 (in thousands): Balance at Provision Write-Offs Balance Fiscal year ended September 30, 2014 $ 12,494 $ 20,392 $ (21,395 ) $ 11,491 Fiscal year ended September 30, 2013 $ 9,250 $ 18,286 $ (15,042 ) $ 12,494 Fiscal year ended September 30, 2012 $ 7,957 $ 12,902 $ (11,609 ) $ 9,250 |
Quarterly Financial Data (una49
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Sep. 30, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Historical Results of Quarterly Financial Statements | Historical results are not necessarily indicative of the results to be expected in future periods. For The Quarters Ended (1) (in thousands) September 30, June 30, 2014 March 31, December 31, Net revenue $ 327,291 $ 318,189 $ 306,366 $ 303,992 Income (loss) from continuing operations, net of tax (4,491 ) (24 ) (12,236 ) (4,683 ) Income (loss) from discontinued operations, net of tax (1,449 ) 29 46 (7 ) Net income (loss) $ (5,940 ) $ 5 $ (12,190 ) $ (4,690 ) Loss per common share, basic and diluted Income (loss) from continuing operations, net of tax $ (0.17 ) $ — $ (0.48 ) $ (0.19 ) Income (loss) from discontinued operations, net of tax (0.05 ) — — — Net income (loss) $ (0.23 ) $ — $ (0.48 ) $ (0.19 ) Weighted average number of common shares outstanding, basic and diluted 26,394,565 25,250,000 25,250,000 25,250,000 For The Quarters Ended (1) (in thousands) September 30, June 30, 2013 March 31, December 31, Net revenue $ 301,057 $ 300,266 $ 291,642 $ 289,545 Income (loss) from continuing operations, net of tax 127 (2,567 ) (5,353 ) (8,519 ) Income (loss) from discontinued operations, net of tax 257 96 (2,482 ) 145 Net income (loss) $ 384 $ (2,471 ) $ (7,835 ) $ (8,374 ) Loss per common share, basic and diluted Income (loss) from continuing operations, net of tax $ 0.01 $ (0.10 ) $ (0.21 ) $ (0.34 ) Income (loss) from discontinued operations, net of tax 0.01 — (0.10 ) 0.01 Net income (loss) $ 0.02 $ (0.10 ) $ (0.31 ) $ (0.33 ) Weighted average number of common shares outstanding, basic and diluted 25,250,000 25,250,000 25,250,000 25,250,000 (1) During fiscal 2014, the Company gave notice of its intention to close all Human Services operations in the state of Connecticut. All fiscal years presented reflect the classification of these businesses as discontinued operations. |
Business Overview - Additional
Business Overview - Additional Information (Detail) | Jun. 30, 2015StateClients | Sep. 30, 2014StateClients |
Product Information [Line Items] | ||
Area of operations, number of states | State | 35 | 36 |
Minimum | ||
Product Information [Line Items] | ||
Number of residential clients | 12,400 | 12,600 |
Number of periodic clients | 17,800 | 16,500 |
Significant Accounting Polici51
Significant Accounting Policies (Detail) - USD ($) | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Significant Accounting Policies [Line Items] | ||||||
Net cash provided by operating activities | $ 15,400,000 | $ 50,714,000 | $ 66,667,000 | $ 83,916,000 | $ 55,738,000 | $ 29,251,000 |
Net cash used in investing activities | 50,600,000 | $ (67,534,000) | $ (39,711,000) | (88,924,000) | $ (39,377,000) | $ (42,662,000) |
Internal use software development costs | 1,500,000 | |||||
Maximum | ||||||
Significant Accounting Policies [Line Items] | ||||||
FDIC coverage amount | $ 250,000 | |||||
Customer Concentration Risk | Sales Revenue, Net | State and local government payors | ||||||
Significant Accounting Policies [Line Items] | ||||||
Concentration risk, percentage | 90.00% | |||||
Scenario, Adjustment | ||||||
Significant Accounting Policies [Line Items] | ||||||
Net cash provided by operating activities | 6,100,000 | |||||
Net cash used in investing activities | $ 6,100,000 |
Recent Accounting Pronounceme52
Recent Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2015 | Sep. 30, 2014 |
Deferred financing fees | $ 7.8 | $ 10 |
Other Assets | ||
Deferred financing fees, noncurrent | 6.3 | 6.8 |
Prepaid Expenses | ||
Deferred financing fees, current | $ 1.5 | $ 3.2 |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 04, 2015 | Oct. 17, 2014 | Sep. 30, 2014 | Feb. 26, 2014 | Sep. 30, 2013 |
Debt Instrument [Line Items] | ||||||
Less current portion | $ 6,554 | $ 168,000 | $ 5,600 | |||
Long-term debt | 639,142 | 635,195 | 779,519 | |||
National Mentor Holdings, Inc | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 809,000 | |||||
Long-term debt current and non current | 645,696 | 803,195 | 785,119 | |||
Less current portion | 6,554 | 168,000 | 5,600 | |||
Long-term debt | 639,142 | 635,195 | 779,519 | |||
Term Loan | National Mentor Holdings, Inc | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 647,223 | 597,000 | ||||
Discount on long-term debt | (1,527) | (1,235) | (4,403) | |||
Senior Notes | National Mentor Holdings, Inc | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 0 | $ 50,000 | 212,000 | 250,000 | ||
Discount on long-term debt | $ 0 | $ (900) | $ (3,400) | $ (4,570) | $ (1,000) | (7,003) |
Prior Term Loan | National Mentor Holdings, Inc | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 546,525 |
Long-Term Debt (Parenthetical)
Long-Term Debt (Parenthetical) (Detail) - National Mentor Holdings, Inc | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 28, 2011 | Feb. 09, 2011 | |
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, maturity date | Jan. 31, 2021 | Jan. 31, 2021 | |||
Debt instrument subject to acceleration date | Nov. 15, 2014 | ||||
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, maturity date | Feb. 15, 2018 | Feb. 15, 2018 | |||
Long-term debt, payment term | Semi-annual cash interest payments due each February 15th and August 15th | ||||
Long-term debt, interest rate | 12.50% | 12.50% | 12.50% | 12.50% | |
Prior Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, maturity date | Jan. 31, 2014 |
Long-Term Debt - Senior Secured
Long-Term Debt - Senior Secured Credit Facilities - Additional Information (Detail) | Feb. 27, 2015USD ($) | Oct. 21, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Sep. 30, 2012USD ($) | Jan. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||||||
Borrowings under senior revolver | $ 206,700,000 | $ 9,300,000 | $ 9,300,000 | $ 469,400,000 | $ 679,200,000 | ||||
National Mentor Holdings, Inc | |||||||||
Debt Instrument [Line Items] | |||||||||
Deposit in cash collateral | $ 50,000,000 | $ 50,000,000 | $ 50,000,000 | ||||||
Consolidated first lien leverage ratio, maximum | 5.50 | 5.50 | |||||||
Long term debt | 809,000,000 | $ 809,000,000 | |||||||
National Mentor Holdings, Inc | Standby Letters of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Deposit in cash collateral | $ 50,000,000 | ||||||||
Letters of credit issued | 44,300,000 | $ 48,400,000 | 44,300,000 | ||||||
Letter of credit borrowing capacity | 50,000,000 | ||||||||
National Mentor Holdings, Inc | Standby Letters of Credit Senior Revolver | |||||||||
Debt Instrument [Line Items] | |||||||||
Amount of term loan facility | 0 | 0 | |||||||
Deposit in cash collateral | 100,000,000 | ||||||||
Availability of borrowings | 100,000,000 | 119,100,000 | 100,000,000 | ||||||
Borrowings under senior revolver | 206,700,000 | ||||||||
Letters of credit issued | 0 | $ 0 | $ 0 | ||||||
Interest rate for borrowings | 5.50% | 6.00% | |||||||
Increase in the borrowing capacity | $ 20,000,000 | ||||||||
National Mentor Holdings, Inc | Standby Letters of Credit Senior Revolver | Swingline Loans | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity term | 1 year | ||||||||
National Mentor Holdings, Inc | Standby Letters Of Credit Senior Revolver Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Letters of credit issued | $ 900,000 | ||||||||
Incremental Amendment | National Mentor Holdings, Inc | |||||||||
Debt Instrument [Line Items] | |||||||||
Availability of borrowings | 125,000,000 | $ 125,000,000 | |||||||
Consolidated first lien leverage ratio, maximum | 4.50 | ||||||||
Term Loan | National Mentor Holdings, Inc | |||||||||
Debt Instrument [Line Items] | |||||||||
Amount of term loan facility | $ 55,000,000 | $ 600,000,000 | |||||||
Long term debt | $ 597,000,000 | $ 647,223,000 | $ 597,000,000 | ||||||
Interest rate on term loan | 4.75% | 4.25% | 4.75% | ||||||
Debt instrument maturity term | 5 years | ||||||||
Percentage of annual excess cash flow | 50.00% | ||||||||
Percentage of net cash proceeds of non-ordinary course assets sales or other dispositions of property | 100.00% | ||||||||
Net cash proceeds of debt incurrence, percent | 100.00% | ||||||||
Repayment of principal installment, percent | 0.25% | ||||||||
Secured Debt | Incremental Amendment | National Mentor Holdings, Inc | |||||||||
Debt Instrument [Line Items] | |||||||||
Availability of borrowings | $ 125,000,000 | ||||||||
Consolidated first lien leverage ratio, maximum | 4.50 | 6 | |||||||
Debt instrument, prepayment premium (percent) | 1.00% | ||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | |||||||||
Debt Instrument [Line Items] | |||||||||
Availability of borrowings | $ 120,000,000 | ||||||||
Debt instrument maturity term | 7 years | ||||||||
Letters of credit issued | $ 0 | $ 0 | $ 0 | $ 0 | |||||
Retirement period of Senior Notes | 3 years | ||||||||
Retirement date of Senior Notes | Feb. 15, 2018 | ||||||||
Retirement date spring forward of Senior Notes | Nov. 15, 2017 | ||||||||
Debt instrument, change in interest rate | 0.50% | ||||||||
Consolidated leverage ratio | 5.00% | ||||||||
Line of credit facility, percent | 0.50% | ||||||||
Variable interest rate on line of credit facility, description | Borrowings under the senior secured credit facilities bear interest, at our option, at (i) an ABR rate equal to the greater of (a) the prime rate of Barclays Bank PLC, (b) the federal funds rate plus 1/2 of 1.0%, and (c) the Eurodollar rate for an interest period of one- month beginning on such day plus 100 basis points, plus 2.75% (provided that the ABR rate applicable to the term loan facility will not be less than 2.00% per annum); or (ii) the Eurodollar rate | ||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | Continuously Employed | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility, floor rate | 2.00% | ||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | Federal Funds Effective Swap Rate | Continuously Employed | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, interest rate description | 1/2 of 1.0 | ||||||||
Debt instrument, variable rate basis spread | 0.50% | ||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | Eurodollar | Continuously Employed | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, variable rate basis spread | 1.00% | ||||||||
Debt instrument, variable rate additional basis spread | 2.75% | ||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | Eurodollar | Not Continuously Employed | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, variable rate basis spread | 3.75% | ||||||||
Line of credit facility, floor rate | 1.00% | ||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | Standby Letters of Credit Senior Revolver | |||||||||
Debt Instrument [Line Items] | |||||||||
Increase in the borrowing capacity | $ 20,000,000 | ||||||||
Senior Secured Credit Facility | Domestic Subsidiaries | |||||||||
Debt Instrument [Line Items] | |||||||||
Percentage of capital stock of subsidiaries pledged as collateral | 100.00% | ||||||||
Senior Secured Credit Facility | Foreign Subsidiaries | |||||||||
Debt Instrument [Line Items] | |||||||||
Percentage of capital stock of subsidiaries pledged as collateral | 65.00% |
Long-Term Debt - Senior Notes a
Long-Term Debt - Senior Notes and Covenants - Additional Information (Detail) | Mar. 04, 2015USD ($) | Oct. 17, 2014USD ($) | Feb. 26, 2014USD ($) | Feb. 26, 2011USD ($) | Feb. 09, 2011USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Sep. 30, 2012USD ($) | Feb. 28, 2011USD ($) |
Debt Instrument [Line Items] | |||||||||||
Deferred financing fees | $ 7,800,000 | $ 10,000,000 | |||||||||
Extinguishment of debt expense | $ 17,058,000 | $ 14,699,000 | 14,699,000 | $ 0 | $ 0 | ||||||
National Mentor Holdings, Inc | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long term debt | $ 809,000,000 | ||||||||||
Percentage of revolving commitments | 30.00% | 30.00% | |||||||||
Consolidated first lien leverage ratio, maximum | 5.50 | 5.50 | |||||||||
Agreement contains a springing financial covenant | The senior credit agreement contains a springing financial covenant. If, at the end of any fiscal quarter, the Company's outstanding borrowings of the senior revolver exceeds 30% of the commitments thereunder, it is required to maintain at the end of each such fiscal quarter a consolidated first lien leverage ratio of not more than 5.50 to 1.00. This consolidated first lien leverage ratio will step down to 5.00 to 1.00 commencing with the fiscal quarter ending March 31, 2017. | The senior credit agreement contains a springing financial covenant. If, at the end of any fiscal quarter, the Company's usage of the senior revolver exceeds 30% of the commitments thereunder, it is required to maintain at the end of each such fiscal quarter a consolidated first lien leverage ratio of not more than 5.50 to 1.00. This consolidated first lien leverage ratio will step down to 5.00 to 1.00 commencing with the fiscal quarter ending March 31, 2017. | |||||||||
Amount deposited in cash collateral account in support of issuance of letters of credit | $ 50,000,000 | $ 50,000,000 | |||||||||
Senior credit agreement description | The senior credit agreement also contains a number of covenants that, among other things, restrict, subject to certain exceptions, NMHI’s ability and that of its subsidiaries to: (i) incur additional indebtedness; (ii) create liens on assets; (iii) engage in mergers or consolidations; (iv) sell assets; (v) pay dividends and distributions or repurchase our capital stock; (vi) enter into swap transactions; (vii) make investments, loans or advances; (viii) repay certain junior indebtedness; (ix) engage in certain transactions with affiliates; (x) enter into sale and leaseback transactions; (xi) amend material agreements governing certain of its junior indebtedness; (xii) change its lines of business; (xiii) make certain acquisitions; and (xiv) limitations on the letter of credit cash collateral account. | The senior credit agreement also contains a number of covenants that, among other things, restrict, subject to certain exceptions, NMHI’s ability and that of its subsidiaries to: (i) incur additional indebtedness; (ii) create liens on assets; (iii) engage in mergers or consolidations; (iv) sell assets; (v) pay dividends and distributions or repurchase our capital stock; (vi) enter into swap transactions; (vii) make investments, loans or advances; (viii) repay certain junior indebtedness; (ix) engage in certain transactions with affiliates; (x) enter into sale and leaseback transactions; (xi) amend material agreements governing certain of its junior indebtedness; (xii) change its lines of business; (xiii) make certain acquisitions; and (xiv) limitations on the letter of credit cash collateral account. | |||||||||
National Mentor Holdings, Inc | Quarter Ended March 31, 2017 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Consolidated first lien leverage ratio, maximum | 5 | 5 | |||||||||
National Mentor Holdings, Inc | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 250,000,000 | $ 250,000,000 | |||||||||
Debt instrument, interest rate (percent) | 12.50% | 12.50% | 12.50% | 12.50% | |||||||
Long term debt | $ 50,000,000 | $ 0 | $ 212,000,000 | $ 250,000,000 | |||||||
Amount paid to redeem aggregate principal of debt | $ 51,900,000 | 175,600,000 | $ 38,000,000 | $ 38,000,000 | |||||||
Redemption of aggregate principal of debt | 50,000,000 | 162,000,000 | 162,000,000 | ||||||||
Accrued and unpaid interest | 300,000 | 3,500,000 | |||||||||
Expense of redemption premium | 1,600,000 | 10,100,000 | 2,400,000 | ||||||||
Deferred financing fees | 200,000 | 800,000 | 200,000 | ||||||||
Debt instrument original issue discount | 900,000 | 3,400,000 | 1,000,000 | $ 0 | $ 4,570,000 | $ 7,003,000 | |||||
Extinguishment of debt expense | $ 2,700,000 | $ 14,300,000 | $ 3,600,000 | ||||||||
Retirement date of Senior Notes | Mar. 4, 2015 | Oct. 17, 2014 | |||||||||
Debt instrument, principal amount in percentage of fair value | 106.25% | 97.70% | |||||||||
Debt instrument, maturity date | Feb. 15, 2018 | Feb. 15, 2018 |
Long-Term Debt - Derivatives -
Long-Term Debt - Derivatives - Additional Information (Detail) | 9 Months Ended | 12 Months Ended | |||||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Sep. 30, 2012USD ($) | Jan. 20, 2015USD ($)Swap | Mar. 31, 2011USD ($) | |
Debt Instrument [Line Items] | |||||||
Change in fair value of swap agreement | $ 1,381,000 | $ 466,000 | $ 466,000 | $ 1,478,000 | $ 659,000 | ||
Tax effects of changes in unrealized gain on derivatives | 939,000 | $ 310,000 | $ 310,000 | $ 1,027,000 | $ 447,000 | ||
Interest Rate Swap | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of swap agreement before tax | 2,300,000 | ||||||
Fair value of swap agreement after tax | 1,400,000 | ||||||
Change in fair value of swap agreement | 2,300,000 | ||||||
Tax effects of changes in unrealized gain on derivatives | $ 900,000 | ||||||
National Mentor Holdings, Inc | Interest Rate Swap | |||||||
Debt Instrument [Line Items] | |||||||
Number of interest rate swap agreements | Swap | 2 | ||||||
Interest rate swap in a notional amount | $ 375,000,000 | $ 400,000,000 | |||||
Minimum interest received from counter party (percent) | 1.00% | 1.75% | |||||
Quarterly payment received from counter party | Equal to the greater of 3-month LIBOR or 1.00% per annum | Equal to the greater of 3-month LIBOR and 1.75% per annum, | |||||
Payments on fixed rate (percent) | 1.795% | 2.55% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Equity [Abstract] | |||||
Common stock vote per share | One vote per share | One vote per share | |||
Adjustments to additional paid in capital, stock issued, issuance costs related to initial offering, adjustment | $ 600 | ||||
Dividends to NMH investment | $ 0 | $ 110 | $ 110 | $ 39 | $ 75 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ in Thousands | Apr. 30, 2015USD ($) | Apr. 01, 2015USD ($) | Mar. 23, 2015USD ($) | Jan. 13, 2015USD ($) | Dec. 29, 2014USD ($) | Oct. 31, 2014USD ($) | Sep. 08, 2014USD ($) | Jul. 23, 2014USD ($) | Jun. 30, 2014USD ($) | Apr. 07, 2014USD ($) | Feb. 07, 2014USD ($) | Jan. 02, 2014USD ($) | Nov. 29, 2013USD ($) | Sep. 30, 2013USD ($) | Aug. 30, 2013USD ($) | Nov. 01, 2012USD ($) | Aug. 31, 2012USD ($) | Apr. 05, 2012USD ($) | Mar. 26, 2012USD ($) | Nov. 30, 2011USD ($) | Jul. 31, 2014USD ($) | Dec. 31, 2012USD ($) | Jun. 30, 2015USD ($)Company | Jun. 30, 2014USD ($)Company | Sep. 30, 2014USD ($)Company | Sep. 30, 2013USD ($)Company | Sep. 30, 2012USD ($)Company | Sep. 28, 2014USD ($) | Sep. 20, 2013USD ($) |
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Number of companies acquired | Company | 10 | 7 | 11 | 3 | 7 | ||||||||||||||||||||||||
Aggregate consideration for the acquisition | $ 44,800 | $ 16,600 | $ 56,100 | $ 9,300 | $ 16,500 | ||||||||||||||||||||||||
Cost of acquisition | $ 1,500 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 12,472 | $ 6,482 | 27,470 | 12,472 | 32,352 | 6,482 | 12,585 | ||||||||||||||||||||||
Property and equipment | 437 | 221 | 480 | 437 | 1,639 | 221 | 497 | ||||||||||||||||||||||
Goodwill | 3,705 | $ 2,554 | 16,888 | 3,705 | 22,107 | 2,554 | 3,421 | ||||||||||||||||||||||
Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 12 | $ 12 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 39,000 | $ 39,000 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Cassell And Associates | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Contingent consideration | $ 6,100 | ||||||||||||||||||||||||||||
Business acquisition date | Jan. 13, 2015 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 24,300 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 11,600 | ||||||||||||||||||||||||||||
Property and equipment | 37 | ||||||||||||||||||||||||||||
Goodwill | 12,633 | ||||||||||||||||||||||||||||
Cassell And Associates | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 10,300 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Cassell And Associates | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Cassell And Associates | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Capstone | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Oct. 31, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 4,500 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,539 | ||||||||||||||||||||||||||||
Property and equipment | 178 | ||||||||||||||||||||||||||||
Capstone | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 2,600 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Capstone | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 800 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Capstone | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Capstone | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 758 | ||||||||||||||||||||||||||||
Lakeview | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Dec. 29, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 8,000 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 6,664 | ||||||||||||||||||||||||||||
Property and equipment | 48 | ||||||||||||||||||||||||||||
Lakeview | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 6,000 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Lakeview | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Lakeview | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 31 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Lakeview | Post -Acute Specialty Rehabilitation Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,272 | ||||||||||||||||||||||||||||
Comprehensive Professional Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Mar. 23, 2015 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 1,300 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 876 | ||||||||||||||||||||||||||||
Property and equipment | 19 | ||||||||||||||||||||||||||||
Goodwill | 355 | ||||||||||||||||||||||||||||
Comprehensive Professional Services | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Comprehensive Professional Services | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Comprehensive Professional Services | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 5 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Snug Harbor Home Health Inc. | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Apr. 1, 2015 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 1,000 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 938 | ||||||||||||||||||||||||||||
Property and equipment | $ 28 | ||||||||||||||||||||||||||||
Snug Harbor Home Health Inc. | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Snug Harbor Home Health Inc. | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 34 | ||||||||||||||||||||||||||||
Heritage Residential Services Inc. | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Apr. 30, 2015 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 2,200 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,252 | ||||||||||||||||||||||||||||
Goodwill | 945 | ||||||||||||||||||||||||||||
Heritage Residential Services Inc. | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Heritage Residential Services Inc. | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Heritage Residential Services Inc. | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 22 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 1 year | ||||||||||||||||||||||||||||
Visionsof N. E. W. L L C | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Apr. 30, 2015 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 3,000 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,240 | ||||||||||||||||||||||||||||
Property and equipment | 122 | ||||||||||||||||||||||||||||
Visionsof N. E. W. L L C | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,800 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Visionsof N. E. W. L L C | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 400 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Visionsof N. E. W. L L C | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 663 | ||||||||||||||||||||||||||||
Other Acquisitions | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Cost of acquisition | $ 200 | 600 | $ 200 | 400 | |||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 143 | $ 89 | 361 | 143 | 272 | 89 | |||||||||||||||||||||||
Property and equipment | 1 | 48 | 1 | 106 | 20 | ||||||||||||||||||||||||
Goodwill | $ 57 | $ 228 | 57 | 57 | $ 46 | ||||||||||||||||||||||||
Other Acquisitions | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 57 | ||||||||||||||||||||||||||||
Show Me Health Care | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Nov. 29, 2013 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 1,200 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 895 | ||||||||||||||||||||||||||||
Property and equipment | 9 | ||||||||||||||||||||||||||||
Show Me Health Care | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Show Me Health Care | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Show Me Health Care | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 14 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Show Me Health Care | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 336 | ||||||||||||||||||||||||||||
Occazio Inc. | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Jan. 2, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 5,500 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,863 | ||||||||||||||||||||||||||||
Property and equipment | 216 | ||||||||||||||||||||||||||||
Occazio Inc. | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 2,900 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Occazio Inc. | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Occazio Inc. | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 24 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Occazio Inc. | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Occazio Inc. | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,421 | ||||||||||||||||||||||||||||
Momentum Rehabilitation Services Inc. | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Feb. 7, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 4,800 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,801 | ||||||||||||||||||||||||||||
Property and equipment | 50 | ||||||||||||||||||||||||||||
Momentum Rehabilitation Services Inc. | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 3,700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Momentum Rehabilitation Services Inc. | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 33 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Momentum Rehabilitation Services Inc. | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Momentum Rehabilitation Services Inc. | Post -Acute Specialty Rehabilitation Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 972 | ||||||||||||||||||||||||||||
Tender Loving Care Metro, LLC | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Apr. 7, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 3,000 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,396 | ||||||||||||||||||||||||||||
Property and equipment | 16 | ||||||||||||||||||||||||||||
Tender Loving Care Metro, LLC | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 2,000 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Property and equipment | $ 2,000 | ||||||||||||||||||||||||||||
Tender Loving Care Metro, LLC | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Tender Loving Care Metro, LLC | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 300 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Tender Loving Care Metro, LLC | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 538 | ||||||||||||||||||||||||||||
Tender Loving Care Metro, LLC | Post -Acute Specialty Rehabilitation Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 538 | ||||||||||||||||||||||||||||
G&D Alternative Living, Inc. | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Jun. 30, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 1,500 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,086 | 1,086 | |||||||||||||||||||||||||||
Property and equipment | 102 | 102 | |||||||||||||||||||||||||||
G&D Alternative Living, Inc. | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 900 | 900 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
G&D Alternative Living, Inc. | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 6 | 6 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
G&D Alternative Living, Inc. | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | 200 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
G&D Alternative Living, Inc. | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 312 | $ 312 | |||||||||||||||||||||||||||
Ameri Serve Internationalof Arizona Inc. | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Jun. 30, 2014 | Jun. 30, 2014 | |||||||||||||||||||||||||||
Cost of acquisition | $ 400 | $ 400 | |||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 288 | 288 | |||||||||||||||||||||||||||
Property and equipment | 43 | 43 | |||||||||||||||||||||||||||
Ameri Serve Internationalof Arizona Inc. | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | $ 200 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | 12 years | |||||||||||||||||||||||||||
Ameri Serve Internationalof Arizona Inc. | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 12 | $ 12 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Ameri Serve Internationalof Arizona Inc. | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 39 | 39 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Ameri Serve Internationalof Arizona Inc. | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 69 | $ 69 | |||||||||||||||||||||||||||
Life By Design | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Jul. 23, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 2,100 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,651 | ||||||||||||||||||||||||||||
Property and equipment | 16 | ||||||||||||||||||||||||||||
Life By Design | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,300 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Life By Design | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 33 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Life By Design | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 300 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Life By Design | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 433 | ||||||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Contingent consideration | $ 2,400 | ||||||||||||||||||||||||||||
Business acquisition date | Sep. 8, 2014 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 37,100 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 18,100 | $ 18,100 | |||||||||||||||||||||||||||
Property and equipment | 1,400 | 1,081 | |||||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 12,400 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | Licenses and permits | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,600 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 3,400 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | Indefinite | ||||||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 17,969 | $ 17,969 | |||||||||||||||||||||||||||
Beyond Abilities | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Sep. 20, 2013 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 4,400 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,984 | 2,984 | $ 2,984 | ||||||||||||||||||||||||||
Property and equipment | 136 | 136 | 136 | ||||||||||||||||||||||||||
Beyond Abilities | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,500 | 1,500 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Beyond Abilities | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 600 | 600 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Beyond Abilities | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 900 | 900 | |||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Beyond Abilities | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,280 | $ 1,280 | $ 1,280 | ||||||||||||||||||||||||||
Community Links | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Aug. 30, 2013 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 4,400 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,078 | ||||||||||||||||||||||||||||
Property and equipment | 46 | ||||||||||||||||||||||||||||
Community Links | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 3,000 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Community Links | Post -Acute Specialty Rehabilitation Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,260 | ||||||||||||||||||||||||||||
Community Links | Post Acute Speciality Rehabilitation Services Segment | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,260 | ||||||||||||||||||||||||||||
Carolina Autism | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Nov. 1, 2012 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 500 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 420 | ||||||||||||||||||||||||||||
Property and equipment | 39 | ||||||||||||||||||||||||||||
Carolina Autism | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Carolina Autism | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Carolina Autism | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Carolina Autism | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 14 | ||||||||||||||||||||||||||||
Families Together Inc | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Nov. 30, 2011 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 3,000 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,102 | ||||||||||||||||||||||||||||
Property and equipment | 6 | ||||||||||||||||||||||||||||
Families Together Inc | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 800 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 11 years | ||||||||||||||||||||||||||||
Families Together Inc | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,000 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Families Together Inc | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 300 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Families Together Inc | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 892 | ||||||||||||||||||||||||||||
SCVP | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Mar. 26, 2012 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 400 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 291 | ||||||||||||||||||||||||||||
Property and equipment | $ 5 | ||||||||||||||||||||||||||||
SCVP | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
SCVP | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 154 | ||||||||||||||||||||||||||||
Copper Family | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Apr. 5, 2012 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 2,600 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,836 | ||||||||||||||||||||||||||||
Property and equipment | 116 | ||||||||||||||||||||||||||||
Copper Family | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,400 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 11 years | ||||||||||||||||||||||||||||
Copper Family | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 400 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Copper Family | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 687 | ||||||||||||||||||||||||||||
Alpha Group | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Aug. 31, 2012 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 2,300 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,927 | ||||||||||||||||||||||||||||
Property and equipment | 288 | ||||||||||||||||||||||||||||
Alpha Group | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,600 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Alpha Group | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 300 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Alpha Group | Human Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 85 | ||||||||||||||||||||||||||||
Radical Rehab | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Business acquisition date | Aug. 31, 2012 | ||||||||||||||||||||||||||||
Cost of acquisition | $ 8,000 | ||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | 6,340 | ||||||||||||||||||||||||||||
Property and equipment | 62 | ||||||||||||||||||||||||||||
Radical Rehab | Agency contracts | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 5,400 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 12 years | ||||||||||||||||||||||||||||
Radical Rehab | Non-compete/non-solicit | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 5 years | ||||||||||||||||||||||||||||
Radical Rehab | Trade names | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||||||||||||
Weighted average useful life of intangible assets (years) | 10 years | ||||||||||||||||||||||||||||
Radical Rehab | Post -Acute Specialty Rehabilitation Services | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,557 | ||||||||||||||||||||||||||||
Radical Rehab | Post Acute Speciality Rehabilitation Services Segment | |||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||
Goodwill | $ 1,557 |
Business Combinations - Schedul
Business Combinations - Schedule of Recognized Amounts of Identifiable Assets Acquired and Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Apr. 30, 2015 | Apr. 01, 2015 | Mar. 23, 2015 | Jan. 13, 2015 | Dec. 29, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Sep. 28, 2014 | Sep. 08, 2014 | Jul. 23, 2014 | Jun. 30, 2014 | Apr. 07, 2014 | Feb. 07, 2014 | Jan. 02, 2014 | Nov. 29, 2013 | Sep. 30, 2013 | Sep. 20, 2013 | Aug. 30, 2013 | Dec. 31, 2012 | Nov. 01, 2012 | Sep. 30, 2012 | Aug. 31, 2012 | Apr. 05, 2012 | Mar. 26, 2012 | Nov. 30, 2011 |
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 27,470 | $ 32,352 | $ 12,472 | $ 6,482 | $ 12,585 | |||||||||||||||||||||
Other Assets, current and long term | 18 | 41 | ||||||||||||||||||||||||
Property and equipment | 480 | 1,639 | 437 | 221 | 497 | |||||||||||||||||||||
Total identifiable net assets | 27,950 | 33,991 | 12,909 | 6,721 | 13,123 | |||||||||||||||||||||
Goodwill | 16,888 | 22,107 | 3,705 | 2,554 | 3,421 | |||||||||||||||||||||
Capstone | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 3,539 | |||||||||||||||||||||||||
Property and equipment | 178 | |||||||||||||||||||||||||
Total identifiable net assets | 3,717 | |||||||||||||||||||||||||
Lakeview | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 6,664 | |||||||||||||||||||||||||
Property and equipment | 48 | |||||||||||||||||||||||||
Total identifiable net assets | 6,712 | |||||||||||||||||||||||||
Cassell And Associates | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 11,600 | |||||||||||||||||||||||||
Property and equipment | 37 | |||||||||||||||||||||||||
Total identifiable net assets | 11,637 | |||||||||||||||||||||||||
Goodwill | $ 12,633 | |||||||||||||||||||||||||
Comprehensive Professional Services | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 876 | |||||||||||||||||||||||||
Property and equipment | 19 | |||||||||||||||||||||||||
Total identifiable net assets | 895 | |||||||||||||||||||||||||
Goodwill | $ 355 | |||||||||||||||||||||||||
Snug Harbor Home Health Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 938 | |||||||||||||||||||||||||
Property and equipment | 28 | |||||||||||||||||||||||||
Total identifiable net assets | 966 | |||||||||||||||||||||||||
Heritage Residential Services Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 1,252 | |||||||||||||||||||||||||
Total identifiable net assets | 1,252 | |||||||||||||||||||||||||
Goodwill | 945 | |||||||||||||||||||||||||
Visionsof N. E. W. L L C | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | 2,240 | |||||||||||||||||||||||||
Property and equipment | 122 | |||||||||||||||||||||||||
Total identifiable net assets | 2,362 | |||||||||||||||||||||||||
Other Acquisitions | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | 361 | 272 | 143 | $ 89 | 89 | |||||||||||||||||||||
Property and equipment | 48 | 106 | 1 | 20 | ||||||||||||||||||||||
Total identifiable net assets | 409 | 378 | 144 | 109 | ||||||||||||||||||||||
Goodwill | $ 228 | 57 | 57 | $ 46 | ||||||||||||||||||||||
Show Me Health Care | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 895 | |||||||||||||||||||||||||
Property and equipment | 9 | |||||||||||||||||||||||||
Total identifiable net assets | 904 | |||||||||||||||||||||||||
Occazio Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 3,863 | |||||||||||||||||||||||||
Property and equipment | 216 | |||||||||||||||||||||||||
Total identifiable net assets | 4,079 | |||||||||||||||||||||||||
Momentum Rehabilitation Services Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 3,801 | |||||||||||||||||||||||||
Property and equipment | 50 | |||||||||||||||||||||||||
Total identifiable net assets | 3,851 | |||||||||||||||||||||||||
Tender Loving Care Metro, LLC | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 2,396 | |||||||||||||||||||||||||
Property and equipment | 16 | |||||||||||||||||||||||||
Total identifiable net assets | 2,412 | |||||||||||||||||||||||||
G&D Alternative Living, Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | 1,086 | |||||||||||||||||||||||||
Property and equipment | 102 | |||||||||||||||||||||||||
Total identifiable net assets | 1,188 | |||||||||||||||||||||||||
Ameri Serve Internationalof Arizona Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | 288 | |||||||||||||||||||||||||
Property and equipment | 43 | |||||||||||||||||||||||||
Total identifiable net assets | 331 | |||||||||||||||||||||||||
Life By Design | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 1,651 | |||||||||||||||||||||||||
Property and equipment | 16 | |||||||||||||||||||||||||
Total identifiable net assets | 1,667 | |||||||||||||||||||||||||
Massachusetts Adult Day Health Alliance | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 18,100 | $ 18,100 | ||||||||||||||||||||||||
Property and equipment | 1,081 | 1,400 | ||||||||||||||||||||||||
Total identifiable net assets | 19,181 | |||||||||||||||||||||||||
Beyond Abilities | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | 2,984 | $ 2,984 | ||||||||||||||||||||||||
Property and equipment | 136 | 136 | ||||||||||||||||||||||||
Total identifiable net assets | 3,120 | |||||||||||||||||||||||||
Community Links | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 3,078 | |||||||||||||||||||||||||
Other Assets, current and long term | 16 | |||||||||||||||||||||||||
Property and equipment | 46 | |||||||||||||||||||||||||
Total identifiable net assets | 3,140 | |||||||||||||||||||||||||
Carolina Autism | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 420 | |||||||||||||||||||||||||
Other Assets, current and long term | 2 | |||||||||||||||||||||||||
Property and equipment | 39 | |||||||||||||||||||||||||
Total identifiable net assets | 461 | |||||||||||||||||||||||||
Families Together Inc | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 2,102 | |||||||||||||||||||||||||
Property and equipment | 6 | |||||||||||||||||||||||||
Total identifiable net assets | 2,108 | |||||||||||||||||||||||||
SCVP | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 291 | |||||||||||||||||||||||||
Property and equipment | 5 | |||||||||||||||||||||||||
Total identifiable net assets | 296 | |||||||||||||||||||||||||
Copper Family | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 1,836 | |||||||||||||||||||||||||
Property and equipment | 116 | |||||||||||||||||||||||||
Total identifiable net assets | 1,952 | |||||||||||||||||||||||||
Alpha Group | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | $ 1,927 | |||||||||||||||||||||||||
Property and equipment | 288 | |||||||||||||||||||||||||
Total identifiable net assets | 2,215 | |||||||||||||||||||||||||
Radical Rehab | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Identifiable intangible assets | 6,340 | |||||||||||||||||||||||||
Other Assets, current and long term | 41 | |||||||||||||||||||||||||
Property and equipment | 62 | |||||||||||||||||||||||||
Total identifiable net assets | 6,443 | |||||||||||||||||||||||||
Human Services | Capstone | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 758 | |||||||||||||||||||||||||
Human Services | Snug Harbor Home Health Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 34 | |||||||||||||||||||||||||
Human Services | Visionsof N. E. W. L L C | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 663 | |||||||||||||||||||||||||
Human Services | Other Acquisitions | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 57 | |||||||||||||||||||||||||
Human Services | Show Me Health Care | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 336 | |||||||||||||||||||||||||
Human Services | Occazio Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 1,421 | |||||||||||||||||||||||||
Human Services | Tender Loving Care Metro, LLC | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | 538 | |||||||||||||||||||||||||
Human Services | G&D Alternative Living, Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | 312 | |||||||||||||||||||||||||
Human Services | Ameri Serve Internationalof Arizona Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 69 | |||||||||||||||||||||||||
Human Services | Life By Design | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 433 | |||||||||||||||||||||||||
Human Services | Massachusetts Adult Day Health Alliance | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 17,969 | $ 17,969 | ||||||||||||||||||||||||
Human Services | Beyond Abilities | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 1,280 | $ 1,280 | ||||||||||||||||||||||||
Human Services | Carolina Autism | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 14 | |||||||||||||||||||||||||
Human Services | Families Together Inc | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 892 | |||||||||||||||||||||||||
Human Services | SCVP | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 154 | |||||||||||||||||||||||||
Human Services | Copper Family | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 687 | |||||||||||||||||||||||||
Human Services | Alpha Group | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | 85 | |||||||||||||||||||||||||
Post -Acute Specialty Rehabilitation Services | Lakeview | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 1,272 | |||||||||||||||||||||||||
Post -Acute Specialty Rehabilitation Services | Momentum Rehabilitation Services Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 972 | |||||||||||||||||||||||||
Post -Acute Specialty Rehabilitation Services | Tender Loving Care Metro, LLC | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 538 | |||||||||||||||||||||||||
Post -Acute Specialty Rehabilitation Services | Community Links | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 1,260 | |||||||||||||||||||||||||
Post -Acute Specialty Rehabilitation Services | Radical Rehab | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Goodwill | $ 1,557 |
Business Combinations - Sched61
Business Combinations - Schedule of Proforma Results of Operations (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Acquisition Date [Line Items] | |||||
Net revenue | $ 1,029,420 | $ 967,578 | $ 1,286,173 | $ 1,232,279 | |
Income from operations | $ 1,501 | $ (8,607) | $ 65,958 | 61,077 | |
Fiscal 2012 Acquisitions | |||||
Acquisition Date [Line Items] | |||||
Net revenue | 1,192,664 | $ 1,128,972 | |||
Income from operations | $ 54,401 | $ 49,564 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Goodwill [Line Items] | |||
Beginning Balance | $ 257,632 | $ 235,525 | $ 234,263 |
Goodwill acquired through acquisitions | 16,888 | 22,107 | 2,554 |
Goodwill written off related to disposal of businesses | (1,334) | ||
Adjustments to goodwill, net | 42 | ||
Ending Balance | 274,520 | 257,632 | 235,525 |
Human Services | |||
Goodwill [Line Items] | |||
Beginning Balance | 190,658 | 169,524 | 169,564 |
Goodwill acquired through acquisitions | 2,628 | 21,134 | 1,294 |
Goodwill written off related to disposal of businesses | (1,334) | ||
Ending Balance | 193,286 | 190,658 | 169,524 |
Post -Acute Specialty Rehabilitation Services | |||
Goodwill [Line Items] | |||
Beginning Balance | 66,974 | 66,001 | 64,699 |
Goodwill acquired through acquisitions | 14,260 | 973 | 1,260 |
Adjustments to goodwill, net | 42 | ||
Ending Balance | $ 81,234 | $ 66,974 | $ 66,001 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Value | $ 581,781 | $ 600,073 | $ 573,223 |
Accumulated Amortization | 266,380 | 272,347 | 237,032 |
Intangible Assets, Net | $ 315,401 | $ 327,726 | $ 336,191 |
Agency contracts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Amortization Period (years) | 8 years | 8 years | 9 years |
Gross Carrying Value | $ 468,549 | $ 484,994 | $ 464,480 |
Accumulated Amortization | 217,707 | 224,566 | 195,737 |
Intangible Assets, Net | $ 250,842 | $ 260,428 | $ 268,743 |
Non-compete/non-solicit | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Amortization Period (years) | 2 years | 3 years | 3 years |
Gross Carrying Value | $ 6,097 | $ 5,716 | $ 4,929 |
Accumulated Amortization | 3,223 | 2,448 | 2,058 |
Intangible Assets, Net | $ 2,874 | $ 3,268 | $ 2,871 |
Relationship with contracted caregivers | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Amortization Period (years) | 1 year | 2 years | 3 years |
Gross Carrying Value | $ 7,520 | $ 10,963 | $ 10,963 |
Accumulated Amortization | 6,727 | 9,013 | 7,905 |
Intangible Assets, Net | $ 793 | $ 1,950 | $ 3,058 |
Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Amortization Period (years) | 2 years | 4 years | 4 years |
Gross Carrying Value | $ 4,968 | $ 7,467 | $ 3,787 |
Accumulated Amortization | 3,232 | 2,907 | 2,431 |
Intangible Assets, Net | $ 1,736 | $ 4,560 | $ 1,356 |
Licenses and permits | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Amortization Period (years) | 3 years | 3 years | 4 years |
Gross Carrying Value | $ 48,395 | $ 47,629 | $ 45,760 |
Accumulated Amortization | 35,098 | 32,724 | 28,343 |
Intangible Assets, Net | $ 13,297 | $ 14,905 | $ 17,417 |
Intellectual property | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Amortization Period (years) | 1 year | 2 years | 3 years |
Gross Carrying Value | $ 452 | $ 904 | $ 904 |
Accumulated Amortization | 393 | 689 | 558 |
Intangible Assets, Net | 59 | 215 | 346 |
Trade names (indefinite life) | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Value | 45,800 | 42,400 | 42,400 |
Intangible Assets, Net | $ 45,800 | $ 42,400 | $ 42,400 |
Goodwill and Intangible Asset64
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Amortization expense for continuing operations | $ 29,200 | $ 28,600 | $ 37,700 | $ 38,200 | $ 36,200 | ||
Amortization expense for discontinued operations | $ 100 | 0 | $ 200 | 200 | 400 | 600 | |
Impairment of finite-lived intangible assets | $ 8,200 | $ 8,200 | $ 2,900 | ||||
Goodwill written off related to disposal of businesses | 1,334 | ||||||
Goodwill, impaired, method for fair value determination | The Company has elected to bypass the qualitative assessments and proceed directly to the two-step impairment test. The process of testing goodwill for impairment involves the determination of the fair value of the applicable reporting units. The test consists of a two-step process. The first step is the comparison of the fair value to the carrying value of the reporting unit to determine if the carrying value exceeds the fair value. The second step measures the amount of an impairment loss, and is only performed if the carrying value exceeds the fair value of the reporting unit. The Company performed its annual impairment testing for its reporting units as of July 1, 2014, 2013, and 2012, its annual impairment dates, and concluded based on the first step of the process that there were no goodwill impairments. | ||||||
Goodwill impairment | $ 0 | 0 | 0 | ||||
CONNECTICUT | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | 1,600 | ||||||
Agency contracts | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | $ 7,900 | ||||||
Agency contracts | CONNECTICUT | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | 1,500 | ||||||
Licenses and permits | CONNECTICUT | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | 100 | ||||||
Trade names (indefinite life) | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of intangible assets | 0 | 0 | $ 0 | ||||
Human Services | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | 1,300 | 1,000 | |||||
Goodwill written off related to disposal of businesses | 1,334 | ||||||
Human Services | Agency contracts | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | 600 | 900 | |||||
Human Services | Non-compete/non-solicit | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | 500 | ||||||
Human Services | Licenses and permits | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of finite-lived intangible assets | $ 200 | 100 | |||||
General and Administrative Expense | Human Services | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Goodwill written off related to disposal of businesses | $ 1,300 |
Goodwill and Intangible Asset65
Goodwill and Intangible Assets - Schedule of Amortization Expense Related to Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,015 | $ 9,524 | |
2,015 | $ 38,251 | |
2,016 | 36,447 | 36,409 |
2,017 | 32,755 | 32,358 |
2,018 | 31,898 | 31,466 |
2,019 | 31,593 | 31,070 |
Thereafter | 127,384 | 115,772 |
Total | $ 269,601 | $ 285,326 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | Feb. 09, 2011 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Related Party Transaction [Line Items] | ||||||
Management fees and expenses | $ 162,000 | $ 1,041,000 | $ 9,488,000 | $ 1,359,000 | $ 1,325,000 | |
Related party lease expense | 600,000 | 800,000 | 1,100,000 | 1,600,000 | 1,600,000 | |
Vestar | ||||||
Related Party Transaction [Line Items] | ||||||
Management fee percentage of consolidated earnings before interest, taxes, depreciation, amortization and management fee | 1.00% | |||||
Management fees and expenses | 200,000 | $ 1,000,000 | 9,500,000 | 1,400,000 | $ 1,300,000 | |
Accrued liability related to management agreement | $ 200,000 | 600,000 | $ 500,000 | |||
Advisory fee | $ 8,000,000 | |||||
Vestar | Minimum | ||||||
Related Party Transaction [Line Items] | ||||||
Annual management fee for certain advisory and consulting services payable | $ 850,000 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets and Liabilities on a Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Contingent Consideration | |||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | |||
Interest rate swap agreements | $ (8,817) | $ (2,400) | |
Money Market Funds | |||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | |||
Assets | 130,000 | ||
Interest Rate Swap | |||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | |||
Assets | 2,319 | ||
Interest rate swap agreements | $ (3,165) | ||
Fair Value, Inputs, Level 1 | Money Market Funds | |||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | |||
Assets | 130,000 | ||
Fair Value, Inputs, Level 2 | Interest Rate Swap | |||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | |||
Assets | 2,319 | ||
Interest rate swap agreements | $ (3,165) | ||
Fair Value, Inputs, Level 3 | Contingent Consideration | |||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | |||
Interest rate swap agreements | $ (8,817) | $ (2,400) |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Fair Value of Company's Level 3 Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Fair value of liabilities beginning balance | $ 2,400 | ||
Acquisition date fair value of contingent consideration obligations recorded | $ 2,400 | ||
Present value accretion | (317) | $ 0 | |
Fair value of liabilities ending balance | 2,400 | ||
Contingent Consideration | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Fair value of liabilities beginning balance | (2,400) | ||
Acquisition date fair value of contingent consideration obligations recorded | (6,100) | ||
Present value accretion | (317) | ||
Fair value of liabilities ending balance | $ (8,817) | $ (2,400) |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of finite-lived intangible assets | $ 8,200 | $ 8,200 | $ 2,900 | |||
Asset impairment charge | $ 10,611 | $ 1,310 | 3,605 | $ 6,344 | $ 955 | |
Amortization Expense | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Asset impairment charge | $ 1,000 | |||||
Amortization Expense | Fair Value, Measurements, Nonrecurring | Fair Value, Inputs, Level 3 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Asset impairment charge | $ 8,200 | $ 2,900 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Effective income tax rate | 45.00% | 29.90% | 34.80% | 37.90% | 57.80% |
Reserve for uncertain income tax positions | $ 0 | $ 0 | |||
Income taxes paid | $ 1,498,000 | $ 393,000 | 632,000 | $ 1,665,000 | $ 441,000 |
Valuation allowances | 10,033,000 | 10,193,000 | |||
Net operating loss carryforwards | 30,597,000 | 28,082,000 | |||
Unrecognized tax benefit | 0 | 0 | $ 5,600,000 | ||
Federal | |||||
Net operating loss carryforwards | $ 55,100,000 | $ 47,800,000 | |||
Net operating loss Carryforwards,Expiration date | 2,034 | 2,033 | |||
State | |||||
Net operating loss carryforwards | $ 233,000,000 | $ 231,500,000 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015Business_UnitSegment | Jun. 30, 2014 | Sep. 30, 2014Business_UnitSegment | Sep. 30, 2013 | Sep. 30, 2012 | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | 2 | 2 | |||
Human Services | |||||
Segment Reporting Information [Line Items] | |||||
Number of operating segments | 3 | 3 | |||
Number of business units | Business_Unit | 3 | 2 | |||
Human Services | Minnesota | Geographic Concentration Risk | Sales Revenue, Segment | |||||
Segment Reporting Information [Line Items] | |||||
Percent of revenue | 15.00% | 14.00% | 14.00% | 14.00% | 15.00% |
Post -Acute Specialty Rehabilitation Services | |||||
Segment Reporting Information [Line Items] | |||||
Number of operating segments | 2 | 2 | |||
Number of business units | Business_Unit | 2 | 2 |
Segment Information - Performan
Segment Information - Performance of Operating Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Jun. 30, 2014 | [1] | Mar. 31, 2014 | [1] | Dec. 31, 2013 | [1] | Sep. 30, 2013 | Jun. 30, 2013 | [1] | Mar. 31, 2013 | [1] | Dec. 31, 2012 | [1] | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |||
Segment Reporting Information [Line Items] | |||||||||||||||||||||
Net revenue | $ 327,291 | [1] | $ 318,189 | $ 306,366 | $ 303,992 | $ 301,057 | [1] | $ 300,266 | $ 291,642 | $ 289,545 | $ 1,015,764 | $ 928,547 | $ 1,255,838 | $ 1,182,509 | $ 1,107,351 | ||||||
Income (loss) from operations | 46,010 | 44,095 | 60,266 | 52,134 | 46,043 | ||||||||||||||||
Total assets | 1,207,954 | 1,021,269 | 1,057,260 | 1,207,954 | 1,021,269 | 1,045,880 | |||||||||||||||
Depreciation and amortization | 64,278 | 50,594 | 67,488 | 63,573 | 59,987 | ||||||||||||||||
Purchases of property and equipment | 30,310 | 24,271 | 35,295 | 31,901 | 29,995 | ||||||||||||||||
Income (loss) from continuing operations before income taxes | (411) | (24,185) | (32,896) | (26,254) | (34,397) | ||||||||||||||||
Operating Segments | Human Services | |||||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||||
Net revenue | 820,112 | 758,872 | 1,025,672 | 974,088 | 921,885 | ||||||||||||||||
Income (loss) from operations | 77,812 | 71,894 | 97,916 | 90,477 | 78,738 | ||||||||||||||||
Total assets | 634,989 | 655,140 | 616,217 | 634,989 | 655,140 | 692,015 | |||||||||||||||
Depreciation and amortization | 45,303 | 34,689 | 45,576 | 45,239 | 42,821 | ||||||||||||||||
Purchases of property and equipment | 15,803 | 11,110 | 15,907 | 17,791 | 17,659 | ||||||||||||||||
Income (loss) from continuing operations before income taxes | 40,183 | 17,351 | 23,024 | 25,369 | 13,637 | ||||||||||||||||
Operating Segments | Post -Acute Specialty Rehabilitation Services | |||||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||||
Net revenue | 195,652 | 169,675 | 230,166 | 208,421 | 185,466 | ||||||||||||||||
Income (loss) from operations | 19,229 | 12,414 | 17,561 | 17,293 | 20,376 | ||||||||||||||||
Total assets | 222,475 | 207,475 | 257,702 | 222,475 | 207,475 | 216,663 | |||||||||||||||
Depreciation and amortization | 17,137 | 14,021 | 19,177 | 15,948 | 14,389 | ||||||||||||||||
Purchases of property and equipment | 12,162 | 10,661 | 16,250 | 10,491 | 10,218 | ||||||||||||||||
Income (loss) from continuing operations before income taxes | 10,665 | 587 | 1,231 | 3,893 | 7,798 | ||||||||||||||||
Corporate | |||||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||||
Net revenue | 0 | 0 | |||||||||||||||||||
Income (loss) from operations | (51,031) | (40,213) | (55,211) | (55,636) | (53,071) | ||||||||||||||||
Total assets | $ 350,490 | $ 158,654 | 183,341 | 350,490 | 158,654 | 137,202 | |||||||||||||||
Depreciation and amortization | 1,838 | 1,884 | 2,735 | 2,386 | 2,777 | ||||||||||||||||
Purchases of property and equipment | 2,345 | 2,500 | 3,138 | 3,619 | 2,118 | ||||||||||||||||
Income (loss) from continuing operations before income taxes | $ (51,259) | $ (42,123) | $ (57,151) | $ (55,516) | $ (55,832) | ||||||||||||||||
[1] | During fiscal 2014, the Company gave notice of its intention to close all Human Services operations in the state of Connecticut. All fiscal years presented reflect the classification of these businesses as discontinued operations. |
Disposition of Business (Detail
Disposition of Business (Detail) $ in Thousands | Jun. 23, 2015USD ($)State | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Sep. 30, 2012USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Asset impairment charge | $ 10,611 | $ 1,310 | $ 3,605 | $ 6,344 | $ 955 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Human Services | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Service line support program, review period (in months) | 6 months | |||||
Number of states involved in service line program | State | 5 | |||||
Asset impairment charge | $ 8,200 | |||||
Closure costs | 6,700 | |||||
Severance costs | 1,900 | |||||
Lease termination costs | $ 4,800 | |||||
Discontinued operation, loss on disposal before income taxes | 11,100 | $ 9,100 | ||||
Loss on disposition of intangible assets | $ 8,200 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | [1] | Jun. 30, 2014 | [1] | Mar. 31, 2014 | [1] | Dec. 31, 2013 | [1] | Sep. 30, 2013 | [1] | Jun. 30, 2013 | [1] | Mar. 31, 2013 | [1] | Dec. 31, 2012 | [1] | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Numerator | |||||||||||||||||||||
Net income (loss) | $ (5,940) | $ 5 | $ (12,190) | $ (4,690) | $ 384 | $ (2,471) | $ (7,835) | $ (8,374) | $ (1,192) | $ (16,875) | $ (22,815) | $ (18,296) | $ (14,269) | ||||||||
Weighted average shares outstanding, basic | 36,950,000 | 25,250,000 | |||||||||||||||||||
Weighted average common equivalent shares | 0 | 0 | |||||||||||||||||||
Weighted average shares outstanding, diluted | 36,950,000 | 25,250,000 | |||||||||||||||||||
Net income (loss) per share, basic and diluted | $ (0.23) | $ (0.48) | $ (0.19) | $ 0.02 | $ (0.10) | $ (0.31) | $ (0.33) | $ (0.03) | $ (0.67) | $ (0.89) | $ (0.72) | $ (0.57) | |||||||||
Stock Options | |||||||||||||||||||||
Numerator | |||||||||||||||||||||
Anti-dilutive securities excluded from the computation of diluted EPS (shares) | 567,664 | 0 | |||||||||||||||||||
Restricted Stock Units | |||||||||||||||||||||
Numerator | |||||||||||||||||||||
Anti-dilutive securities excluded from the computation of diluted EPS (shares) | 570,601 | 0 | |||||||||||||||||||
[1] | During fiscal 2014, the Company gave notice of its intention to close all Human Services operations in the state of Connecticut. All fiscal years presented reflect the classification of these businesses as discontinued operations. |
Accruals for Self-Insurance - A
Accruals for Self-Insurance - Additional Information (Detail) - USD ($) | Oct. 01, 2013 | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Payables and Accruals [Abstract] | ||||
Insured amount for professional and general liability, per claim | $ 4,000,000 | $ 4,000,000 | ||
Aggregate self-insurance for professional and general liability | $ 28,000,000 | |||
Claim retention with statutory limit, workers' compensation | $ 350,000 | $ 350,000 | ||
Claim retention with statutory limit, automobile liability | 100,000 | 100,000 | ||
Stop loss insurance coverage against extraordinary claims | $ 300,000 | $ 300,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Oct. 31, 2014 | Oct. 17, 2014 | Jul. 31, 2014 | Dec. 31, 2015 | Aug. 26, 2015 | Oct. 21, 2014 |
Subsequent Event [Line Items] | ||||||
Cost of acquisition | $ 1,500,000 | |||||
Scenario, Forecast | Asset Purchase Agreement | ARY Operations | Human Services | ||||||
Subsequent Event [Line Items] | ||||||
Discontinued operation, loss on disposal before income taxes | $ 2,700,000 | |||||
Subsequent Event | Human Services | ||||||
Subsequent Event [Line Items] | ||||||
Cost of acquisition | $ 4,500,000 | |||||
Subsequent Event | Asset Purchase Agreement | ARY Operations | Human Services | ||||||
Subsequent Event [Line Items] | ||||||
Notes Receivable | $ 2,500,000 | |||||
Subsequent Event | Senior Notes | ||||||
Subsequent Event [Line Items] | ||||||
Amount paid to redeem aggregate principal of debt | $ 175,600,000 | |||||
Redemption of aggregate principal of debt | 162,000,000 | |||||
Expense of redemption premium | 10,100,000 | |||||
Accrued and unpaid interest | 3,500,000 | |||||
Long term debt | $ 50,000,000 | |||||
Subsequent Event | Secured Debt | Incremental Amendment | ||||||
Subsequent Event [Line Items] | ||||||
Increase in borrowing capacity | $ 20,000,000 | |||||
Availability of borrowing | $ 120,000,000 |
Property and Equipment Estimate
Property and Equipment Estimated Useful Lives (Detail) | 12 Months Ended |
Sep. 30, 2014 | |
Land | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | Indefinite |
Building | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 30 years |
Leasehold Improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | Not to exceed 7 years or length of lease |
Vehicles | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Computer Equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Furniture and Fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Furniture and Fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2013 | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of finite-lived intangible assets | $ 8.2 | $ 8.2 | $ 2.9 | ||
Rem Connecticut | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of finite-lived intangible assets | 1.6 | ||||
Expense for severance | 0.1 | ||||
Rem Connecticut | Building | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment charges | $ 0.7 | ||||
FAS Virginia | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of finite-lived intangible assets | $ 3.4 | ||||
Discontinued operation, loss on disposal before income taxes | (3.6) | ||||
Mentor Rhode Island | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of finite-lived intangible assets | $ 0.7 | ||||
Discontinued operation, loss on disposal before income taxes | $ (0.8) |
Net Revenue and Loss before Inc
Net Revenue and Loss before Income Taxes for Discontinued Operations (Detail) - Discontinued Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net revenue | $ 13,425 | $ 18,483 | $ 22,222 |
Income (loss) before income taxes | $ (2,259) | $ (3,244) | $ 400 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | $ 283,841 | $ 260,600 | |
Less accumulated depreciation | (124,355) | (106,965) | |
Property and equipment, net | $ 164,164 | 159,486 | 153,635 |
Land and Building | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 123,899 | 123,046 | |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 50,454 | 45,846 | |
Computer Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 32,276 | 29,661 | |
Leasehold Improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 53,198 | 38,755 | |
Furniture and Fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 14,749 | 12,931 | |
Office and Telecommunication Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 6,772 | 8,115 | |
Software for internal use | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 1,488 | ||
Construction in Progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | $ 1,005 | $ 2,246 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Property, Plant and Equipment [Abstract] | |||||
Depreciation expense | $ 24,597 | $ 20,931 | $ 28,400 | $ 25,400 | $ 23,800 |
Depreciation expense for discontinued operations | $ 293 | $ 370 | $ 371 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Prepaid Expense and Other Assets, Current [Abstract] | |||
Prepaid business expense | $ 2,514 | $ 2,906 | |
Prepaid insurance | 1,185 | 1,309 | |
Anticipated insurance recoveries | 6,637 | 9,966 | |
Other | 5,871 | 4,460 | |
Prepaid expenses and other current assets | $ 24,619 | $ 16,207 | $ 18,641 |
Other Accrued Liabilities Curre
Other Accrued Liabilities Current (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Accrued Liabilities, Current [Abstract] | |||
Accrued insurance | $ 15,464 | $ 18,756 | |
Accrued swap valuation liability | 3,165 | ||
Overpayments | 6,746 | 7,678 | |
Due to third party payors | 3,727 | 3,569 | |
Accrued interest | 3,465 | 4,100 | |
Other | 19,918 | 7,798 | |
Other accrued liabilities | $ 43,158 | $ 49,320 | $ 45,066 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Other Liabilities, Noncurrent [Abstract] | |||
Accrued self-insurance reserves | $ 54,037 | $ 54,781 | |
Other | 15,277 | 14,155 | |
Other long-term liabilities | $ 76,923 | $ 69,314 | $ 68,936 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 04, 2015 | Oct. 17, 2014 | Feb. 26, 2014 | Jan. 31, 2014 | Feb. 26, 2011 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 21, 2014 |
Debt Instrument [Line Items] | |||||||||||
Extinguishment of debt expense | $ 17,058 | $ 14,699 | $ 14,699 | $ 0 | $ 0 | ||||||
Deferred financing fees | 7,800 | 10,000 | |||||||||
Senior Secured Credit Facility | National Mentor Holdings, Inc | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Extinguishment of debt expense | $ 11,100 | ||||||||||
Deferred financing fees | 7,200 | ||||||||||
Debt instrument original issue discount | $ 3,900 | ||||||||||
Letters of credit issued | 0 | 0 | $ 0 | ||||||||
Senior Notes | National Mentor Holdings, Inc | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Extinguishment of debt expense | $ 2,700 | $ 14,300 | $ 3,600 | ||||||||
Deferred financing fees | 200 | 800 | 200 | ||||||||
Debt instrument original issue discount | 900 | 3,400 | 1,000 | $ 0 | $ 4,570 | $ 7,003 | |||||
Amount paid to redeem aggregate principal of debt | 51,900 | 175,600 | 38,000 | $ 38,000 | |||||||
Expense of redemption premium | $ 1,600 | $ 10,100 | $ 2,400 |
Annual Maturities of Debt (Deta
Annual Maturities of Debt (Detail) - National Mentor Holdings, Inc $ in Thousands | Sep. 30, 2014USD ($) |
Debt Instrument [Line Items] | |
2015 (includes $162,000 of senior notes redeemed on October 17, 2014) | $ 168,000 |
2,016 | 6,000 |
2,017 | 6,000 |
2,018 | 56,000 |
2,019 | 6,000 |
Thereafter | 567,000 |
Total | $ 809,000 |
Annual Maturities of Debt (Pare
Annual Maturities of Debt (Parenthetical) (Detail) - National Mentor Holdings, Inc - Senior Notes - USD ($) | Mar. 04, 2015 | Sep. 30, 2014 | Oct. 17, 2014 |
Debt Instrument [Line Items] | |||
Redemption of aggregate principal of debt | $ 50,000,000 | $ 162,000,000 | $ 162,000,000 |
Long term debt, redeemed date | Mar. 4, 2015 | Oct. 17, 2014 |
Employee Savings and Retireme88
Employee Savings and Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Employer contribution to retirement plans | $ 5.5 | $ 4 | $ 4.2 |
Employer contribution to deferred compensation plan | 0.5 | 0.4 | 0.4 |
Unfunded accrued liability | 2.8 | 2.6 | |
Employer contribution to deferral plan | 0.9 | 0.9 | $ 0.7 |
Accrued liability | 7.5 | 6.7 | |
Life Insurance Product Line | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Cash surrender value | $ 6.2 | $ 5.5 |
Company's Carrying Value and Fa
Company's Carrying Value and Fair Value of Fixed Rate Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2014 | Sep. 30, 2013 |
Senior notes (issued February 9, 2011) | $ 207,430 | $ 242,997 |
Fair value | ||
Senior notes (issued February 9, 2011) | $ 225,780 | $ 268,750 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Sep. 30, 2012USD ($)Lease | Sep. 30, 1995USD ($) | |
Schedule Of Operating And Capital Leased Assets [Line Items] | ||||||
Rent expense | $ 57,700 | $ 53,800 | $ 48,600 | |||
Net proceeds from leaseback transactions | $ 2,800 | |||||
Number of lease renewal options | Lease | 2 | |||||
Renewal terms | 5 years | |||||
Deferred gain on leaseback transactions | $ 100 | |||||
Total expected minimum lease commitment | 208,410 | |||||
Original cost of assets acquired under capital leases | $ 164,164 | 159,486 | 153,635 | |||
Accumulated amortization of assets acquired under capital leases | 124,355 | 106,965 | ||||
Amortization expense assets acquired under capital leases | $ 64,278 | $ 50,594 | 67,488 | 63,573 | 59,987 | |
Interest expense on capital leases | $ 700 | 800 | 800 | |||
Assets acquired under capital leases | ||||||
Schedule Of Operating And Capital Leased Assets [Line Items] | ||||||
Non-cancellable capital leases expiration year | 2,025 | |||||
Original cost of assets acquired under capital leases | $ 7,800 | 7,800 | ||||
Accumulated amortization of assets acquired under capital leases | 2,200 | 1,600 | ||||
Amortization expense assets acquired under capital leases | 600 | 700 | 700 | |||
Corporate Offices | ||||||
Schedule Of Operating And Capital Leased Assets [Line Items] | ||||||
Rent expense | 1,500 | $ 1,500 | $ 1,500 | |||
Operating lease agreement, initial term | 5 years | |||||
Total expected minimum lease commitment | $ 4,800 | $ 2,400 | ||||
Lease expiration year | 2,017 | |||||
Minimum | ||||||
Schedule Of Operating And Capital Leased Assets [Line Items] | ||||||
Agreements to lease properties, term | 7 years | |||||
Maximum | ||||||
Schedule Of Operating And Capital Leased Assets [Line Items] | ||||||
Agreements to lease properties, term | 10 years |
Future Minimum Lease Payments f
Future Minimum Lease Payments for Non-Cancelable Operating Leases (Detail) $ in Thousands | Sep. 30, 2014USD ($) |
Leases [Abstract] | |
2,015 | $ 52,748 |
2,016 | 42,739 |
2,017 | 35,658 |
2,018 | 25,820 |
2,019 | 17,936 |
Thereafter | 33,509 |
Total expected minimum lease commitment | $ 208,410 |
Schedule of Future Minimum Leas
Schedule of Future Minimum Lease Payments Under Capital Leases (Detail) $ in Thousands | Sep. 30, 2014USD ($) |
Leases [Abstract] | |
2,015 | $ 451 |
2,016 | 497 |
2,017 | 549 |
2,018 | 608 |
2,019 | 675 |
Thereafter | 3,730 |
Total minimum lease payments | $ 6,510 |
Summary of Income Tax Expense (
Summary of Income Tax Expense (benefit) (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Current: | |||||
Federal | $ (4,892) | ||||
State | $ 1,385 | $ 1,009 | 47 | ||
Total current taxes payable | 1,385 | 1,009 | (4,845) | ||
Deferred: | |||||
Federal | (10,338) | (8,452) | (12,039) | ||
State | (2,510) | (2,499) | (2,999) | ||
Net deferred tax benefit | $ 2,437 | $ (4,382) | (12,848) | (10,951) | (15,038) |
Expense (benefit) for income taxes | $ (185) | $ (7,243) | $ (11,463) | $ (9,942) | $ (19,883) |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2014 | Sep. 30, 2013 |
Deferred tax assets: | ||
Deferred compensation | $ 1,229 | $ 1,155 |
Interest rate swap agreements | 1,253 | |
Accrued workers' compensation | 12,528 | 11,195 |
Net operating loss carryforwards | 30,597 | 28,082 |
Allowance for bad debts | 4,078 | 4,484 |
Tax credits | 4,733 | 5,188 |
Depreciation | 681 | |
Other | 2,933 | 2,768 |
Total gross deferred income tax assets | 56,779 | 54,125 |
Valuation allowance | (10,033) | (10,193) |
Deferred tax assets | 46,746 | 43,932 |
Deferred tax liabilities: | ||
Depreciation | (2,200) | |
Amortization of goodwill and intangible assets | (81,999) | (87,953) |
Other accrued liabilities | (4,123) | (5,171) |
Net deferred tax liabilities | $ (39,376) | $ (51,392) |
Schedule of Reconciliation betw
Schedule of Reconciliation between Statutory and Effective Income Tax Rates (Detail) | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Tax Disclosure [Abstract] | |||||
Federal income tax at statutory rate | 35.00% | 35.00% | 35.00% | ||
State income taxes, net of federal tax benefit | 2.00% | 3.60% | 5.60% | ||
Nondeductible comp | (0.80%) | (0.30%) | (0.70%) | ||
Other nondeductible expenses | (1.10%) | (0.20%) | (1.10%) | ||
Unrecognized tax benefit | 0.00% | 0.00% | 15.20% | ||
Other | (0.30%) | (0.20%) | 3.80% | ||
Effective tax rate | 45.00% | 29.90% | 34.80% | 37.90% | 57.80% |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Aug. 13, 2012 | Jun. 15, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted, Number of Option | 559,327 | ||||
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock other than otions vesting period | 3 years | ||||
Assumed forfeiture rate | 9.30% | ||||
Unrecognized compensation expense | $ 3,900,000 | ||||
Weighted average recognition period | 3 years | ||||
Granted, Number of Option | 559,327,000,000 | ||||
Expected dividend yield | $ 0 | ||||
Restricted Stock Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock other than otions vesting period | 3 years | ||||
Assumed forfeiture rate | 9.30% | ||||
Unrecognized compensation expense | $ 8,400,000 | ||||
Weighted average recognition period | 2 years 10 months 24 days | ||||
Stock other than option issued | 550,481 | ||||
General and Administrative Expense | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation expense | $ 900,000 | $ 300,000 | $ 700,000 | ||
2006 Unit Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Assumed forfeiture rate | 9.30% | ||||
2006 Unit Plan | Non-performance Based Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 300,000 | ||||
Weighted average recognition period | 2 years | ||||
2006 Unit Plan | Common Class B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 192,500 | ||||
2006 Unit Plan | Common Class C | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 202,000 | ||||
2006 Unit Plan | Common Class D | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 388,881 | ||||
2006 Unit Plan | Common Class E | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 6,375 | ||||
2006 Unit Plan | Common Class F | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 5,396,388 | ||||
Common units authorized | 5,396,388 | ||||
2006 Unit Plan | Common Class F | Continuously Employed | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | For participants who have been continuously employed by the Company since December 31, 2008, 75% of the Class F Common Units vested upon grant and 25% of the Class F Common Units vested on December 15, 2012 (or 18 months following the date of grant) assuming continuous employment with the Company on that date. | ||||
2006 Unit Plan | Common Class F | Continuously Employed | Vested Upon Grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting Rights, Percentage | 75.00% | ||||
2006 Unit Plan | Common Class F | Continuously Employed | Vested on December 15, 2012 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting Rights, Percentage | 25.00% | ||||
2006 Unit Plan | Common Class F | Not Continuously Employed | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | For participants who had not been continuously employed by the Company since December 31, 2008, 50% of the Class F Common Units vested upon grant, 25% of the Class F Common Units vested on December 15, 2012 and 25% of the Class F Common Units vested on June 15, 2014 (or 36 months following the date of grant), in each case, if the participant continues to be employed by the Company on that date. | ||||
2006 Unit Plan | Common Class F | Not Continuously Employed | Vested Upon Grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting Rights, Percentage | 50.00% | ||||
2006 Unit Plan | Common Class F | Not Continuously Employed | Vested on December 15, 2012 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting Rights, Percentage | 25.00% | ||||
2006 Unit Plan | Common Class F | Not Continuously Employed | Vested on June 15, 2014 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting Rights, Percentage | 25.00% | ||||
2006 Unit Plan | Common Class G | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 130,000 | 130,000 | |||
2006 Unit Plan | Common Class H | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 1,200,000 | 1,200,000 | |||
2006 Unit Plan | Common Class H | Unvested Performance Based | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 7,500,000 | ||||
2006 Unit Plan | Common Class G And Class H | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation expense | $ 600,000 | ||||
2014 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common units authorized | 3,325,500 | ||||
Stock other than otions vesting period | 3 years | ||||
Expiration period | 10 years | ||||
Available for future grant | 2,200,000 |
Schedule of Share Based Compens
Schedule of Share Based Compensation Valuation Assumption (Detail) - 2006 Unit Plan | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Schedule Of Share Based Compensation Valuation Assumptions [Line Items] | |||
Risk-free interest rate | 13.00% | ||
Risk-free interest rate, minimum | 0.21% | 0.21% | |
Risk-free interest rate, maximum | 0.27% | 0.27% | |
Expected term | 1 year | ||
Expected volatility | 30.00% | 40.00% | 40.00% |
Minimum | |||
Schedule Of Share Based Compensation Valuation Assumptions [Line Items] | |||
Expected term | 1 year 8 months 12 days | 1 year 8 months 12 days | |
Maximum | |||
Schedule Of Share Based Compensation Valuation Assumptions [Line Items] | |||
Expected term | 2 years 4 months 24 days | 2 years 4 months 24 days |
Summary of Share Based Payment
Summary of Share Based Payment Award Other Than Option (Detail) | 12 Months Ended |
Sep. 30, 2014$ / sharesshares | |
Restricted Stock Awards | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Granted, Nonvested, Number | 550,481 |
Nonvested, ending balance | 550,481 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Granted, weighted average grant date fair value | $ / shares | $ 17 |
Nonvested weighted average grant date fair value, ending balance | $ / shares | $ 17 |
2006 Unit Plan | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Nonvested, beginning balance | 1,395,984 |
Granted, Nonvested, Number | 303,710 |
Forfeited, Nonvested, Number | 25,894 |
Vested, Nonvested, Number | 249,504 |
Nonvested, ending balance | 1,424,296 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Nonvested weighted average grant date fair value, beginning balance | $ / shares | $ 0.57 |
Granted, weighted average grant date fair value | $ / shares | 1.12 |
Forfeited, weighted average grant date fair value | $ / shares | 2.13 |
Vested, weighted average grant date fair value | $ / shares | 2.68 |
Nonvested weighted average grant date fair value, ending balance | $ / shares | $ 0.29 |
Schedule of Share Based Compe99
Schedule of Share Based Compensation Valuation Assumption Using Black Scholes Assumption Model (Detail) - Stock Options | 12 Months Ended |
Sep. 30, 2014USD ($) | |
Schedule Of Share Based Compensation Valuation Assumptions [Line Items] | |
Risk-free interest rate | 1.88% |
Expected term | 6 years |
Expected volatility | 45.00% |
Expected dividend yield | $ 0 |
Summary of Stock Option Activit
Summary of Stock Option Activity (Detail) - USD ($) | 12 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Granted, Number of Option | 559,327 | |
Forfeited, Number of Option | 0 | |
Exercised, Number of Option | 0 | |
Expired, Number of Option | 0 | |
Outstanding, ending balance | 559,327 | |
Vested or expected to vest, Number of Option | 507,310 | |
Exercisable, Number of Option | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Granted, weighted average remaining contractual life | 10 years | 10 years |
Vested or expected to vest, weighted average remaining contractual life | 10 years | |
Outstanding, aggregate intrinsic value beginning balance | $ 0 | |
Granted, aggregate intrinsic value | $ 0 | |
Exercised, aggregate intrinsic value | $ 0 | |
Outstanding, aggregate intrinsic value ending balance | 0 | $ 0 |
Vested or expected to vest, aggregate intrinsic value | 0 | |
Exercisable, aggregate intrinsic value | $ 0 |
Summary of Valuation and Qualif
Summary of Valuation and Qualifying Accounts (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 12,494 | $ 9,250 | $ 7,957 |
Provision | 20,392 | 18,286 | 12,902 |
Write-Offs | (21,395) | (15,042) | (11,609) |
Balance at end of Period | $ 11,491 | $ 12,494 | $ 9,250 |
Valuation and Qualifying Acc102
Valuation and Qualifying Accounts - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Accounts receivable | $ 150,186 | $ 141,378 | $ 144,954 |
Collateralized | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Accounts receivable | 6,700 | ||
Collateralized | Other Assets | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Accounts receivable | $ 1,700 |
Quarterly Financial Data (Un103
Quarterly Financial Data (Unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | [1] | Jun. 30, 2014 | [1] | Mar. 31, 2014 | [1] | Dec. 31, 2013 | [1] | Sep. 30, 2013 | [1] | Jun. 30, 2013 | [1] | Mar. 31, 2013 | [1] | Dec. 31, 2012 | [1] | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||
Net revenue | $ 327,291 | $ 318,189 | $ 306,366 | $ 303,992 | $ 301,057 | $ 300,266 | $ 291,642 | $ 289,545 | $ 1,015,764 | $ 928,547 | $ 1,255,838 | $ 1,182,509 | $ 1,107,351 | ||||||||
Income (loss) from continuing operations, net of tax | (4,491) | (24) | (12,236) | (4,683) | 127 | (2,567) | (5,353) | (8,519) | (226) | (16,942) | (21,433) | (16,312) | (14,514) | ||||||||
Income (loss) from discontinued operations, net of tax | (1,449) | 29 | 46 | (7) | 257 | 96 | (2,482) | 145 | (966) | 67 | (1,382) | (1,984) | 245 | ||||||||
Net income (loss) | $ (5,940) | $ 5 | $ (12,190) | $ (4,690) | $ 384 | $ (2,471) | $ (7,835) | $ (8,374) | $ (1,192) | $ (16,875) | $ (22,815) | $ (18,296) | $ (14,269) | ||||||||
Loss per common share, basic and diluted | |||||||||||||||||||||
Income (loss) from continuing operations, net of tax | $ (0.17) | $ (0.48) | $ (0.19) | $ 0.01 | $ (0.10) | $ (0.21) | $ (0.34) | $ (0.01) | $ (0.67) | $ (0.84) | $ (0.65) | $ (0.57) | |||||||||
Income (loss) from discontinued operations, net of tax | (0.05) | 0.01 | (0.10) | 0.01 | (0.02) | 0 | (0.05) | (0.07) | 0 | ||||||||||||
Net income (loss) | $ (0.23) | $ (0.48) | $ (0.19) | $ 0.02 | $ (0.10) | $ (0.31) | $ (0.33) | $ (0.03) | $ (0.67) | $ (0.89) | $ (0.72) | $ (0.57) | |||||||||
Weighted average number of common shares outstanding, basic and diluted | 26,394,565 | 25,250,000 | 25,250,000 | 25,250,000 | 25,250,000 | 25,250,000 | 25,250,000 | 25,250,000 | 25,538,493 | 25,250,000 | 25,250,000 | ||||||||||
[1] | During fiscal 2014, the Company gave notice of its intention to close all Human Services operations in the state of Connecticut. All fiscal years presented reflect the classification of these businesses as discontinued operations. |