Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Nov. 30, 2015 | Mar. 31, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 30, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | CIVI | ||
Entity Registrant Name | CIVITAS SOLUTIONS, INC. | ||
Entity Central Index Key | 1,608,638 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 37,095,034 | ||
Entity Public Float | $ 245,000,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 41,690 | $ 196,147 |
Restricted cash | 749 | 1,944 |
Accounts receivable, net of allowances of $11,207 and $11,491 at September 30, 2015 and 2014, respectively | 145,395 | 141,378 |
Deferred tax assets, net | 19,648 | 18,176 |
Prepaid expenses and other current assets | 14,049 | 16,207 |
Total current assets | 221,531 | 373,852 |
Property and equipment, net | 168,227 | 159,486 |
Intangible assets, net | 305,856 | 327,726 |
Goodwill | 274,520 | 257,632 |
Restricted cash | 50,000 | 50,000 |
Other assets | 43,050 | 39,258 |
Total assets | 1,063,184 | 1,207,954 |
Current Liabilities: | ||
Accounts payable | 25,890 | 22,350 |
Accrued payroll and related costs | 82,012 | 84,176 |
Other accrued liabilities | 46,428 | 49,320 |
Obligations under capital lease, current | 497 | 451 |
Current portion of long-term debt | 6,554 | 168,000 |
Total current liabilities | 161,381 | 324,297 |
Other long-term liabilities | 79,170 | 69,314 |
Deferred tax liabilities, net | 58,223 | 57,552 |
Obligations under capital lease, less current portion | 5,561 | 6,058 |
Long-term debt, less current portion | $ 637,574 | $ 635,195 |
Commitments and contingencies (Note 18) | ||
Stockholders' Equity | ||
Common stock, $0.01 par value; 350,000,000 shares authorized; and 37,093,237 and 36,950,000 shares issued and outstanding at September 30, 2015 and 2014, respectively | $ 371 | $ 370 |
Additional paid-in capital | 277,311 | 272,943 |
Accumulated other comprehensive loss | (1,704) | 0 |
Accumulated deficit | (154,703) | (157,775) |
Total stockholders' equity | 121,275 | 115,538 |
Total liabilities and stockholders' equity | $ 1,063,184 | $ 1,207,954 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Financial Position [Abstract] | ||||
Allowances for accounts receivable | $ 11,207 | $ 11,491 | $ 12,494 | $ 9,250 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 350,000,000 | 350,000,000 | ||
Common stock, shares issued | 37,093,237 | 36,950,000 | ||
Common stock, shares outstanding | 37,093,237 | 36,950,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement [Abstract] | |||
Net revenue | $ 1,366,946 | $ 1,255,838 | $ 1,182,509 |
Cost of revenue (exclusive of depreciation and amortization expense shown separately below) | 1,059,364 | 983,043 | 921,618 |
Operating expenses: | |||
General and administrative | 162,839 | 145,041 | 145,184 |
Depreciation and amortization | 82,172 | 67,488 | 63,573 |
Total operating expenses | 245,011 | 212,529 | 208,757 |
Income (loss) from operations | 62,571 | 60,266 | 52,134 |
Other income (expense): | |||
Management fee of related party | 28 | (9,488) | (1,359) |
Other (expense) income, net | (1,325) | 374 | 1,046 |
Extinguishment of debt | (17,058) | (14,699) | 0 |
Interest expense | (37,455) | (69,349) | (78,075) |
Income (loss) from continuing operations before income taxes | 6,761 | (32,896) | (26,254) |
Provision (benefit) for income taxes | 2,689 | (11,463) | (9,942) |
Income (loss) from continuing operations | 4,072 | (21,433) | (16,312) |
Loss from discontinued operations, net of tax benefit for the fiscal years ended September 30, 2015, 2014 and 2013 of $634, $877 and $1,260 | (1,000) | (1,382) | (1,984) |
Net income (loss) | $ 3,072 | $ (22,815) | $ (18,296) |
Income (loss) per common share, basic and diluted | |||
Income (loss) from continuing operations (in dollars per share) | $ 0.11 | $ (0.84) | $ (0.65) |
Loss from discontinued operations (in dollars per share) | (0.03) | (0.05) | (0.07) |
Net income (loss) (in dollars per share) | $ 0.08 | $ (0.89) | $ (0.72) |
Weighted average number of common shares outstanding, basic | 36,959,997 | 25,538,493 | 25,250,000 |
Weighted average number of common shares outstanding, diluted | 37,088,632 | 25,538,493 | 25,250,000 |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement [Abstract] | |||
Loss from discontinued operations, tax benefit | $ 634 | $ 877 | $ 1,260 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 3,072 | $ (22,815) | $ (18,296) |
Other comprehensive (loss) gain, net of tax: | |||
Gain (loss) on derivative instrument classified as cash flow hedge, net of tax effect for the fiscal year ended September 30, 2015, 2014 and 2013 of ($1,157), $310, and $1,027 | (1,704) | 466 | 1,478 |
Reclassification adjustments for gains on derivative instruments included in net income, net of tax for the fiscal year ended September 30, 2014 of $942 | 0 | 1,414 | 0 |
Comprehensive income (loss) | $ 1,368 | $ (20,935) | $ (16,818) |
Consolidated Statements of Com7
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Gain (loss) on derivative instruments classified as cash flow hedge, tax | $ (1,157) | $ 310 | $ 1,027 |
Reclassification adjustments for gains on derivative instruments, tax | $ 942 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholder's Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit |
Beginning balance (shares) at Sep. 30, 2012 | 25,250,000 | ||||
Beginning balance at Sep. 30, 2012 | $ (29,931) | $ 253 | $ 89,838 | $ (3,358) | $ (116,664) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other comprehensive income (loss), net of tax | 1,478 | 1,478 | |||
Stock-based compensation | 273 | 273 | |||
Dividend to NMH Investment | (39) | (39) | |||
Net income (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 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other comprehensive income (loss), net of tax | 1,880 | 1,880 | |||
Stock-based compensation | 895 | 895 | |||
Dividend to NMH Investment | (110) | (110) | |||
Net income (loss) | (22,815) | (22,815) | |||
Issuance of common stock, net of issuance costs (shares) | 11,700,000 | ||||
Issuance of common stock, net of issuance costs | 182,203 | $ 117 | 182,086 | ||
Ending balance at Sep. 30, 2014 | 115,538 | $ 370 | 272,943 | 0 | (157,775) |
Ending balance (shares) at Sep. 30, 2014 | 36,950,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other comprehensive income (loss), net of tax | (1,704) | (1,704) | |||
Stock-based compensation | 5,238 | 5,238 | |||
Net income (loss) | 3,072 | 3,072 | |||
Issuance of common stock under restricted stock unit awards, net of shares surrendered (shares) | 143,237 | ||||
Issuance of common stock under restricted stock unit awards, net of shares surrendered | (1,514) | $ 1 | (1,515) | ||
Change in estimate of initial public offering costs | 645 | 645 | |||
Ending balance at Sep. 30, 2015 | $ 121,275 | $ 371 | $ 277,311 | $ (1,704) | $ (154,703) |
Ending balance (shares) at Sep. 30, 2015 | 37,093,237 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | |
Cash Flows from operating activities: | |||
Net income (loss) | $ 3,072 | $ (22,815) | $ (18,296) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Accounts receivable allowances | 17,055 | 20,392 | 18,286 |
Depreciation and amortization | 71,643 | 66,695 | 63,353 |
Amortization and write-off of debt issuance costs | 4,899 | 7,101 | 2,946 |
Amortization and write-off of deferred financing costs | 3,141 | 10,523 | 2,851 |
Stock-based compensation | 5,238 | 895 | 273 |
Deferred income taxes | 356 | (13,266) | (12,212) |
Gain on changes in derivative fair value | 0 | (33) | 0 |
Loss on disposal of assets | 675 | 385 | 165 |
Non-cash impairment charges | 10,660 | 3,605 | 6,344 |
Net change in fair value of contingent liabilities | 575 | 0 | 0 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (21,072) | (16,817) | (9,249) |
Other assets | (4,711) | 4,369 | 553 |
Accounts payable | 3,037 | (4,279) | (5,930) |
Accrued payroll and related costs | (2,164) | 18,836 | 5,330 |
Other accrued liabilities | (8,070) | 9,079 | (2,719) |
Other long-term liabilities | 6,144 | (754) | 4,043 |
Net cash provided by operating activities | 90,478 | 83,916 | 55,738 |
Cash Flows from investing activities: | |||
Acquisition of businesses, net of cash acquired | (38,738) | (53,699) | (9,275) |
Purchases of property and equipment | (42,793) | (35,295) | (31,901) |
Changes in restricted cash | 1,195 | (1,137) | 327 |
Proceeds from sale of assets | 1,332 | 1,207 | 1,472 |
Net cash used in investing activities | (79,004) | (88,924) | (39,377) |
Cash Flows from financing activities: | |||
Issuance of long term-debt, net of original issue discount | 54,450 | 598,500 | 30,000 |
Repayments of long-term debt | (218,416) | (587,525) | (5,525) |
Proceeds from borrowings under senior revolver | 210,700 | 9,300 | 469,400 |
Repayments of borrowings under senior revolver | (210,700) | (9,300) | (488,400) |
Repayments of capital lease obligations | (451) | (430) | (434) |
Taxes paid related to net share settlement of restricted stock unit awards | (1,514) | 0 | 0 |
Dividend to NMH Investment | 0 | (110) | (39) |
Payments of financing costs | 0 | (10,923) | (2,048) |
Proceeds from the issuance of common stock, net of offering costs | 0 | 182,203 | 0 |
Net cash provided by (used in) financing activities | (165,931) | 181,715 | 2,954 |
Net increase (decrease) in cash and cash equivalents | (154,457) | 176,707 | 19,315 |
Cash and cash equivalents at beginning of period | 196,147 | 19,440 | 125 |
Cash and cash equivalents at end of period | 41,690 | 196,147 | 19,440 |
Supplemental disclosure of cash flow information | |||
Cash paid for interest | 37,461 | 64,155 | 71,670 |
Cash paid for income taxes, net of refunds | 1,860 | 632 | 1,665 |
Cash paid for call premium on redemption of senior notes | 11,688 | 2,375 | 0 |
Supplemental disclosure of non-cash investing activities: | |||
Accrued contingent consideration | 6,100 | 2,400 | 0 |
Accrued property, plant and equipment | $ 1,454 | $ 966 | $ 919 |
Business Overview
Business Overview | 12 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Overview | Business Overview Civitas Solutions, Inc. is the parent of consolidated group of subsidiaries that market their services under the MENTOR Network tradename. On September 22, 2014, Civitas completed an initial public offering (the "IPO") of its common stock and became a public reporting company under the Securities Exchange Act of 1934, as amended. Prior to October 1, 2015, Civitas Solutions, Inc. was 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 were owned by Vestar and certain executive officers, directors and other members of management. On October 1, 2015, in connection with an underwritten secondary offering, NHM Investment distributed all of the 25,250,000 shares of common stock of Civitas Solutions, Inc. it held to its existing members in accordance with their respective membership interests. NMH Holdings, LLC ("NMHH") is a wholly owned subsidiary of Civitas Solutions, Inc. and National Mentor Holdings, Inc. (“NMHI”) is a wholly owned subsidiary of NMHH. The financial results of Civitas Solutions, Inc. are primarily composed of the financial results of National Mentor Holdings, Inc. and its subsidiaries on a consolidated basis. Civitas Solutions, Inc., through its wholly-owned subsidiaries (collectively, the “Company”), is the 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 has evolved into a diversified national network providing an array of high-quality services and care in large, growing and highly-fragmented markets. The Company currently provides services to individuals with intellectual and/or developmental disabilities (“I/DD”), individuals with catastrophic injuries and illnesses, particularly acquired brain injury (“ABI”), youth with emotional, behavioral and/or medically complex challenges, or at-risk youth (“ARY”) and elders in need of day health services to support their independence, or adult day health (“ADH”). As of September 30, 2015, the Company operated in 35 states, serving approximately 12,400 clients in residential settings and more than 17,000 clients in non residential settings. The Company designs customized service plans to meet the individual 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. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation 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 - Quoted prices for identical instruments in active markets. Level 2 Inputs - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs - Instruments with primarily unobservable value drivers. 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, 2015 , 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 of $250 thousand . The Company has not experienced any losses in such accounts. As of September 30, 2015, our accounts exceeded federally insured limits by $41.4 million . The Company derives approximately 89% 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 from our contracts with state and local governmental payors in the State of Minnesota, our largest state, accounted for 15% , 14% and 14% of our net revenue in fiscal 2015 , 2014 and 2013, respectively. 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 composed 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 30 Leasehold Improvements Not to exceed 7 years or length of lease Vehicles 5 Computer hardware and software 3 Furniture, fixtures and equipment 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 $3.8 million , $2.5 million and $1.4 million have been capitalized as of the years ended September 30, 2015 , 2014 and 2013, respectively. There was $0.8 million , $ 1.0 million and $1.3 million , included in construction in progress as of September 30, 2015, 2014, and 2013 respectively. Because the Company believes that the project is not substantially complete and ready for its intended use, no amortization expense has been recorded for those costs included in construction in progress. 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. 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 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. As described above, 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 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 were available for issuance to the Company’s employees and members of the Board of Directors prior to the Company's IPO in 2014. For purposes of determining the compensation expense associated with these grants, management valued 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 used 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, was 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. As of September 30, 2015 these awards were fully vested with the exception of certain Class F Units and all Class H Units. The unrecognized compensation associated with these awards was $10.5 million at September 30, 2015. In fiscal 2014, Civitas adopted an equity-based compensation plan and began issuing 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 On October 1, 2014, the Company adopted Accounting Standards Update No. 2014-08, 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”). ASU 2014-08 changed the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results, and changed the criteria and enhanced disclosures for reporting discontinued operations. The pronouncement was effective prospectively and applied to the divestiture of our at-risk youth services in the states of Florida, Louisiana, Illinois, Indiana, North Carolina and Texas as further explained in Note 7 of the Consolidated Financial Statements. The adoption of ASU 2014-08 is expected to significantly limit the classification of future dispositions as discontinued operations. Prior to the adoption of ASU 2014-08, the Company analyzed its operations that have been divested or classified as held-for-sale to determine if they qualified for discontinued operations accounting. Operations that qualified as a component could be classified as a discontinued operations if the the cash flows of the component were eliminated from ongoing operations by the end of the assessment period and the Company did not have significant continuing involvement with the divested operations. Subsequent Events The Company considers events or transactions that have occurred after the balance sheet date of September 30, 2015 , 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 | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Technical Corrections and Improvements — In October 2012, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2012-04, Technical Corrections and Improvements (“ASU 2012-04”) . The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update were effective for the Company beginning in the first quarter of the fiscal year ended September 30, 2014. This guidance was applied prospectively and did not have a material impact on the Company’s consolidated financial statements. Income Taxes— In July 2013, the FASB issued Accounting Standards Update No. 2013-11, 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”). ASU 2013-11 requires an entity to present the reserve for uncertain tax positions when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This guidance requires the reserve for uncertain tax positions to be presented in the financial statements as a reduction to the deferred tax asset for a tax loss or other tax carryforward that would be applied in the settlement of the uncertain tax position. This guidance, which was effective for the Company beginning in the second quarter of the fiscal year ended September 30, 2014, was applied prospectively and did not have a material effect on our consolidated financial statements. Revenue from Contracts with Customers— In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09) , which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which delayed the effective date of the new standard for the Company from October 1, 2017 to October 1, 2018. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. The Company is evaluating the method of adoption and the potential impact that Topic 606 may have on our financial position, results of operations, cash flows, and liquidity. Imputation of Interest— In April 2015, the FASB issued ASU No. 2015-03 , Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which clarified that debt issuance costs related to line-of-credit arrangements can be presented in the balance sheet as an asset and amortized over the term of the line-of-credit arrangement. The pronouncement is to be applied retrospectively, and is effective for the Company on October 1, 2016. As of September 30, 2015 and September 30, 2014 , the Company had deferred financing costs of $7.5 million and $10.0 million , respectively, within Prepaid and other current assets and Other assets. Business Combinations— In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. The new standard requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined and sets forth new disclosure requirements related to the adjustments. The new standard will be effective for the Company on October 1, 2016. There adoption of this standard has not had an impact on the Company's financial position and results of operations, however; the adoption could have a significant impact on the accounting for future business combinations. |
Business Combinations
Business Combinations | 12 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Business Combinations | 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 2015 Acquisitions During the fiscal year ended September 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”). On October 31, 2014 , the Company acquired the assets of Capstone for $4.5 million . Capstone is located in Minnesota and provides residential and home-based supportive living services to individuals with developmental disabilities. The Company acquired $3.5 million of intangible assets which included $2.6 million of agency contracts with a weighted average useful life of 12 years , $0.8 million of licenses and permits with a weighted average useful life of 10 years , and $0.1 million for a non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $0.2 million . As a result of this acquisition, the Company recorded $0.8 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Lakeview Systems (“Lakeview”). On December 29, 2014 , the Company acquired certain assets of Lakeview’s New Hampshire programs for $8.0 million . Lakeview provides community-based residential services for individuals with brain injuries. The Company acquired $6.7 million of intangible assets which included $6.0 million of agency contracts with a weighted average useful life of 12 years , $0.7 million of licenses and permits with a weighted average useful life of 10 years , and $31 thousand for a non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $48 thousand . As a result of this acquisition, the Company recorded $1.3 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. Cassell & Associates LLC ("Cassell"). On January 13, 2015 , the Company acquired the assets of Cassell's Michigan programs for $24.3 million , including $6.1 million of contingent consideration. The terms of the acquisition agreement require the Company to pay an earn-out upon successfully meeting certain revenue and EBITDA targets through February 2017. There is no dollar cap on the earn-out. Cassell provides non-residential therapeutic vocational services to individuals recovering from brain injuries in the state of Michigan. The Company acquired $11.6 million of intangible assets which included $10.3 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of non-compete/non-solicit agreement with a useful life of 5 years , and $1.1 million of trade names with a useful life of 5 years . In addition, the Company acquired total tangible assets of $37 thousand . As a result of this acquisition, the Company recorded $12.6 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. Comprehensive Professional Services ("CPS"). On March 23, 2015 , the Company acquired the assets of CPS's Michigan programs for $1.3 million . CPS provides community-based, residential services for individuals with brain injuries. The Company acquired $0.9 million of intangible assets which included $0.7 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , $5 thousand for a non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $19 thousand . As a result of this acquisition, the Company recorded $0.4 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. Snug Harbor Home Health, Inc. ("Snug Harbor"). On April 1, 2015 , the Company acquired the assets of Snug Harbor for $1.0 million . Snug Harbor provides home and community-based services to individuals with intellectual and/or developmental disabilities. The Company acquired $0.9 million of agency contracts with a weighted average useful life of 12 years . In addition, the Company acquired total tangible assets of $28 thousand . As a result of this acquisition, the Company recorded $34 thousand of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Heritage Residential Services, Inc. ("Heritage"). On April 30, 2015 , the Company acquired the assets of Heritage for $2.2 million . Heritage provides residential and related services to individuals with intellectual and/or developmental disabilities. The Company acquired $1.3 million of intangible assets which included $1.1 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , and $22 thousand of trade names with a useful life of 1 year . As a result of this acquisition, the Company recorded $0.9 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Visions of N.E.W., LLC ("Visions of N.E.W."). On April 30, 2015 , the Company acquired the assets of Visions of N.E.W. for $3.0 million . Visions of N.E.W. provides residential, transportation, job coaching, supportive care and similar services to individuals with developmental disabilities. The Company acquired $2.2 million of intangible assets which included $1.8 million of agency contracts with a weighted average useful life of 12 years , and $0.4 million of licenses and permits with a weighted average useful life of 10 years . In addition, the Company acquired total tangible assets of $0.1 million . As a result of this acquisition, the Company recorded $0.7 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Other Acquisitions. During fiscal 2015, the Company acquired the assets of Kessel Group Home, Inc ("Kessel"), Individual Expressions, Inc ("Individual Expressions"), and Georgia Rehabilitation Institute, Inc at Harison Heights ("Harison Heights"). Kessel and Individual Expressions are in the business of providing group home and related services to individuals with developmental disabilities and are included in our Human Services segment. Harison Heights is engaged in the business of providing assisted living, supported living or transitional living services to individuals with brain injuries, neuromuscular disorders, spinal cord injuries and similar conditions and is included in our SRS segment. Total cash consideration for these companies was $0.6 million of which $0.4 million was recorded for identifiable intangible assets, $0.2 million was recorded for goodwill and $48 thousand was recorded for tangible assets. 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 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 The Company's consolidated statement of operations for the year ended September 30, 2015 included revenue totaling $25.2 million related to these businesses. The Company has not disclosed income from operations because it is immaterial. 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”). On November 29, 2013 , the Company acquired the assets of Show-Me Health Care for $1.2 million . Show-Me Health Care is located in Missouri and provides community-based supportive living services to individuals with developmental disabilities. As a result of this acquisition, the Company recorded $0.3 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.9 million of intangible assets which included $0.7 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , and $14 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Occazio, Inc. (“Occazio”) . On January 2, 2014 , the Company acquired the assets of Occazio for $5.5 million . Occazio is located in Indiana and provides residential, home care and home health care services to consumers with intellectual and/or developmental disabilities. As a result of this acquisition, the Company recorded $1.4 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $3.9 million of intangible assets which included $2.9 million of agency contracts with a weighted average useful life of 12 years , $0.7 million of licenses and permits with a weighted average useful life of 10 years , $0.2 million trade name with a useful life of 5 years , and $24 thousand of non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $0.2 million . Momentum Rehabilitation Services, Inc., D/B/A Ann Arbor Rehabilitation Centers (“Ann Arbor”) . On February 7, 2014 , the Company acquired the assets of Ann Arbor for $4.8 million . Ann Arbor is located in Michigan and provides comprehensive on and off-campus residential housing and personalized daily services to adults with traumatic brain injury. As a result of this acquisition, the Company recorded $1.0 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. The Company acquired $3.8 million of intangible assets which included $3.7 million of agency contracts with a weighted average useful life of 12 years , $0.1 million trade name with a useful life of 5 years , and $33 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Tender Loving Care Metro, LLC (“Tender Loving Care”). On April 7, 2014 , the Company acquired the assets of Tender Loving Care for $3.0 million . Tender Loving Care is located in Minnesota and provides residential and related services to adults with intellectual and/or developmental disabilities. As a result of this acquisition, the Company recorded $0.5 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $2.4 million of intangible assets which included $2.0 million of agency contracts with a weighted average useful life of 12 years , $0.3 million of licenses and permits with a weighted average useful life of 10 years , and $0.1 million of non-compete/non-solicit agreement with a useful life of 5 years . AmeriServe International of Arizona, Inc. (“AmeriServe”). On June 30, 2014 , the Company acquired the assets of AmeriServe for $0.4 million . AmeriServe is located in Arizona and provides group home services, day program services and related services to individuals with developmental disabilities. As a result of this acquisition, the Company recorded $0.1 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.3 million of intangible assets which included $0.2 million of agency contracts with a weighted average useful life of 12 years , $39 thousand of licenses and permits with a weighted average useful life of 10 years , and $12 thousand of non-compete/non-solicit agreement with a useful life of 5 years . G&D Alternative Living, Inc. (“G&D”) . On June 30, 2014 , the Company acquired the assets of G&D for $1.5 million . G&D is located in Ohio and provides group home services, day program services and related services to individuals with developmental disabilities. As a result of this acquisition, the Company recorded $0.3 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $1.1 million of intangible assets which included $0.9 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , and $6 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Life by Design, Inc. (“Life by Design”) . On July 23, 2014 , the Company acquired the assets of Life by Design for $2.1 million . Life by Design is located in Minnesota and provides supported living and related services to individuals with developmental disabilities. Based on the estimated fair values of the assets acquired at the date of acquisition, the Company recorded $0.4 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $1.7 million of intangible assets which included $1.3 million of agency contracts with a weighted average useful life of 12 years , $0.3 million of licenses and permits with a weighted average useful life of 10 years , and $33 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Mass Adult Day Health Alliance (“Adult Day Health”). On September 8, 2014 , the Company acquired Adult Day Health for consideration of $37.1 million , including $2.4 million of contingent consideration. The terms of the acquisition agreement require the Company to pay an earn-out upon successfully meeting certain revenue and EBITDA targets through 2016. There is a $3.3 million dollar cap on the earn-out. Adult Day Health is located in Massachusetts and operates eight adult day health facilities in the Boston area and provides outpatient, center-based services that provide health, therapeutic and social support to elders in a group environment. Based on the estimated fair values of the net assets acquired at the date of acquisition, the Company recorded $18.0 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $18.1 million of intangible assets which included $12.4 million of agency contracts with a weighted average useful life of 12 years , $0.7 million of licenses and permits with a weighted average useful life of 10 years , $3.4 million trade name with an indefinite useful life, and $1.6 million of non-compete/non-solicit agreements with a useful life of 5 years . In addition, the Company acquired total tangible assets of $1.4 million . Other Acquisitions. During fiscal 2014 , the Company acquired the assets of Rose View Group Home, LLC, Multi-Dimensional Services and Supports, Inc. and Residential CRF, Inc. All three of these acquisitions are in the business of providing group home and related services to individuals with developmental disabilities and are included in our Human Services segment. Total cash consideration for these companies was $0.4 million of which $0.1 million was recorded to goodwill and $0.3 million was recorded to intangible assets. 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 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 The Company's consolidated statement of operations for the years ended September 30, 2014 included revenue totaling approximately $19.7 million related to these businesses. The Company has not disclosed income from operations because it is immaterial. 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. On September 20, 2013 , the Company acquired the assets of Beyond Abilities for $4.4 million . Beyond Abilities is located in Wisconsin and provides residential and support services to individuals with cognitive disabilities and challenging behaviors. As a result of this acquisition, the Company recorded $1.3 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.1 million of tangible assets and $3.0 million of intangible assets, which included $1.5 million of agency contracts with a weighted average useful life of 12 years , $0.9 million of non-compete/non-solicit agreement with a useful life of 5 years , and $0.6 million of licenses and permits with a weighted average useful life of 10 years . Community Links. On August 30, 2013 , the Company acquired the assets of Community Links for $4.4 million . Community Links is located in Michigan and provides comprehensive supportive services to adults with traumatic brain injury. As a result of this acquisition, the Company recorded $1.3 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. The Company acquired $3.1 million of intangible assets which primarily included $3.0 million of agency contracts with a weighted average useful life of 12 years . The remaining purchase price was allocated to tangible assets. Carolina Autism. On November 1, 2012 , the Company acquired the assets of Carolina Autism for $0.5 million . Carolina Autism is located in South Carolina and provides group home services, behavioral services and related services primarily to individuals diagnosed with autism and pervasive development disorders. As a result of this acquisition, the Company recorded $14 thousand of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.4 million of intangible assets which included $0.2 million of licenses and permits with a weighted average useful life of 10 years , $0.1 million of non-complete/non-solicit agreement with a useful life of 5 years and $0.1 million of agency contracts with a weighted average useful life of 12 years . The remaining purchase price was allocated to tangible assets. The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable intangible assets Other Assets, current and long term Property and equipment Total identifiable net assets 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 The Company's consolidated statement of operations for the year ended September 30, 2013 included revenue totaling approximately $2.5 million related to these businesses. The Company has not disclosed income from operations because it is immaterial. Proforma Results of Operations The following table shows unaudited pro forma results of operations for fiscal 2015, 2014, and 2013 as if the acquisitions made during fiscal 2015 had occurred on October 1, 2013 and the acquisitions made during fiscal 2014 had occurred on October 1, 2012. (in thousands) Year Ended Year Ended Year Ended September 30, 2013 Net revenue $ 1,380,602 $ 1,324,122 $ 1,232,279 Income from operations 5,765 (8,422 ) 61,077 The pro forma information presented above 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. |
Proforma Results of Operations
Proforma Results of Operations | 12 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Proforma Results of Operations | 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 2015 Acquisitions During the fiscal year ended September 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”). On October 31, 2014 , the Company acquired the assets of Capstone for $4.5 million . Capstone is located in Minnesota and provides residential and home-based supportive living services to individuals with developmental disabilities. The Company acquired $3.5 million of intangible assets which included $2.6 million of agency contracts with a weighted average useful life of 12 years , $0.8 million of licenses and permits with a weighted average useful life of 10 years , and $0.1 million for a non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $0.2 million . As a result of this acquisition, the Company recorded $0.8 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Lakeview Systems (“Lakeview”). On December 29, 2014 , the Company acquired certain assets of Lakeview’s New Hampshire programs for $8.0 million . Lakeview provides community-based residential services for individuals with brain injuries. The Company acquired $6.7 million of intangible assets which included $6.0 million of agency contracts with a weighted average useful life of 12 years , $0.7 million of licenses and permits with a weighted average useful life of 10 years , and $31 thousand for a non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $48 thousand . As a result of this acquisition, the Company recorded $1.3 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. Cassell & Associates LLC ("Cassell"). On January 13, 2015 , the Company acquired the assets of Cassell's Michigan programs for $24.3 million , including $6.1 million of contingent consideration. The terms of the acquisition agreement require the Company to pay an earn-out upon successfully meeting certain revenue and EBITDA targets through February 2017. There is no dollar cap on the earn-out. Cassell provides non-residential therapeutic vocational services to individuals recovering from brain injuries in the state of Michigan. The Company acquired $11.6 million of intangible assets which included $10.3 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of non-compete/non-solicit agreement with a useful life of 5 years , and $1.1 million of trade names with a useful life of 5 years . In addition, the Company acquired total tangible assets of $37 thousand . As a result of this acquisition, the Company recorded $12.6 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. Comprehensive Professional Services ("CPS"). On March 23, 2015 , the Company acquired the assets of CPS's Michigan programs for $1.3 million . CPS provides community-based, residential services for individuals with brain injuries. The Company acquired $0.9 million of intangible assets which included $0.7 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , $5 thousand for a non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $19 thousand . As a result of this acquisition, the Company recorded $0.4 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. Snug Harbor Home Health, Inc. ("Snug Harbor"). On April 1, 2015 , the Company acquired the assets of Snug Harbor for $1.0 million . Snug Harbor provides home and community-based services to individuals with intellectual and/or developmental disabilities. The Company acquired $0.9 million of agency contracts with a weighted average useful life of 12 years . In addition, the Company acquired total tangible assets of $28 thousand . As a result of this acquisition, the Company recorded $34 thousand of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Heritage Residential Services, Inc. ("Heritage"). On April 30, 2015 , the Company acquired the assets of Heritage for $2.2 million . Heritage provides residential and related services to individuals with intellectual and/or developmental disabilities. The Company acquired $1.3 million of intangible assets which included $1.1 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , and $22 thousand of trade names with a useful life of 1 year . As a result of this acquisition, the Company recorded $0.9 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Visions of N.E.W., LLC ("Visions of N.E.W."). On April 30, 2015 , the Company acquired the assets of Visions of N.E.W. for $3.0 million . Visions of N.E.W. provides residential, transportation, job coaching, supportive care and similar services to individuals with developmental disabilities. The Company acquired $2.2 million of intangible assets which included $1.8 million of agency contracts with a weighted average useful life of 12 years , and $0.4 million of licenses and permits with a weighted average useful life of 10 years . In addition, the Company acquired total tangible assets of $0.1 million . As a result of this acquisition, the Company recorded $0.7 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. Other Acquisitions. During fiscal 2015, the Company acquired the assets of Kessel Group Home, Inc ("Kessel"), Individual Expressions, Inc ("Individual Expressions"), and Georgia Rehabilitation Institute, Inc at Harison Heights ("Harison Heights"). Kessel and Individual Expressions are in the business of providing group home and related services to individuals with developmental disabilities and are included in our Human Services segment. Harison Heights is engaged in the business of providing assisted living, supported living or transitional living services to individuals with brain injuries, neuromuscular disorders, spinal cord injuries and similar conditions and is included in our SRS segment. Total cash consideration for these companies was $0.6 million of which $0.4 million was recorded for identifiable intangible assets, $0.2 million was recorded for goodwill and $48 thousand was recorded for tangible assets. 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 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 The Company's consolidated statement of operations for the year ended September 30, 2015 included revenue totaling $25.2 million related to these businesses. The Company has not disclosed income from operations because it is immaterial. 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”). On November 29, 2013 , the Company acquired the assets of Show-Me Health Care for $1.2 million . Show-Me Health Care is located in Missouri and provides community-based supportive living services to individuals with developmental disabilities. As a result of this acquisition, the Company recorded $0.3 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.9 million of intangible assets which included $0.7 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , and $14 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Occazio, Inc. (“Occazio”) . On January 2, 2014 , the Company acquired the assets of Occazio for $5.5 million . Occazio is located in Indiana and provides residential, home care and home health care services to consumers with intellectual and/or developmental disabilities. As a result of this acquisition, the Company recorded $1.4 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $3.9 million of intangible assets which included $2.9 million of agency contracts with a weighted average useful life of 12 years , $0.7 million of licenses and permits with a weighted average useful life of 10 years , $0.2 million trade name with a useful life of 5 years , and $24 thousand of non-compete/non-solicit agreement with a useful life of 5 years . In addition, the Company acquired total tangible assets of $0.2 million . Momentum Rehabilitation Services, Inc., D/B/A Ann Arbor Rehabilitation Centers (“Ann Arbor”) . On February 7, 2014 , the Company acquired the assets of Ann Arbor for $4.8 million . Ann Arbor is located in Michigan and provides comprehensive on and off-campus residential housing and personalized daily services to adults with traumatic brain injury. As a result of this acquisition, the Company recorded $1.0 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. The Company acquired $3.8 million of intangible assets which included $3.7 million of agency contracts with a weighted average useful life of 12 years , $0.1 million trade name with a useful life of 5 years , and $33 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Tender Loving Care Metro, LLC (“Tender Loving Care”). On April 7, 2014 , the Company acquired the assets of Tender Loving Care for $3.0 million . Tender Loving Care is located in Minnesota and provides residential and related services to adults with intellectual and/or developmental disabilities. As a result of this acquisition, the Company recorded $0.5 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $2.4 million of intangible assets which included $2.0 million of agency contracts with a weighted average useful life of 12 years , $0.3 million of licenses and permits with a weighted average useful life of 10 years , and $0.1 million of non-compete/non-solicit agreement with a useful life of 5 years . AmeriServe International of Arizona, Inc. (“AmeriServe”). On June 30, 2014 , the Company acquired the assets of AmeriServe for $0.4 million . AmeriServe is located in Arizona and provides group home services, day program services and related services to individuals with developmental disabilities. As a result of this acquisition, the Company recorded $0.1 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.3 million of intangible assets which included $0.2 million of agency contracts with a weighted average useful life of 12 years , $39 thousand of licenses and permits with a weighted average useful life of 10 years , and $12 thousand of non-compete/non-solicit agreement with a useful life of 5 years . G&D Alternative Living, Inc. (“G&D”) . On June 30, 2014 , the Company acquired the assets of G&D for $1.5 million . G&D is located in Ohio and provides group home services, day program services and related services to individuals with developmental disabilities. As a result of this acquisition, the Company recorded $0.3 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $1.1 million of intangible assets which included $0.9 million of agency contracts with a weighted average useful life of 12 years , $0.2 million of licenses and permits with a weighted average useful life of 10 years , and $6 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Life by Design, Inc. (“Life by Design”) . On July 23, 2014 , the Company acquired the assets of Life by Design for $2.1 million . Life by Design is located in Minnesota and provides supported living and related services to individuals with developmental disabilities. Based on the estimated fair values of the assets acquired at the date of acquisition, the Company recorded $0.4 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $1.7 million of intangible assets which included $1.3 million of agency contracts with a weighted average useful life of 12 years , $0.3 million of licenses and permits with a weighted average useful life of 10 years , and $33 thousand of non-compete/non-solicit agreement with a useful life of 5 years . Mass Adult Day Health Alliance (“Adult Day Health”). On September 8, 2014 , the Company acquired Adult Day Health for consideration of $37.1 million , including $2.4 million of contingent consideration. The terms of the acquisition agreement require the Company to pay an earn-out upon successfully meeting certain revenue and EBITDA targets through 2016. There is a $3.3 million dollar cap on the earn-out. Adult Day Health is located in Massachusetts and operates eight adult day health facilities in the Boston area and provides outpatient, center-based services that provide health, therapeutic and social support to elders in a group environment. Based on the estimated fair values of the net assets acquired at the date of acquisition, the Company recorded $18.0 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $18.1 million of intangible assets which included $12.4 million of agency contracts with a weighted average useful life of 12 years , $0.7 million of licenses and permits with a weighted average useful life of 10 years , $3.4 million trade name with an indefinite useful life, and $1.6 million of non-compete/non-solicit agreements with a useful life of 5 years . In addition, the Company acquired total tangible assets of $1.4 million . Other Acquisitions. During fiscal 2014 , the Company acquired the assets of Rose View Group Home, LLC, Multi-Dimensional Services and Supports, Inc. and Residential CRF, Inc. All three of these acquisitions are in the business of providing group home and related services to individuals with developmental disabilities and are included in our Human Services segment. Total cash consideration for these companies was $0.4 million of which $0.1 million was recorded to goodwill and $0.3 million was recorded to intangible assets. 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 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 The Company's consolidated statement of operations for the years ended September 30, 2014 included revenue totaling approximately $19.7 million related to these businesses. The Company has not disclosed income from operations because it is immaterial. 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. On September 20, 2013 , the Company acquired the assets of Beyond Abilities for $4.4 million . Beyond Abilities is located in Wisconsin and provides residential and support services to individuals with cognitive disabilities and challenging behaviors. As a result of this acquisition, the Company recorded $1.3 million of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.1 million of tangible assets and $3.0 million of intangible assets, which included $1.5 million of agency contracts with a weighted average useful life of 12 years , $0.9 million of non-compete/non-solicit agreement with a useful life of 5 years , and $0.6 million of licenses and permits with a weighted average useful life of 10 years . Community Links. On August 30, 2013 , the Company acquired the assets of Community Links for $4.4 million . Community Links is located in Michigan and provides comprehensive supportive services to adults with traumatic brain injury. As a result of this acquisition, the Company recorded $1.3 million of goodwill in the Post-Acute Specialty Rehabilitation Services segment, which is expected to be deductible for tax purposes. The Company acquired $3.1 million of intangible assets which primarily included $3.0 million of agency contracts with a weighted average useful life of 12 years . The remaining purchase price was allocated to tangible assets. Carolina Autism. On November 1, 2012 , the Company acquired the assets of Carolina Autism for $0.5 million . Carolina Autism is located in South Carolina and provides group home services, behavioral services and related services primarily to individuals diagnosed with autism and pervasive development disorders. As a result of this acquisition, the Company recorded $14 thousand of goodwill in the Human Services segment, which is expected to be deductible for tax purposes. The Company acquired $0.4 million of intangible assets which included $0.2 million of licenses and permits with a weighted average useful life of 10 years , $0.1 million of non-complete/non-solicit agreement with a useful life of 5 years and $0.1 million of agency contracts with a weighted average useful life of 12 years . The remaining purchase price was allocated to tangible assets. The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable intangible assets Other Assets, current and long term Property and equipment Total identifiable net assets 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 The Company's consolidated statement of operations for the year ended September 30, 2013 included revenue totaling approximately $2.5 million related to these businesses. The Company has not disclosed income from operations because it is immaterial. Proforma Results of Operations The following table shows unaudited pro forma results of operations for fiscal 2015, 2014, and 2013 as if the acquisitions made during fiscal 2015 had occurred on October 1, 2013 and the acquisitions made during fiscal 2014 had occurred on October 1, 2012. (in thousands) Year Ended Year Ended Year Ended September 30, 2013 Net revenue $ 1,380,602 $ 1,324,122 $ 1,232,279 Income from operations 5,765 (8,422 ) 61,077 The pro forma information presented above 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. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 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 occurred 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. 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. 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, 2015 2014 2013 Net revenue $ 968 $ 13,425 $ 18,483 Income (loss) before income taxes (1,634 ) (2,259 ) (3,244 ) Disposition of Businesses During the second quarter of fiscal 2015 the Company decided to discontinue ARY services in the state of Illinois. These operations are included in the Human Services Segment. The comprehensive transition plan with the Department of Children and Family Services ("DCFS") and subsequent closure was successfully completed during the third quarter of fiscal 2015. In connection with this closure, the Company recorded an impairment charge of $2.2 million for intangible assets attributable to the business unit during the year ended September 30, 2015. The Company assessed the disposal under the guidance of ASU 2014-08, "Discontinued Operations and Disclosures of Disposals of Components of an Entity" and concluded that it did not meet the criteria for classification as discontinued operations and did not represent an individually significant component. On June 23, 2015, following a six -month 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. As a result of this decision, the Company recorded an impairment charge of $8.2 million for intangible assets attributable to the business units during fiscal 2015 which is within depreciation and amortization for the year ended September 30, 2015 . On December 1, 2015, the Company completed the sale of our ARY operations in the state of North Carolina. As consideration, the buyer assumed our lease and service delivery obligations in exchange for the assets of the business, excluding working capital items, and a cash payment of $1.3 million to the buyer. Upon the completion of the sale, the Company recorded a loss of $1.3 million . In the other four states, the Company is working with its public partners to transition each child or adolescent into other provider programs by the end of the first quarter of fiscal 2016. In connection with these closures, the Company estimates that it will incur one-time cash charges of approximately $2.4 million , consisting of severance costs of $0.3 million and lease termination costs of $2.1 million . 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 $13.9 million , $11.3 million and $5.5 million for the years ended September 30, 2015 , September 30, 2014 and September 30, 2013, respectively. The pretax loss included an intangible asset impairment charge of $8.2 million that was recorded in the third quarter of fiscal 2015. |
Disposition of Businesses
Disposition of Businesses | 12 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition of Businesses | 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 occurred 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. 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. 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, 2015 2014 2013 Net revenue $ 968 $ 13,425 $ 18,483 Income (loss) before income taxes (1,634 ) (2,259 ) (3,244 ) Disposition of Businesses During the second quarter of fiscal 2015 the Company decided to discontinue ARY services in the state of Illinois. These operations are included in the Human Services Segment. The comprehensive transition plan with the Department of Children and Family Services ("DCFS") and subsequent closure was successfully completed during the third quarter of fiscal 2015. In connection with this closure, the Company recorded an impairment charge of $2.2 million for intangible assets attributable to the business unit during the year ended September 30, 2015. The Company assessed the disposal under the guidance of ASU 2014-08, "Discontinued Operations and Disclosures of Disposals of Components of an Entity" and concluded that it did not meet the criteria for classification as discontinued operations and did not represent an individually significant component. On June 23, 2015, following a six -month 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. As a result of this decision, the Company recorded an impairment charge of $8.2 million for intangible assets attributable to the business units during fiscal 2015 which is within depreciation and amortization for the year ended September 30, 2015 . On December 1, 2015, the Company completed the sale of our ARY operations in the state of North Carolina. As consideration, the buyer assumed our lease and service delivery obligations in exchange for the assets of the business, excluding working capital items, and a cash payment of $1.3 million to the buyer. Upon the completion of the sale, the Company recorded a loss of $1.3 million . In the other four states, the Company is working with its public partners to transition each child or adolescent into other provider programs by the end of the first quarter of fiscal 2016. In connection with these closures, the Company estimates that it will incur one-time cash charges of approximately $2.4 million , consisting of severance costs of $0.3 million and lease termination costs of $2.1 million . 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 $13.9 million , $11.3 million and $5.5 million for the years ended September 30, 2015 , September 30, 2014 and September 30, 2013, respectively. The pretax loss included an intangible asset impairment charge of $8.2 million that was recorded in the third quarter of fiscal 2015. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The changes in goodwill for the fiscal years ended September 30, 2015 and 2014 are as follows (in thousands): Human Services Post-Acute Specialty Rehabilitation Services Total 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 Goodwill acquired through acquisitions 2,628 14,260 16,888 Balance as of September 30, 2015 $ 193,286 $ 81,234 $ 274,520 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, 2015, 2014 and 2013 and concluded based on the first step of the process that there was no goodwill impairment. 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, 2015 (in thousands): Description Weighted Average Remaining Life Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 468,549 $ 225,383 $ 243,166 Non-compete/non-solicit 2 years 6,097 3,477 $ 2,620 Relationship with contracted caregivers 1 year 7,521 6,915 $ 606 Trade names 2 years 4,883 3,343 $ 1,540 Trade names (indefinite life) — 45,800 — $ 45,800 Licenses and permits 2 years 48,395 36,314 $ 12,081 Intellectual property 1 year 452 409 $ 43 $ 581,697 $ 275,841 $ 305,856 Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Average Remaining Life 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 (1) 4 years 4,067 2,907 1,160 Trade names (indefinite life) (1) — 45,800 — 45,800 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 (1) Amounts for Trade names and Trade names (indefinite life) as of September 30, 2014 have been revised to reflect a reclassification of $3.4 million of Trade names to Trade names (indefinite life). For fiscal years ended 2015 , 2014 and 2013 , the amortization expense for continuing operations was $38.7 million , $37.7 million and $38.2 million , respectively. Amortization expense for discontinued operations was zero , $0.2 million and $0.4 million for fiscal years ended 2015 , 2014 and 2013 , 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, 2015, 2014 and 2013 and concluded that there is no impairment to its indefinite lived trade names. Long Lived Impairment Testing During the fiscal year ended September 30, 2015 , the Company decided to discontinue ARY services in the states of Illinois, Florida, Louisiana, Indiana, North Carolina and Texas. These operations are included in the Human Services Segment. As a result, the Company recorded impairment charges of $0.4 million for relationships with contracted caregivers, $9.8 million for agency contracts, and $0.2 million of other intangibles. The total impairment charge of $10.4 million is included in depreciation and amortization expense for fiscal year ended September 30, 2015 . See Note 7 for further information about the completed and planned divestitures in these states. 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 million 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 for the fiscal year ended September 30, 2014 . 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 for the fiscal year ended September 30, 2014 . 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) 2016 $ 36,420 2017 32,741 2018 31,881 2019 31,598 2020 30,801 Thereafter 96,615 $ 260,056 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following as of September 30 (in thousands): 2015 2014 Buildings and land $ 125,103 $ 123,899 Vehicles 57,495 50,454 Computer hardware and software 31,165 32,276 Leasehold improvements 65,757 53,198 Furniture and fixtures 16,687 14,749 Office and telecommunication equipment 6,133 6,772 Software for internal use 3,033 1,488 Construction in progress 4,590 1,005 309,963 283,841 Less accumulated depreciation (141,736 ) (124,355 ) Property and equipment, net $ 168,227 $ 159,486 For fiscal years ended 2015 , 2014 and 2013 , depreciation expense for continuing operations was $32.8 million , $28.4 million and $25.4 million , respectively, and depreciation expense for discontinued operations was $132 thousand , $293 thousand and $370 thousand , respectively. |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts | 12 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Certain Balance Sheet Accounts | 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): 2015 2014 Prepaid business expense $ 2,300 $ 2,514 Prepaid insurance 1,208 1,185 Anticipated insurance recoveries 7,245 6,637 Other 3,296 5,871 Prepaid expenses and other current assets $ 14,049 $ 16,207 Other Accrued Liabilities Other accrued liabilities consist of the following as of September 30 (in thousands): 2015 2014 Accrued insurance $ 16,994 $ 15,464 Overpayments 1,039 6,746 Due to third party payors 10,093 3,727 Accrued professional services 3,977 2,481 Accrued interest 86 3,465 Other 14,239 17,437 Other accrued liabilities $ 46,428 $ 49,320 Other Long-Term Liabilities Other long-term liabilities consist of the following as of September 30 (in thousands): 2015 2014 Accrued self-insurance reserves $ 55,612 $ 54,037 Other 23,558 15,277 Other long-term liabilities $ 79,170 $ 69,314 |
Long-term Debt
Long-term Debt | 12 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt The Company’s long-term debt consists of the following as of September 30 (in thousands): 2015 2014 Term loan principal; principal and interest due in quarterly installments through January 31, 2021 $ 645,585 $ 597,000 Original issue discount on term loan, net of accumulated amortization (1,457 ) (1,235 ) 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 Original issue discount and initial purchase discount on senior notes, net of accumulated amortization — (4,570 ) 644,128 803,195 Less current portion 6,554 168,000 Long-term debt $ 637,574 $ 635,195 As of September 30, 2015 and 2014 , the Company did not have any borrowings under the senior revolver. Senior Secured Credit Facilities The Company's and NMHH's senior credit agreement (the “senior credit agreement”), as amended, governs a $655.0 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 $120.0 million senior secured revolving credit facility (the “senior revolver”). The term loan facility has a seven years maturity and the senior revolver has a five years maturity from the effective date, or January 31, 2014. 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 NMHH 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 NMHH, as parent guarantor, NMHI, certain of the 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 the 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 NMHH 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, 2015 , NMHI had no borrowings under the senior revolver and $48.4 million of letters of credit issued under the institutional letter of credit facility. NMHI also issued $0.9 million of standby letters of credit under the senior revolver at September 30, 2015 . 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. NMHI used $55.0 million of the incremental borrowings capacity in February 2015. 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 plus 100 basis points, plus 2.25% (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 3.25% . 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 the 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 the 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 not required to make an additional mandatory prepayment for the year ended September 30, 2015. 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 During fiscal 2014 and 2015, NMHI redeemed $38.0 million and $212.0 million of senior notes, respectively. The redemption price of the senior notes was 106.25% of the principal amount redeemed. As a result of the redemptions, NMHI incurred expense of $3.6 million and $17.1 million during fiscal 2014 and 2015, respectively, related to deferred financing fees, debt issuance costs and associated call premiums. The expense is reflected in extinguishment of debt in the statement of operations. Covenants The senior credit agreement contains negative financial and non-financial covenants, including, among other things, limitations on the Company’s ability 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, NMHI’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, 2015 as NMHI’s usage of the senior revolver did not exceed the threshold for the quarter ended September 30, 2015 . 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 . 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. 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. NMHI 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, NMHI 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 NMHI 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 liability in an orderly transaction between market participants, was $2.9 million or $1.7 million after taxes, at September 30, 2015 . The fair value was recorded in Other accrued liabilities and was determined based on pricing models and independent formulas using current assumptions. 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 year ended September 30, 2015 , nor was any amount excluded from ineffectiveness testing for the period. Annual maturities Annual maturities of the Company’s debt for the fiscal year ended September 30 are as follows: (In thousands) 2016 $ 6,554 2017 6,554 2018 6,554 2019 6,554 2020 6,554 Thereafter 612,815 Total $ 645,585 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. |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholder’s 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. Preferred Stock The Company has authorized 50,000,000 shares of $0.01 par value preferred stock. No shares of preferred stock are outstanding. Dividends to National Mentor Holdings, LLC During fiscal 2015 , 2014 and 2013 , the Company paid dividends to NMH Investment of zero , $110 thousand and $39 thousand , respectively, to fund the repurchases of equity units from employees upon or after their departures from the Company. |
Employee Savings and Retirement
Employee Savings and Retirement Plans | 12 Months Ended |
Sep. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Savings and Retirement Plans | 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 $7.4 million , $5.5 million and $4.0 million , for fiscal years 2015 , 2014 and 2013 , 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 $0.6 million , $0.5 million and $0.4 million for fiscal 2015 , 2014 and 2013 , respectively. The unfunded accrued liability was $3.3 million and $2.8 million as of September 30, 2015 and 2014 , 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 $1.4 million , $0.9 million and $0.9 million for fiscal 2015 , 2014 and 2013 respectively. The accrued liability related to this plan was $8.4 million and $7.5 million as of September 30, 2015 and 2014 , 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 $6.8 million and $6.2 million as of September 30, 2015 and 2014 , respectively, and was included in other assets on the Company’s consolidated balance sheets. Retirement Agreement The Company entered into a retirement agreement with Mr. Murphy, the Company's Executive Chair, (the “Retirement Agreement”) on August 19, 2015. Pursuant to the Retirement Agreement, the Company expects to pay him the following amounts in connection with his retirement: (i) $800,000 over a period of two years , representing a continuation of his salary, (ii) $48,000 over a period of two years (representing a payment of $2,000 per month for 24 months in lieu of continuing health and welfare benefits) and (iii) $800,000 over the next two years , representing his target annual bonus of 100% of base salary under the incentive compensation plan for two years after his retirement. The accrued liability related to these retirement benefits was $1.7 million as of September 30, 2015. The expense related to the deferred compensation plans and retirement agreement for the fiscal years ended September 30, 2015, 2014 and 2013 was $2.2 million , $1.2 million and $1.5 million , respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 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 Company's IPO. As a result, there were no management fees and expenses recorded during the year ended September 30, 2015. In connection with the IPO, the Company paid a one-time transaction advisory fee of $8.0 million which was expensed and paid in fiscal 2014. During the year ended September 30, 2014 and 2013 , the Company recorded $9.5 million , including the one-time transaction advisory fee of $8.0 million , and $1.4 million of management fees and expenses, respectively. The accrued liability related to the management agreement was zero and $0.6 million at September 30, 2015 and September 30, 2014 , 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, California and Wisconsin. These leases have various expiration dates extending out as far as December 2020. Related party lease expense was $0.8 million , $1.1 million and $1.6 million for the fiscal years ended September 30, 2015 , 2014 and 2013 , respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 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, 2015 . (in thousands) Total Quoted Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Liabilities Interest Rate Swap Agreements $ (2,861 ) $ — $ (2,861 ) $ — Contingent consideration $ (9,075 ) $ — $ — $ (9,075 ) 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 Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Money Market Funds $ 130,000 $ 130,000 $ — $ — Liabilities Contingent consideration $ (2,400 ) $ — $ — $ (2,400 ) Money Market Funds. The Company’s money market funds are classified within Level 1 of the fair value hierarchy because they are valued using quoted prices in active markets for identical instruments. Interest rate-swap agreements. The Company’s interest rate swap agreements are classified within level 2 of the fair value hierarchy. The fair value of the swap agreements was recorded in current liabilities (under other accrued liabilities) in the Company’s consolidated balance sheets. The fair value of these agreements was determined based on pricing models and independent formulas using current assumptions that included swap terms, interest rates and forward LIBOR curves and the Company’s credit risk. Contingent Consideration. In connection with the acquisition of Mass Adult Day Health (“Adult Day Health”) and Cassell & Associates LLC ("Cassell"), the Company recorded contingent consideration pertaining to the amounts potentially payable to the former owners of Adult Day Health and Cassell. Such contingent consideration is measured at fair value and is based on significant inputs not observable in the market, which represent Level 3 inputs within the fair value hierarchy. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant. The Company assesses these estimates on an ongoing basis as additional data impacting the assumptions is obtained. Changes in the fair value of contingent consideration related to updated assumptions and estimates are recognized within the consolidated statements of operations. 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 2015 and 2014 . (in thousands) Level 3 Inputs Liabilities Balance at September 30, 2013 $ — Acquisition date fair value of contingent consideration obligations recorded 2,400 Balance at September 30, 2014 2,400 Acquisition date fair value of contingent consideration obligations recorded 6,100 Present value accretion $ 575 Balance at September 30, 2015 $ 9,075 Items Measured at Fair Value on a Nonrecurring Basis. The Company’s intangible assets are measured at fair value on a nonrecurring basis using Level 3 inputs. During the year ended September 30, 2015 , certain intangible assets associated with the at-risk youth business with a carrying value of $10.4 million were written off because the Company determined the assets had no net realizable value. See Note 7 for further information about the decision to discontinue at-risk youth services in Florida, Louisiana, Indiana, North Carolina and Texas. The asset impairment charge of $10.4 million was recorded in amortization in the accompanying consolidated statement of operations. These adjustments were determined by comparing the fair value based on projected future discounted cash flows to be provided from the intangible assets to the assets' carrying value. There were no other items measured at fair value on a nonrecurring basis during the year ended September 30, 2015 . During the year ended September 30, 2014 , certain long-lived intangible assets associated with our human services business with a carrying value of $2.9 million were written off because the Company determined the assets had no net realizable value. The asset impairment charge of $2.9 million was recorded in amortization expense in the accompanying consolidated statement of operations. These adjustments were determined by comparing the projected future discounted cash flows to be provided from the long-lived assets to the asset’s carrying value. |
Leases
Leases | 12 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
Leases | 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 2015 , 2014 and 2013 was $65.1 million , $57.7 million and $53.8 million , respectively. On September 23, 2015, the Company entered into an amendment to its lease agreement for its corporate office. The lease agreement, as amended, expires on July 31, 2024 and the Company has the option to extend the lease term for a period of 5 years . As of September 30, 2015. the Company had total expected minimum lease commitments of approximately $18.0 million over the lease term. Total rent expense related to this lease was $1.7 million , $1.5 million and $1.5 million for fiscal years 2015 , 2014 and 2013 , respectively. Future minimum lease payments for non-cancellable operating leases for the fiscal years ending September 30 are as follows (in thousands): 2016 $ 58,872 2017 50,925 2018 41,502 2019 32,298 2020 22,022 Thereafter 64,001 $ 269,620 Capital leases The Company leases certain facilities and office equipment 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 $2.8 million and $2.2 million are included in property and equipment, net for fiscal 2015 and 2014 , respectively. Amortization expense for fiscal years 2015 , 2014 and 2013 was $0.6 million , $0.6 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): 2016 $ 1,124 2017 1,124 2018 1,124 2019 1,124 2020 1,124 Thereafter 3,756 Total minimum lease payments 9,376 Less: Interest payments (3,319 ) $ 6,057 Interest expense on capital leases during fiscal years 2015 , 2014 and 2013 was $0.7 million , $0.7 million , and $0.8 million , respectively. |
Accruals for Self-Insurance and
Accruals for Self-Insurance and Other Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Accruals for Self-Insurance and Other Commitments and Contingencies | 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 | 12 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Other Commitments and Contingencies | 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. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision (benefit) for income taxes consists of the following as of September 30 (in thousands): 2015 2014 2013 Current: Federal $ — $ — $ — State 2,333 1,385 1,009 Total current taxes payable 2,333 1,385 1,009 Deferred: Federal 1,735 (10,338 ) (8,452 ) State (1,379 ) (2,510 ) (2,499 ) Net deferred tax provision (benefit) 356 (12,848 ) (10,951 ) Income tax provision (benefit) $ 2,689 $ (11,463 ) $ (9,942 ) The Company paid income taxes, net of any refunds, during fiscal 2015 , 2014 and 2013 of $1.9 million , $0.6 million , and $1.7 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 consist of the following as of September 30 (in thousands): 2015 2014 Gross deferred tax assets: Deferred compensation $ 1,875 $ 1,229 Interest rate swap agreements 1,157 — Accrued workers’ compensation 12,335 12,528 Net operating loss carryforwards 15,145 30,597 Allowance for bad debts 3,828 4,078 Tax credits 4,933 4,733 Depreciation 3,067 681 Other 5,321 2,933 47,661 56,779 Valuation allowance (9,229 ) (10,033 ) Deferred tax assets 38,432 46,746 Deferred tax liabilities: Amortization of goodwill and intangible assets (74,477 ) (81,999 ) Other accrued liabilities (2,530 ) (4,123 ) Net deferred tax liabilities $ (38,575 ) $ (39,376 ) 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, 2015 and 2014 of $9.2 million and $10.0 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 $15.0 million of net operating loss carryforwards as of September 30, 2015 , which expire in 2035 . For state purposes, the Company had $199.3 million of net operating loss carryforwards for fiscal 2015 , which expire from 2016 through 2035. The following is reconciliation between the statutory and effective income tax rates at September 30 (in thousands): 2015 2014 2013 Federal income tax at statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal tax benefit 3.6 % 2.0 % 3.6 % Nondeductible compensation 0.8 % (0.8 )% (0.3 )% Other nondeductible expenses 9.1 % (1.1 )% (0.2 )% Credits (3.0 )% 0.0 % 0.0 % Other (5.7 )% (0.3 )% (0.2 )% Effective tax rate 39.8 % 34.8 % 37.9 % 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, 2015 , 2014 and 2013 . 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, 2015 , 2014 and 2013 . The Company files a federal consolidated return 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, 2012. 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 | 12 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | 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 operating segments based upon geography and clients served. These segments have been aggregated based on the criteria set forth in ASC Topic 280, Segment Reporting. Through the SRS Segment, the Company delivers services to individuals who have suffered acquired brain injury, spinal injuries and other catastrophic injuries and illnesses. The operations of the SRS Segment have been organized by management into two operating segments, NeuroRestorative and CareMeridian, based upon service type. The NeuroRestorative operating group provides behavioral therapies to brain injured clients in post-acute community settings and the CareMeridian operating group provides a higher level of medical support to traumatically injured clients. These two operating segments have been aggregated based on the criteria set forth in ASC Topic 280, Segment Reporting. Each operating segment is aligned with the Company’s reporting structure and has a segment manager that is directly accountable for its operations and regularly reports results to the chief operating decision maker, which is the Company's Chief Executive Officer, for the purpose of evaluating these results and making decisions regarding resource allocations. The Company evaluates performance based on EBITDA. EBITDA for each segment is defined as income from continuing operations before depreciation and amortization, intangible impairments, interest income (expense), and income taxes directly attributable to the segment. Activities classified as “Corporate” in the table below relate primarily to unallocated home office expenses, management fees, and debt extinguishment costs. The following table is a financial summary by reportable segments for the periods indicated (in thousands): For the Year Ended September 30, Human Services Post-Acute Specialty Rehabilitation Services Corporate Consolidated 2015 Net revenue $ 1,103,026 $ 263,920 $ — $ 1,366,946 EBITDA 165,741 49,099 (87,964 ) 126,876 Total assets 611,546 254,529 197,109 1,063,184 Depreciation and amortization 56,617 23,033 2,522 82,172 Purchases of property and equipment 22,972 16,551 3,270 42,793 2014 Net revenue $ 1,025,672 $ 230,166 $ — $ 1,255,838 EBITDA(1) 143,492 36,738 (76,472 ) 103,758 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 2013 Net revenue $ 974,088 $ 208,421 $ — $ 1,182,509 EBITDA (1) 135,715 33,241 (53,697 ) 115,259 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 (1) The performance measures previously reported for fiscal 2014 and fiscal 2013 have been revised from Income (loss) from continuing operations before income taxes to EBITDA. A reconciliation of EBITDA to income from continuing operations on a consolidated basis is as follows: Year Ended September 30 2015 2014 2013 EBITDA $ 126,876 $ 103,758 $ 115,259 Less: Depreciation and amortization 82,172 67,488 63,573 Interest expense, net 37,943 69,166 77,940 Income (loss) from continuing operations before income taxes $ 6,761 $ (32,896 ) $ (26,254 ) For fiscal 2015, Interest expense, net includes the accretion of $0.6 million of interest expense associated with acquisition related contingent consideration liabilities and $0.1 million of interest income included in Other income (expense) in the Statement of Operations. For fiscal 2014 and 2013 Interest expense, net includes $0.2 million and $0.1 million of interest income, respectively, included in Other income (expense) in the Statement of Operations. 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 15% of the Company’s revenue for the fiscal year ended September 30, 2015 and 14% of revenue for the fiscal years ended September 30, 2014 and 2013. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per common share is computed by dividing net income (loss) by the basic weighted average number of common shares outstanding during the period. Diluted net income (loss) 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”): Year Ended September 30, 2015 2014 2013 Numerator Net income (loss) $ 3,072 $ (22,815 ) $ (18,296 ) Denominator Weighted average shares outstanding, basic 36,959,997 25,538,493 25,250,000 Weighted average common equivalent shares 128,635 — — Weighted average shares outstanding, diluted 37,088,632 25,538,493 25,250,000 Net income (loss) per share, basic and diluted $ 0.08 $ (0.89 ) $ (0.72 ) Equity instruments excluded from diluted net income (loss) per share calculation as the effect would have been anti-dilutive: Stock options 1,758 559,327 — Restricted stock units 5,664 550,481 — 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 year ended September 30, 2013, there were no common share equivalents outstanding. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Summary of Stock-Based Compensation Plans 2006 Unit Plan NMH Investment maintained the Amended and Restated 2006 Unit Plan (the “Unit Plan”). Under the plan NMH Investment 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. 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. On October 1, 2015, in connection with an underwritten secondary offering, NMH Investment distributed shares of our common stock it held to its existing unit holders based on the respective membership interests. 2014 Plan Civitas maintains a 2014 Omnibus Incentive Plan (“2014 Plan”). 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. Employee NSOs issued under the 2014 Plan vest annually over three years and expire after 10 years and RSUs vest annually over 3 years , in each case the awards are subject to a requisite service period equal to the vesting term. Director RSUs are subject to cliff vesting on the first anniversary of the grant date. NSOs and RSUs granted under the 2014 Plan immediately vest upon certain events, as described in the 2014 Plan. As of September 30, 2015 , approximately 2.2 million shares were available for future grant of awards under the 2014 Plan. Units of NMH Investment LLC Interests As of the year ended September 30, 2011, all outstanding Class B Common Units, Class C Common Units, Class D Common Units, Class E Common Units were fully vested. Class F Common Units generally vest annually over three years . The Class G Common Units vested upon the 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 and resulted in the Company recognizing $0.6 million of stock-based compensation expense for these units in fiscal 2014. On October 1, 2015, in connection with a secondary offering, NMH Investment distributed all of the 25,250,000 shares of our common stock it held to its existing members in accordance with their respective membership interests and pursuant to the terms of the NMH Investment's Limited Liability Company Agreement and the management unitholders agreements (the “Distribution”). The Distribution triggered the vesting condition for the Class H Common Units and the acceleration of unvested Class F Common Units. The unrecognized compensation expense of $10.5 million for these awards will be recorded during the first quarter of fiscal 2016. 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. There were no issuances under the unit plan during fiscal year 2015 . The fair value of the units issued during fiscal years 2014 and 2013 was calculated using the following assumptions: 2014 2013 Risk-free interest rate 0.13 % 0.21-0.27% Expected term 1 year 1.7-2.4 years Expected volatility 30.00 % 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 management estimates that units will be realized. Management 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 summary of activity under the plan is presented below: Units Outstanding Weighted Average Grant- Date Fair Value Nonvested balance at September 30, 2014 1,424,296 $ 0.29 Granted — — Forfeited — — Vested 177,165 0.18 Nonvested balance at September 30, 2015 1,247,131 $ 0.18 As of September 30, 2015 , there was $0.1 million and $10.4 million of unrecognized compensation expense related to the Class F and Class H Common Units, respectively. On October 1, 2015, the $10.5 million of compensation expense was recognized as a result of the Distribution. Stock Options For the years ended September 30, 2015 and September 30, 2014, Civitas issued 12,168 and 559,327 NSOs, respectively, which 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: 2015 2014 Risk-free interest rate 1.69% - 1.74% 1.88 % Expected term 6 years 6 years Expected volatility 38.80% - 40.40% 45.00 % Expected dividend yield — % — % Risk-free interest rate - The risk-free interest rate is equal to the U.S. federal Treasury bond rate consistent with the expected term assumption. Expected term - Expected term represents the period that Civitas’ option grants are expected to be outstanding. As Civitas had been operating as a private company, there is not sufficient historical data to calculate the expected term of the options. Therefore, management elected to utilize the “simplified method” to determine the expected term assumption. Under this approach, the weighted average expected life is presumed to be the average of the vesting term and the contractual term of the option. Expected volatility - Management 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 our own common stock. Expected dividend yield - The expected dividend yield is zero as dividends are not expected to be paid in the foreseeable future. The table below summarizes our stock option activity during fiscal year 2015 : Number of Shares Weighted- Average Exercise Price per Share Weighted- Average Remaining Life (Years) Aggregate Intrinsic Value Outstanding at September 30, 2014 559,327 $ 17.00 Granted 12,168 15.98 Forfeited 3,595 17.00 Exercised — — Expired — — Outstanding at September 30, 2015 567,900 $ 16.98 9.0 $ 3,373 Vested or expected to vest as of September 30, 2015 532,431 $ 16.99 9.0 $ 3,157 Exercisable at September 30, 2015 186,511 $ 17.00 9.0 $ 1,104 The fair value of the stock options on the date of grant, less an estimated forfeiture rate, 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 will record additional expense if the actual forfeitures are lower than the 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. As of September 30, 2015 , there was $2.8 million of unrecognized compensation cost related to unvested stock options. This cost is expected to be recognized over a weighted-average period of 2.0 years . Restricted Stock Unit Awards For the years ended September 30, 2015 and 2014, Civitas issued 39,393 and 550,481 restricted stock unit awards, respectively, 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 unit awards is as follows: Number of Restricted Stock Units Weighted Average Grant-Date Fair Value Non-vested units at September 30, 2014 550,481 $ 17.00 Granted 39,393 18.00 Forfeited 1,622 17.00 Vested 202,317 17.00 Non-vested units at September 30, 2015 385,935 $ 17.10 The fair value of the restricted stock unit awards on the date of grant, less an estimated forfeiture rate 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 will record additional expense if the actual forfeitures are lower than the 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. As of September 30, 2015 , there was $ 6.3 million of unrecognized compensation expense related to unvested restricted stock unit awards. This cost is expected to be recognized over a weighted-average period of 1.9 years . The Company recorded $5.2 million , $0.9 million and $0.3 million of stock-based compensation expense for fiscal years 2015 , 2014 and 2013 , respectively. Stock-based compensation expense is included in general and administrative expense in the consolidated statements of operations. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Sep. 30, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Valuation and Qualifying Accounts The following table summarizes information about the allowances for doubtful accounts and sales allowances for the years ended September 30, 2015 , 2014 and 2013 (in thousands): Balance at Beginning of Period Provision Write-Offs Balance at end of Period Fiscal year ended September 30, 2015 $ 11,491 $ 17,055 $ (17,339 ) $ 11,207 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 The Company also had $6.7 million and $6.7 million of accounts receivable collateralized by liens, net of allowances for those liens of $1.6 million and $1.7 million , recorded as part of other assets within the accompanying consolidated balance sheets as of September 30, 2015 and September 30, 2014, respectively. |
Quarterly Financial Data (unaud
Quarterly Financial Data (unaudited) | 12 Months Ended |
Sep. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (unaudited) | Quarterly Financial Data (unaudited) The following table presents consolidated statement of operations data for each of the eight quarters in the period which began December 31, 2013 and ended September 30, 2015 . 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 (in thousands, except share and per share amounts) September 30, June 30, March 31, December 31, September 30, June 30, March 31, December 31, Net revenue $ 351,182 $ 345,994 $ 335,180 $ 334,590 $ 327,291 $ 318,189 $ 306,366 $ 303,992 Income (loss) from continuing operations, net of tax 4,298 1,391 1,768 (3,385 ) (4,491 ) (24 ) (12,236 ) (4,683 ) Income (loss) from discontinued operations, net of tax (34 ) (841 ) (70 ) (55 ) (1,449 ) 29 46 (7 ) Net income (loss) $ 4,264 $ 550 $ 1,698 $ (3,440 ) $ (5,940 ) $ 5 $ (12,190 ) $ (4,690 ) Loss per common share, basic Income (loss) from continuing operations $ 0.12 $ 0.04 $ 0.05 $ (0.09 ) $ (0.17 ) $ — $ (0.48 ) $ (0.19 ) Income (loss) from discontinued operations — (0.03 ) — — (0.05 ) — — — Net income (loss) $ 0.12 $ 0.01 $ 0.05 $ (0.09 ) $ (0.23 ) $ — $ (0.48 ) $ (0.19 ) Loss per common share, diluted Income (loss) from continuing operations $ 0.11 $ 0.04 $ 0.05 $ (0.09 ) $ (0.17 ) $ — $ (0.48 ) $ (0.19 ) Income (loss) from discontinued operations — (0.03 ) — — (0.05 ) — — — Net income (loss) $ 0.11 $ 0.01 $ 0.05 $ (0.09 ) $ (0.23 ) $ — $ (0.48 ) $ (0.19 ) Weighted average number of common shares outstanding, basic 36,990 36,950 36,950 36,950 26,395 25,250 25,250 25,250 Weighted average number of common shares outstanding, diluted 37,212 37,123 37,066 36,950 26,395 25,250 25,250 25,250 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 1, 2015, in connection with an underwritten secondary offering, NMH Investment distributed all of the 25,250,000 shares of the Company's common stock it held to its existing members in accordance with their respective membership interests and pursuant to the terms of NMH Investment's Limited Liability Company Agreement and the management unitholders agreements. The Distribution triggered the vesting condition of the Class H Common Units and the acceleration of unvested Class F Common Units. The unrecognized compensation of $10.5 million associated with these units will be recorded during the first quarter of fiscal 2016. The Distribution had no impact on the number of shares outstanding. The secondary offering was completed on October 7, 2015. In the secondary offering, 2,300,000 shares of common stock were sold by the selling stockholders to the public at a price of $20.37 per share, net of underwriting discounts and commissions. The Company did not receive any proceeds from the sale of any shares by the selling stockholders. The secondary offering had no impact on the number of share outstanding. On November 30, 2015, the Company acquired a company complementary to its Human Services business for aggregate consideration of $3.4 million . |
Schedule I - Condensed Parent C
Schedule I - Condensed Parent Company Financial Information | 12 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Schedule I - Condensed Parent Company Financial Information | Financial Statement Schedules Schedule I—Condensed Parent Company Financial Information Civitas Solutions, Inc. Parent-Only Condensed Balance Sheets (in thousands) September 30, 2015 2014 Assets Cash $ — $ 125 Other assets 5,236 3,482 Deferred income taxes 9,793 13,206 Investment in subsidiaries 106,263 101,636 Total assets 121,292 118,449 Liabilities & Stockholders' Equity Other liabilities 17 2,911 Total liabilities 17 2,911 Stockholder's equity Common stock, $0.01 par value; 350,000,000 shares authorized; and 37,093,237 and 36,950,000 shares issued and outstanding at September 30, 2015 and 2014, respectively 371 370 Additional paid-in-capital 277,311 272,943 Accumulated other comprehensive loss (1,704 ) — Accumulated deficit (154,703 ) (157,775 ) Total stockholders' equity 121,275 115,538 Total liabilities and stockholders' equity $ 121,292 $ 118,449 Civitas Solutions, Inc. Parent-Only Condensed Statements of Operations and Comprehensive Income (Loss) (in thousands) For the Year Ended September 30, 2015 2014 2013 General and administrative expenses $ — $ (738 ) $ — Equity in net income (loss) of subsidiary 2,608 (22,402 ) (18,296 ) Income (loss) from operations 2,608 (23,140 ) (18,296 ) Income (loss) before income taxes 2,608 (23,140 ) (18,296 ) Expense (benefit) for income taxes (464 ) (325 ) — Net income (loss) $ 3,072 $ (22,815 ) $ (18,296 ) Other comprehensive income (loss) $ (1,704 ) $ 1,880 $ 1,478 Comprehensive income (loss) $ 1,368 $ (20,935 ) $ (16,818 ) Civitas Solutions, Inc. Parent-Only Condensed Statements of Cash Flows (in thousands) For the Year Ended September 30, 2015 2014 2013 Cash flows used in operating activities: Net income (loss) $ 3,072 $ (22,815 ) $ (18,296 ) Adjustments to reconcile net (loss) income to net cash provided by operating activities: Equity in net (income) loss of subsidiary (2,608 ) 22,402 18,296 Deferred income taxes 3,413 130 — Other assets (1,754 ) (2,711 ) — Other accrued liabilities (2,248 ) 2,994 — Net cash used in operating activities (125 ) — — Cash flows provided by (used in) investing activities: Investment in NMHI — (182,203 ) — Dividend from NMHI — 110 39 Net cash provided by (used in) investing activities — (182,093 ) 39 Cash flows provided by (used in) financing activities: Net proceeds from IPO — 182,203 — Dividend to NMH Investment, LLC — (110 ) (39 ) Net cash provided by (used in) financing activities — 182,093 (39 ) Decrease in cash and cash equivalents (125 ) — — Cash and cash equivalents, beginning of period 125 125 125 Cash and cash equivalents, end of period $ — $ 125 $ 125 |
Significant Accounting Polici36
Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
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 - Quoted prices for identical instruments in active markets. Level 2 Inputs - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs - Instruments with primarily unobservable value drivers. 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, 2015 , 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 of $250 thousand . The Company has not experienced any losses in such accounts. As of September 30, 2015, our accounts exceeded federally insured limits by $41.4 million . The Company derives approximately 89% 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 composed 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 30 Leasehold Improvements Not to exceed 7 years or length of lease Vehicles 5 Computer hardware and software 3 Furniture, fixtures and equipment 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 $3.8 million , $2.5 million and $1.4 million have been capitalized as of the years ended September 30, 2015 , 2014 and 2013, respectively. There was $0.8 million , $ 1.0 million and $1.3 million , included in construction in progress as of September 30, 2015, 2014, and 2013 respectively. Because the Company believes that the project is not substantially complete and ready for its intended use, no amortization expense has been recorded for those costs included in construction in progress. |
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. 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 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. As described above, 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 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 were available for issuance to the Company’s employees and members of the Board of Directors prior to the Company's IPO in 2014. For purposes of determining the compensation expense associated with these grants, management valued 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 used 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, was 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. As of September 30, 2015 these awards were fully vested with the exception of certain Class F Units and all Class H Units. The unrecognized compensation associated with these awards was $10.5 million at September 30, 2015. In fiscal 2014, Civitas adopted an equity-based compensation plan and began issuing 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 | 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 On October 1, 2014, the Company adopted Accounting Standards Update No. 2014-08, 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”). ASU 2014-08 changed the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results, and changed the criteria and enhanced disclosures for reporting discontinued operations. The pronouncement was effective prospectively and applied to the divestiture of our at-risk youth services in the states of Florida, Louisiana, Illinois, Indiana, North Carolina and Texas as further explained in Note 7 of the Consolidated Financial Statements. The adoption of ASU 2014-08 is expected to significantly limit the classification of future dispositions as discontinued operations. Prior to the adoption of ASU 2014-08, the Company analyzed its operations that have been divested or classified as held-for-sale to determine if they qualified for discontinued operations accounting. Operations that qualified as a component could be classified as a discontinued operations if the the cash flows of the component were eliminated from ongoing operations by the end of the assessment period and the Company did not have significant continuing involvement with the divested operations. |
Subsequent Events | Subsequent Events The Company considers events or transactions that have occurred after the balance sheet date of September 30, 2015 , 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 Pronouncements | Recent Accounting Pronouncements Technical Corrections and Improvements — In October 2012, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2012-04, Technical Corrections and Improvements (“ASU 2012-04”) . The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update were effective for the Company beginning in the first quarter of the fiscal year ended September 30, 2014. This guidance was applied prospectively and did not have a material impact on the Company’s consolidated financial statements. Income Taxes— In July 2013, the FASB issued Accounting Standards Update No. 2013-11, 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”). ASU 2013-11 requires an entity to present the reserve for uncertain tax positions when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This guidance requires the reserve for uncertain tax positions to be presented in the financial statements as a reduction to the deferred tax asset for a tax loss or other tax carryforward that would be applied in the settlement of the uncertain tax position. This guidance, which was effective for the Company beginning in the second quarter of the fiscal year ended September 30, 2014, was applied prospectively and did not have a material effect on our consolidated financial statements. Revenue from Contracts with Customers— In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09) , which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which delayed the effective date of the new standard for the Company from October 1, 2017 to October 1, 2018. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. The Company is evaluating the method of adoption and the potential impact that Topic 606 may have on our financial position, results of operations, cash flows, and liquidity. Imputation of Interest— In April 2015, the FASB issued ASU No. 2015-03 , Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which clarified that debt issuance costs related to line-of-credit arrangements can be presented in the balance sheet as an asset and amortized over the term of the line-of-credit arrangement. The pronouncement is to be applied retrospectively, and is effective for the Company on October 1, 2016. As of September 30, 2015 and September 30, 2014 , the Company had deferred financing costs of $7.5 million and $10.0 million , respectively, within Prepaid and other current assets and Other assets. Business Combinations— In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. The new standard requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined and sets forth new disclosure requirements related to the adjustments. The new standard will be effective for the Company on October 1, 2016. There adoption of this standard has not had an impact on the Company's financial position and results of operations, however; the adoption could have a significant impact on the accounting for future business combinations. |
Significant Accounting Polici37
Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Cost and Depreciation for 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 30 Leasehold Improvements Not to exceed 7 years or length of lease Vehicles 5 Computer hardware and software 3 Furniture, fixtures and equipment 3-5 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Fiscal 2015 Acquisitions | |
Schedule of Recognized Amounts of Identifiable Assets Acquired and Liabilities 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 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 | |
Schedule of Recognized Amounts of Identifiable Assets Acquired and Liabilities 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 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 |
Firscal 2013 Acquisitions | |
Schedule of Recognized Amounts of Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the recognized amounts of identifiable assets acquired and liabilities assumed at the date of the acquisition: (in thousands) Identifiable intangible assets Other Assets, current and long term Property and equipment Total identifiable net assets 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 |
Proforma Results of Operations
Proforma Results of Operations (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information | The following table shows unaudited pro forma results of operations for fiscal 2015, 2014, and 2013 as if the acquisitions made during fiscal 2015 had occurred on October 1, 2013 and the acquisitions made during fiscal 2014 had occurred on October 1, 2012. (in thousands) Year Ended Year Ended Year Ended September 30, 2013 Net revenue $ 1,380,602 $ 1,324,122 $ 1,232,279 Income from operations 5,765 (8,422 ) 61,077 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Net Revenue and Loss Before Income Taxes for Company's 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, 2015 2014 2013 Net revenue $ 968 $ 13,425 $ 18,483 Income (loss) before income taxes (1,634 ) (2,259 ) (3,244 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The changes in goodwill for the fiscal years ended September 30, 2015 and 2014 are as follows (in thousands): Human Services Post-Acute Specialty Rehabilitation Services Total 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 Goodwill acquired through acquisitions 2,628 14,260 16,888 Balance as of September 30, 2015 $ 193,286 $ 81,234 $ 274,520 |
Schedule of Finite Lived Intangible Assets | Intangible assets consist of the following as of September 30, 2015 (in thousands): Description Weighted Average Remaining Life Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 468,549 $ 225,383 $ 243,166 Non-compete/non-solicit 2 years 6,097 3,477 $ 2,620 Relationship with contracted caregivers 1 year 7,521 6,915 $ 606 Trade names 2 years 4,883 3,343 $ 1,540 Trade names (indefinite life) — 45,800 — $ 45,800 Licenses and permits 2 years 48,395 36,314 $ 12,081 Intellectual property 1 year 452 409 $ 43 $ 581,697 $ 275,841 $ 305,856 Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Average Remaining Life 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 (1) 4 years 4,067 2,907 1,160 Trade names (indefinite life) (1) — 45,800 — 45,800 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 (1) Amounts for Trade names and Trade names (indefinite life) as of September 30, 2014 have been revised to reflect a reclassification of $3.4 million of Trade names to Trade names (indefinite life). |
Schedule of Indefinite Lived Intangible Assets | Intangible assets consist of the following as of September 30, 2015 (in thousands): Description Weighted Average Remaining Life Gross Carrying Value Accumulated Amortization Intangible Assets, Net Agency contracts 8 years $ 468,549 $ 225,383 $ 243,166 Non-compete/non-solicit 2 years 6,097 3,477 $ 2,620 Relationship with contracted caregivers 1 year 7,521 6,915 $ 606 Trade names 2 years 4,883 3,343 $ 1,540 Trade names (indefinite life) — 45,800 — $ 45,800 Licenses and permits 2 years 48,395 36,314 $ 12,081 Intellectual property 1 year 452 409 $ 43 $ 581,697 $ 275,841 $ 305,856 Intangible assets consist of the following as of September 30, 2014 (in thousands): Description Weighted Average Remaining Life 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 (1) 4 years 4,067 2,907 1,160 Trade names (indefinite life) (1) — 45,800 — 45,800 Licenses and permits 3 years 47,629 32,724 14,905 Intellectual property 2 years 904 689 215 $ 600,073 $ 272,347 $ 327,726 |
Schedule of Amortization Expense Related to Intangible Assets | 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) 2016 $ 36,420 2017 32,741 2018 31,881 2019 31,598 2020 30,801 Thereafter 96,615 $ 260,056 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following as of September 30 (in thousands): 2015 2014 Buildings and land $ 125,103 $ 123,899 Vehicles 57,495 50,454 Computer hardware and software 31,165 32,276 Leasehold improvements 65,757 53,198 Furniture and fixtures 16,687 14,749 Office and telecommunication equipment 6,133 6,772 Software for internal use 3,033 1,488 Construction in progress 4,590 1,005 309,963 283,841 Less accumulated depreciation (141,736 ) (124,355 ) Property and equipment, net $ 168,227 $ 159,486 |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
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): 2015 2014 Prepaid business expense $ 2,300 $ 2,514 Prepaid insurance 1,208 1,185 Anticipated insurance recoveries 7,245 6,637 Other 3,296 5,871 Prepaid expenses and other current assets $ 14,049 $ 16,207 |
Other Accrued Liabilities | Other accrued liabilities consist of the following as of September 30 (in thousands): 2015 2014 Accrued insurance $ 16,994 $ 15,464 Overpayments 1,039 6,746 Due to third party payors 10,093 3,727 Accrued professional services 3,977 2,481 Accrued interest 86 3,465 Other 14,239 17,437 Other accrued liabilities $ 46,428 $ 49,320 |
Other Long-Term Liabilities | Other long-term liabilities consist of the following as of September 30 (in thousands): 2015 2014 Accrued self-insurance reserves $ 55,612 $ 54,037 Other 23,558 15,277 Other long-term liabilities $ 79,170 $ 69,314 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | The Company’s long-term debt consists of the following as of September 30 (in thousands): 2015 2014 Term loan principal; principal and interest due in quarterly installments through January 31, 2021 $ 645,585 $ 597,000 Original issue discount on term loan, net of accumulated amortization (1,457 ) (1,235 ) 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 Original issue discount and initial purchase discount on senior notes, net of accumulated amortization — (4,570 ) 644,128 803,195 Less current portion 6,554 168,000 Long-term debt $ 637,574 $ 635,195 |
Schedule of Annual Maturities of Company's Debt | Annual maturities of the Company’s debt for the fiscal year ended September 30 are as follows: (In thousands) 2016 $ 6,554 2017 6,554 2018 6,554 2019 6,554 2020 6,554 Thereafter 612,815 Total $ 645,585 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets and Liabilities on a Recurring Basis | 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, 2015 . (in thousands) Total Quoted Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Liabilities Interest Rate Swap Agreements $ (2,861 ) $ — $ (2,861 ) $ — Contingent consideration $ (9,075 ) $ — $ — $ (9,075 ) 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 Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Money Market Funds $ 130,000 $ 130,000 $ — $ — Liabilities Contingent consideration $ (2,400 ) $ — $ — $ (2,400 ) |
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 fiscal years 2015 and 2014 . (in thousands) Level 3 Inputs Liabilities Balance at September 30, 2013 $ — Acquisition date fair value of contingent consideration obligations recorded 2,400 Balance at September 30, 2014 2,400 Acquisition date fair value of contingent consideration obligations recorded 6,100 Present value accretion $ 575 Balance at September 30, 2015 $ 9,075 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
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): 2016 $ 58,872 2017 50,925 2018 41,502 2019 32,298 2020 22,022 Thereafter 64,001 $ 269,620 |
Schedule of Future Minimum Lease Payments under 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): 2016 $ 1,124 2017 1,124 2018 1,124 2019 1,124 2020 1,124 Thereafter 3,756 Total minimum lease payments 9,376 Less: Interest payments (3,319 ) $ 6,057 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Provision (Benefit) for Income Taxes | The provision (benefit) for income taxes consists of the following as of September 30 (in thousands): 2015 2014 2013 Current: Federal $ — $ — $ — State 2,333 1,385 1,009 Total current taxes payable 2,333 1,385 1,009 Deferred: Federal 1,735 (10,338 ) (8,452 ) State (1,379 ) (2,510 ) (2,499 ) Net deferred tax provision (benefit) 356 (12,848 ) (10,951 ) Income tax provision (benefit) $ 2,689 $ (11,463 ) $ (9,942 ) |
Significant Components of Company's Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities consist of the following as of September 30 (in thousands): 2015 2014 Gross deferred tax assets: Deferred compensation $ 1,875 $ 1,229 Interest rate swap agreements 1,157 — Accrued workers’ compensation 12,335 12,528 Net operating loss carryforwards 15,145 30,597 Allowance for bad debts 3,828 4,078 Tax credits 4,933 4,733 Depreciation 3,067 681 Other 5,321 2,933 47,661 56,779 Valuation allowance (9,229 ) (10,033 ) Deferred tax assets 38,432 46,746 Deferred tax liabilities: Amortization of goodwill and intangible assets (74,477 ) (81,999 ) Other accrued liabilities (2,530 ) (4,123 ) Net deferred tax liabilities $ (38,575 ) $ (39,376 ) |
Reconciliation Between Statutory and Effective Income Tax Rates | The following is reconciliation between the statutory and effective income tax rates at September 30 (in thousands): 2015 2014 2013 Federal income tax at statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal tax benefit 3.6 % 2.0 % 3.6 % Nondeductible compensation 0.8 % (0.8 )% (0.3 )% Other nondeductible expenses 9.1 % (1.1 )% (0.2 )% Credits (3.0 )% 0.0 % 0.0 % Other (5.7 )% (0.3 )% (0.2 )% Effective tax rate 39.8 % 34.8 % 37.9 % |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Performance of Operating Segments | The following table is a financial summary by reportable segments for the periods indicated (in thousands): For the Year Ended September 30, Human Services Post-Acute Specialty Rehabilitation Services Corporate Consolidated 2015 Net revenue $ 1,103,026 $ 263,920 $ — $ 1,366,946 EBITDA 165,741 49,099 (87,964 ) 126,876 Total assets 611,546 254,529 197,109 1,063,184 Depreciation and amortization 56,617 23,033 2,522 82,172 Purchases of property and equipment 22,972 16,551 3,270 42,793 2014 Net revenue $ 1,025,672 $ 230,166 $ — $ 1,255,838 EBITDA(1) 143,492 36,738 (76,472 ) 103,758 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 2013 Net revenue $ 974,088 $ 208,421 $ — $ 1,182,509 EBITDA (1) 135,715 33,241 (53,697 ) 115,259 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 (1) The performance measures previously reported for fiscal 2014 and fiscal 2013 have been revised from Income (loss) from continuing operations before income taxes to EBITDA. |
Reconciliation of EBITDA to Income from Continuing Operations | A reconciliation of EBITDA to income from continuing operations on a consolidated basis is as follows: Year Ended September 30 2015 2014 2013 EBITDA $ 126,876 $ 103,758 $ 115,259 Less: Depreciation and amortization 82,172 67,488 63,573 Interest expense, net 37,943 69,166 77,940 Income (loss) from continuing operations before income taxes $ 6,761 $ (32,896 ) $ (26,254 ) |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per share (“EPS”): Year Ended September 30, 2015 2014 2013 Numerator Net income (loss) $ 3,072 $ (22,815 ) $ (18,296 ) Denominator Weighted average shares outstanding, basic 36,959,997 25,538,493 25,250,000 Weighted average common equivalent shares 128,635 — — Weighted average shares outstanding, diluted 37,088,632 25,538,493 25,250,000 Net income (loss) per share, basic and diluted $ 0.08 $ (0.89 ) $ (0.72 ) Equity instruments excluded from diluted net income (loss) per share calculation as the effect would have been anti-dilutive: Stock options 1,758 559,327 — Restricted stock units 5,664 550,481 — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Fair Value of Units Issued | The fair value of the units issued during fiscal years 2014 and 2013 was calculated using the following assumptions: 2014 2013 Risk-free interest rate 0.13 % 0.21-0.27% Expected term 1 year 1.7-2.4 years Expected volatility 30.00 % 40.00% |
Summary of Equity Instruments Other Than Options Activity | The summary of activity under the plan is presented below: Units Outstanding Weighted Average Grant- Date Fair Value Nonvested balance at September 30, 2014 1,424,296 $ 0.29 Granted — — Forfeited — — Vested 177,165 0.18 Nonvested balance at September 30, 2015 1,247,131 $ 0.18 |
Assumptions in Calculating the Fair Value of Options Granted | The fair value of each option granted was estimated on the grant date using the Black-Scholes valuation model with the following assumptions: 2015 2014 Risk-free interest rate 1.69% - 1.74% 1.88 % Expected term 6 years 6 years Expected volatility 38.80% - 40.40% 45.00 % Expected dividend yield — % — % |
Summary of Stock Option Activity | The table below summarizes our stock option activity during fiscal year 2015 : Number of Shares Weighted- Average Exercise Price per Share Weighted- Average Remaining Life (Years) Aggregate Intrinsic Value Outstanding at September 30, 2014 559,327 $ 17.00 Granted 12,168 15.98 Forfeited 3,595 17.00 Exercised — — Expired — — Outstanding at September 30, 2015 567,900 $ 16.98 9.0 $ 3,373 Vested or expected to vest as of September 30, 2015 532,431 $ 16.99 9.0 $ 3,157 Exercisable at September 30, 2015 186,511 $ 17.00 9.0 $ 1,104 |
Summary of Issued Restricted Stock Awards | A summary of our issued restricted stock unit awards is as follows: Number of Restricted Stock Units Weighted Average Grant-Date Fair Value Non-vested units at September 30, 2014 550,481 $ 17.00 Granted 39,393 18.00 Forfeited 1,622 17.00 Vested 202,317 17.00 Non-vested units at September 30, 2015 385,935 $ 17.10 |
Valuation and Qualifying Acco51
Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Summary 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, 2015 , 2014 and 2013 (in thousands): Balance at Beginning of Period Provision Write-Offs Balance at end of Period Fiscal year ended September 30, 2015 $ 11,491 $ 17,055 $ (17,339 ) $ 11,207 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 |
Quarterly Financial Data (una52
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Consolidated Statement of Operations Data for Eight Quarters | The following table presents consolidated statement of operations data for each of the eight quarters in the period which began December 31, 2013 and ended September 30, 2015 . 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 (in thousands, except share and per share amounts) September 30, June 30, March 31, December 31, September 30, June 30, March 31, December 31, Net revenue $ 351,182 $ 345,994 $ 335,180 $ 334,590 $ 327,291 $ 318,189 $ 306,366 $ 303,992 Income (loss) from continuing operations, net of tax 4,298 1,391 1,768 (3,385 ) (4,491 ) (24 ) (12,236 ) (4,683 ) Income (loss) from discontinued operations, net of tax (34 ) (841 ) (70 ) (55 ) (1,449 ) 29 46 (7 ) Net income (loss) $ 4,264 $ 550 $ 1,698 $ (3,440 ) $ (5,940 ) $ 5 $ (12,190 ) $ (4,690 ) Loss per common share, basic Income (loss) from continuing operations $ 0.12 $ 0.04 $ 0.05 $ (0.09 ) $ (0.17 ) $ — $ (0.48 ) $ (0.19 ) Income (loss) from discontinued operations — (0.03 ) — — (0.05 ) — — — Net income (loss) $ 0.12 $ 0.01 $ 0.05 $ (0.09 ) $ (0.23 ) $ — $ (0.48 ) $ (0.19 ) Loss per common share, diluted Income (loss) from continuing operations $ 0.11 $ 0.04 $ 0.05 $ (0.09 ) $ (0.17 ) $ — $ (0.48 ) $ (0.19 ) Income (loss) from discontinued operations — (0.03 ) — — (0.05 ) — — — Net income (loss) $ 0.11 $ 0.01 $ 0.05 $ (0.09 ) $ (0.23 ) $ — $ (0.48 ) $ (0.19 ) Weighted average number of common shares outstanding, basic 36,990 36,950 36,950 36,950 26,395 25,250 25,250 25,250 Weighted average number of common shares outstanding, diluted 37,212 37,123 37,066 36,950 26,395 25,250 25,250 25,250 |
Business Overview - Additional
Business Overview - Additional Information (Detail) | Oct. 01, 2015shares | Sep. 30, 2015clientState |
Product Information [Line Items] | ||
Area of operations, number of states | State | 35 | |
Minimum | ||
Product Information [Line Items] | ||
Number of residential clients | 12,400 | |
Number of periodic clients (more than) | 17,000 | |
NMH Investment | Secondary Offering | Common Stock | Subsequent Event | ||
Product Information [Line Items] | ||
Shares sold by stockholders | shares | 25,250,000 |
Significant Accounting Polici54
Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Significant Accounting Policies [Line Items] | |||
Cash and cash equivalent insured by FDIC | $ 250,000 | ||
Cash and cash equivalents exceeding federally insured limits | $ 41,400,000 | ||
Amortized capitalized software development cost | 3 years | ||
Capitalized costs related to software development | $ 3,800,000 | $ 2,500,000 | $ 1,400,000 |
Construction in progress | $ 800,000 | $ 1,000,000 | $ 1,300,000 |
Sales Revenue, Net | Government Contracts Concentration Risk | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from state and local government | 89.00% | ||
Common Class H | 2006 Unit Plan | Performance Shares | |||
Significant Accounting Policies [Line Items] | |||
Unrecognized compensation expense | $ 10,500,000 | ||
MINNESOTA | Human Services | Geographic Concentration Risk | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from state and local government | 15.00% | 14.00% | 14.00% |
Significant Accounting Polici55
Significant Accounting Policies - Schedule of Cost and Depreciation for Property and Equipment (Detail) | 12 Months Ended |
Sep. 30, 2015 | |
Building | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life (years) | 30 years |
Vehicles | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life (years) | 5 years |
Computer hardware and software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life (years) | 3 years |
Minimum | Furniture, fixtures and equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life (years) | 3 years |
Maximum | Leasehold Improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life (years) | 7 years |
Maximum | Furniture, fixtures and equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life (years) | 5 years |
Recent Accounting Pronounceme56
Recent Accounting Pronouncements (Details) - Change in Presentation of Debt Issuance Costs - Pro Forma - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Prepaid Expenses and Other Current Assets | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Change in accounting principle, effect of adoption, quantification | $ 7.5 | |
Other Current Assets | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Change in accounting principle, effect of adoption, quantification | $ 10 |
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 ($)facility | Jul. 23, 2014USD ($) | Jun. 30, 2014USD ($) | Apr. 07, 2014USD ($) | Feb. 07, 2014USD ($) | Jan. 02, 2014USD ($) | Nov. 29, 2013USD ($) | Sep. 20, 2013USD ($) | Aug. 30, 2013USD ($) | Nov. 01, 2012USD ($) | Sep. 30, 2015USD ($)Company | Sep. 30, 2014USD ($)Company | Sep. 30, 2013USD ($)Company |
Business Acquisition [Line Items] | |||||||||||||||||||
Number of companies acquired | Company | 10 | 11 | 3 | ||||||||||||||||
Fair value consideration of acquired companies | $ 44,800 | $ 56,100 | $ 9,300 | ||||||||||||||||
Recognized identifiable intangible assets acquired | 27,470 | 32,352 | 6,482 | ||||||||||||||||
Tangible assets acquired | 480 | 1,639 | 221 | ||||||||||||||||
Net revenue | 1,366,946 | 1,255,838 | 1,182,509 | ||||||||||||||||
Fair value of goodwill | 16,888 | 22,107 | 2,554 | ||||||||||||||||
Goodwill | 274,520 | 257,632 | 235,525 | ||||||||||||||||
Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Goodwill | 193,286 | 190,658 | 169,524 | ||||||||||||||||
Fiscal 2015 Acquisitions | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Net revenue | 25,200 | ||||||||||||||||||
Capstone | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Oct. 31, 2014 | ||||||||||||||||||
Cost of acquisition | $ 4,500 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,539 | ||||||||||||||||||
Tangible assets acquired | 178 | ||||||||||||||||||
Fair value of goodwill | 758 | ||||||||||||||||||
Capstone | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | 800 | ||||||||||||||||||
Capstone | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 2,600 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Capstone | Licensing Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 800 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Capstone | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Lakeview | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Dec. 29, 2014 | ||||||||||||||||||
Cost of acquisition | $ 8,000 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 6,664 | ||||||||||||||||||
Tangible assets acquired | 48 | ||||||||||||||||||
Fair value of goodwill | 1,272 | ||||||||||||||||||
Lakeview | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 6,000 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Lakeview | Licensing Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Lakeview | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 31 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Cassell | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Contingent consideration | $ 6,100 | 6,100 | |||||||||||||||||
Effective date of acquisition | Jan. 13, 2015 | ||||||||||||||||||
Cost of acquisition | $ 24,300 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 11,600 | ||||||||||||||||||
Tangible assets acquired | 37 | ||||||||||||||||||
Fair value of goodwill | 12,633 | ||||||||||||||||||
Cassell | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 10,300 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Cassell | Trade names | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,100 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Cassell | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
CPS | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Mar. 23, 2015 | ||||||||||||||||||
Cost of acquisition | $ 1,300 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 876 | ||||||||||||||||||
Tangible assets acquired | 19 | ||||||||||||||||||
Fair value of goodwill | 355 | ||||||||||||||||||
CPS | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
CPS | Licensing Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
CPS | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 5 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Snug Harbor | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Apr. 1, 2015 | ||||||||||||||||||
Cost of acquisition | $ 1,000 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 938 | ||||||||||||||||||
Tangible assets acquired | 28 | ||||||||||||||||||
Fair value of goodwill | 34 | ||||||||||||||||||
Snug Harbor | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | 34 | ||||||||||||||||||
Snug Harbor | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 900 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Heritage | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Apr. 30, 2015 | ||||||||||||||||||
Cost of acquisition | $ 2,200 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,252 | ||||||||||||||||||
Tangible assets acquired | 0 | ||||||||||||||||||
Fair value of goodwill | 945 | ||||||||||||||||||
Heritage | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,100 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Heritage | Licensing Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Heritage | Trade names | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 22 | ||||||||||||||||||
Tenure of agency contract | 1 year | ||||||||||||||||||
Visions of N.E.W. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Apr. 30, 2015 | ||||||||||||||||||
Cost of acquisition | $ 3,000 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,240 | ||||||||||||||||||
Tangible assets acquired | 122 | ||||||||||||||||||
Fair value of goodwill | 663 | ||||||||||||||||||
Visions of N.E.W. | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | 700 | ||||||||||||||||||
Visions of N.E.W. | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,800 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Visions of N.E.W. | Licensing Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 400 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Fiscal 2014 Acquisitions | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Net revenue | $ 19,700 | ||||||||||||||||||
Show-Me Health Care | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Nov. 29, 2013 | ||||||||||||||||||
Cost of acquisition | $ 1,200 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 895 | ||||||||||||||||||
Tangible assets acquired | 9 | ||||||||||||||||||
Fair value of goodwill | 336 | ||||||||||||||||||
Show-Me Health Care | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Show-Me Health Care | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 14 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Show-Me Health Care | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Occazio | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Jan. 2, 2014 | ||||||||||||||||||
Cost of acquisition | $ 5,500 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,863 | ||||||||||||||||||
Tangible assets acquired | 216 | ||||||||||||||||||
Fair value of goodwill | 1,421 | ||||||||||||||||||
Tangible assets | 200 | ||||||||||||||||||
Occazio | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 2,900 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Occazio | Trade names | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Occazio | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 24 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Occazio | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Ann Arbor | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Feb. 7, 2014 | ||||||||||||||||||
Cost of acquisition | $ 4,800 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,801 | ||||||||||||||||||
Tangible assets acquired | 50 | ||||||||||||||||||
Fair value of goodwill | 972 | ||||||||||||||||||
Ann Arbor | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 3,700 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Ann Arbor | Trade names | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Ann Arbor | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 33 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Tender Loving Care | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Apr. 7, 2014 | ||||||||||||||||||
Cost of acquisition | $ 3,000 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,396 | ||||||||||||||||||
Tangible assets acquired | 16 | ||||||||||||||||||
Fair value of goodwill | 538 | ||||||||||||||||||
Tender Loving Care | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 2,000 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Tender Loving Care | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Tender Loving Care | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 300 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
AmeriServe | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Jun. 30, 2014 | ||||||||||||||||||
Cost of acquisition | $ 400 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 288 | ||||||||||||||||||
Tangible assets acquired | 43 | ||||||||||||||||||
Fair value of goodwill | 69 | ||||||||||||||||||
AmeriServe | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | 100 | ||||||||||||||||||
AmeriServe | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
AmeriServe | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 12 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
AmeriServe | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 39 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
G&D | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Jun. 30, 2014 | ||||||||||||||||||
Cost of acquisition | $ 1,500 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,086 | ||||||||||||||||||
Tangible assets acquired | 102 | ||||||||||||||||||
Fair value of goodwill | 312 | ||||||||||||||||||
G&D | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | 300 | ||||||||||||||||||
G&D | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 900 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
G&D | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 6 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
G&D | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Life by Design | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Jul. 23, 2014 | ||||||||||||||||||
Cost of acquisition | $ 2,100 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 1,651 | ||||||||||||||||||
Tangible assets acquired | 16 | ||||||||||||||||||
Fair value of goodwill | 433 | ||||||||||||||||||
Life by Design | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | 400 | ||||||||||||||||||
Life by Design | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,300 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Life by Design | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 33 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Life by Design | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 300 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Adult Day Health | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Effective date of acquisition | Sep. 8, 2014 | ||||||||||||||||||
Cost of acquisition | $ 37,100 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 18,100 | ||||||||||||||||||
Tangible assets acquired | 1,081 | ||||||||||||||||||
Fair value of goodwill | 17,969 | ||||||||||||||||||
Tangible assets | 1,400 | ||||||||||||||||||
Contingent consideration | $ 2,400 | ||||||||||||||||||
Number of health facilities | facility | 8 | ||||||||||||||||||
Adult Day Health | Human Services | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of goodwill | $ 18,000 | ||||||||||||||||||
Adult Day Health | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 12,400 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Adult Day Health | Trade names | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 3,400 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Adult Day Health | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,600 | ||||||||||||||||||
Adult Day Health | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 700 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Firscal 2013 Acquisitions | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Net revenue | $ 2,500 | ||||||||||||||||||
Beyond Abilities | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Cost of acquisition | $ 4,400 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 2,984 | ||||||||||||||||||
Tangible assets acquired | 136 | ||||||||||||||||||
Fair value of goodwill | $ 1,280 | ||||||||||||||||||
Acquisition date | Sep. 20, 2013 | ||||||||||||||||||
Acquired tangible assets | $ 100 | ||||||||||||||||||
Beyond Abilities | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 1,500 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Beyond Abilities | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 900 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Beyond Abilities | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 600 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Community Links | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Cost of acquisition | $ 4,400 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 3,078 | ||||||||||||||||||
Tangible assets acquired | 46 | ||||||||||||||||||
Fair value of goodwill | $ 1,260 | ||||||||||||||||||
Acquisition date | Aug. 30, 2013 | ||||||||||||||||||
Community Links | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 3,000 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Carolina Autism | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Cost of acquisition | $ 500 | ||||||||||||||||||
Recognized identifiable intangible assets acquired | 420 | ||||||||||||||||||
Tangible assets acquired | 39 | ||||||||||||||||||
Fair value of goodwill | $ 14 | ||||||||||||||||||
Acquisition date | Nov. 1, 2012 | ||||||||||||||||||
Carolina Autism | Agency contracts | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||
Tenure of agency contract | 12 years | ||||||||||||||||||
Carolina Autism | Non-Compete Agreements | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 100 | ||||||||||||||||||
Tenure of agency contract | 5 years | ||||||||||||||||||
Carolina Autism | Licenses and permits | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Recognized identifiable intangible assets acquired | $ 200 | ||||||||||||||||||
Tenure of agency contract | 10 years | ||||||||||||||||||
Other acquisitions | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Number of companies acquired | Company | 3 | ||||||||||||||||||
Cost of acquisition | 600 | $ 400 | |||||||||||||||||
Recognized identifiable intangible assets acquired | 361 | 300 | |||||||||||||||||
Tangible assets acquired | 48 | ||||||||||||||||||
Fair value of goodwill | $ 228 | ||||||||||||||||||
Goodwill | $ 100 | ||||||||||||||||||
Contingent Consideration, Earn-out | Adult Day Health | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Contingent consideration (up to) | $ 3,300 |
Business Combinations - Schedul
Business Combinations - Schedule of Recognized Amounts of Identifiable Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Apr. 30, 2015 | Apr. 01, 2015 | Mar. 23, 2015 | Jan. 13, 2015 | Dec. 29, 2014 | Oct. 31, 2014 | Sep. 30, 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 | Nov. 01, 2012 |
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 27,470 | $ 32,352 | $ 6,482 | ||||||||||||||||
Other Assets, current and long term | 18 | ||||||||||||||||||
Property and equipment | 480 | 1,639 | 221 | ||||||||||||||||
Total identifiable net assets | 27,950 | 33,991 | 6,721 | ||||||||||||||||
Goodwill | 16,888 | 22,107 | $ 2,554 | ||||||||||||||||
Capstone | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 3,539 | ||||||||||||||||||
Property and equipment | 178 | ||||||||||||||||||
Total identifiable net assets | 3,717 | ||||||||||||||||||
Goodwill | $ 758 | ||||||||||||||||||
Lakeview | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 6,664 | ||||||||||||||||||
Property and equipment | 48 | ||||||||||||||||||
Total identifiable net assets | 6,712 | ||||||||||||||||||
Goodwill | $ 1,272 | ||||||||||||||||||
Cassell | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 11,600 | ||||||||||||||||||
Property and equipment | 37 | ||||||||||||||||||
Total identifiable net assets | 11,637 | ||||||||||||||||||
Goodwill | $ 12,633 | ||||||||||||||||||
CPS | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 876 | ||||||||||||||||||
Property and equipment | 19 | ||||||||||||||||||
Total identifiable net assets | 895 | ||||||||||||||||||
Goodwill | $ 355 | ||||||||||||||||||
Snug Harbor | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 938 | ||||||||||||||||||
Property and equipment | 28 | ||||||||||||||||||
Total identifiable net assets | 966 | ||||||||||||||||||
Goodwill | $ 34 | ||||||||||||||||||
Heritage | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 1,252 | ||||||||||||||||||
Property and equipment | 0 | ||||||||||||||||||
Total identifiable net assets | 1,252 | ||||||||||||||||||
Goodwill | 945 | ||||||||||||||||||
Visions of N.E.W. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | 2,240 | ||||||||||||||||||
Property and equipment | 122 | ||||||||||||||||||
Total identifiable net assets | 2,362 | ||||||||||||||||||
Goodwill | $ 663 | ||||||||||||||||||
Other acquisitions | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | 361 | 300 | |||||||||||||||||
Property and equipment | 48 | ||||||||||||||||||
Total identifiable net assets | 409 | ||||||||||||||||||
Goodwill | $ 228 | ||||||||||||||||||
Show-Me Health Care | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 895 | ||||||||||||||||||
Property and equipment | 9 | ||||||||||||||||||
Total identifiable net assets | 904 | ||||||||||||||||||
Goodwill | $ 336 | ||||||||||||||||||
Occazio | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 3,863 | ||||||||||||||||||
Property and equipment | 216 | ||||||||||||||||||
Total identifiable net assets | 4,079 | ||||||||||||||||||
Goodwill | $ 1,421 | ||||||||||||||||||
Ann Arbor | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 3,801 | ||||||||||||||||||
Property and equipment | 50 | ||||||||||||||||||
Total identifiable net assets | 3,851 | ||||||||||||||||||
Goodwill | $ 972 | ||||||||||||||||||
Tender Loving Care | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 2,396 | ||||||||||||||||||
Property and equipment | 16 | ||||||||||||||||||
Total identifiable net assets | 2,412 | ||||||||||||||||||
Goodwill | $ 538 | ||||||||||||||||||
AmeriServe | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 288 | ||||||||||||||||||
Property and equipment | 43 | ||||||||||||||||||
Total identifiable net assets | 331 | ||||||||||||||||||
Goodwill | 69 | ||||||||||||||||||
G&D | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | 1,086 | ||||||||||||||||||
Property and equipment | 102 | ||||||||||||||||||
Total identifiable net assets | 1,188 | ||||||||||||||||||
Goodwill | $ 312 | ||||||||||||||||||
Life by Design | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 1,651 | ||||||||||||||||||
Property and equipment | 16 | ||||||||||||||||||
Total identifiable net assets | 1,667 | ||||||||||||||||||
Goodwill | $ 433 | ||||||||||||||||||
Adult Day Health | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 18,100 | ||||||||||||||||||
Property and equipment | 1,081 | ||||||||||||||||||
Total identifiable net assets | 19,181 | ||||||||||||||||||
Goodwill | $ 17,969 | ||||||||||||||||||
Other acquisitions | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | 272 | ||||||||||||||||||
Property and equipment | 106 | ||||||||||||||||||
Total identifiable net assets | 378 | ||||||||||||||||||
Goodwill | $ 57 | ||||||||||||||||||
Beyond Abilities | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Identifiable intangible assets | $ 2,984 | ||||||||||||||||||
Other Assets, current and long term | 0 | ||||||||||||||||||
Property and equipment | 136 | ||||||||||||||||||
Total identifiable net assets | 3,120 | ||||||||||||||||||
Goodwill | $ 1,280 | ||||||||||||||||||
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 | ||||||||||||||||||
Goodwill | $ 1,260 | ||||||||||||||||||
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 | ||||||||||||||||||
Goodwill | $ 14 |
Proforma Results of Operation59
Proforma Results of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Business Combinations [Abstract] | |||
Net revenue | $ 1,380,602 | $ 1,324,122 | $ 1,232,279 |
Income from operations | $ 5,765 | $ (8,422) | $ 61,077 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss from discontinued operations, impairment charges of intangible assets | $ 10,400 | ||
Pre-tax loss | $ 1,634 | $ 2,259 | $ 3,244 |
REM Connecticut | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss from discontinued operations, impairment charges of intangible assets | 1,600 | ||
Loss from discontinued operations, impairment charges of owned buildings | 700 | ||
Severance expense from discontinued operations | $ 100 | ||
FAS Virginia | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss from discontinued operations, impairment charges of intangible assets | 3,400 | ||
Pre-tax loss | 3,600 | ||
Mentor Rhode Island | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Pre-tax loss | 800 | ||
Pre-tax impairment charge | $ 700 |
Discontinued Operations - Net R
Discontinued Operations - Net Revenue and Loss Before Taxes for Company's Discontinued Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Net revenue | $ 968 | $ 13,425 | $ 18,483 |
Income (loss) before income taxes | $ (1,634) | $ (2,259) | $ (3,244) |
Disposition of Businesses (Deta
Disposition of Businesses (Details) $ in Thousands | Dec. 01, 2015USD ($)State | Jun. 23, 2015 | Jun. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Non-cash impairment charges | $ 10,660 | $ 3,605 | $ 6,344 | |||
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] | ||||||
Non-cash impairment charges | 2,200 | |||||
Service line support program, review period (in months) | 6 months | |||||
Loss on disposition of intangible assets | $ 8,200 | 8,200 | ||||
Discontinued operation, loss on disposal before income taxes | $ 13,900 | $ 11,300 | $ 5,500 | |||
Subsequent Event | 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] | ||||||
Cash payment | $ 1,300 | |||||
Additional number of states involved in disposition | State | 4 | |||||
Closure costs | $ 2,400 | |||||
Severance costs | 300 | |||||
Lease termination costs | 2,100 | |||||
Subsequent Event | Scenario, Forecast | 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] | ||||||
Loss on disposition of business | $ 1,300 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Goodwill [Roll Forward] | ||
Beginning Balance | $ 257,632 | $ 235,525 |
Goodwill acquired through acquisitions | 16,888 | 22,107 |
Ending Balance | 274,520 | 257,632 |
Human Services | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 190,658 | 169,524 |
Goodwill acquired through acquisitions | 2,628 | 21,134 |
Ending Balance | 193,286 | 190,658 |
Post-Acute Specialty Rehabilitation Services | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 66,974 | 66,001 |
Goodwill acquired through acquisitions | 14,260 | 973 |
Ending Balance | $ 81,234 | $ 66,974 |
Goodwill and Intangible Asset64
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 3 years | |
Gross Carrying Value | $ 581,697 | $ 600,073 |
Accumulated Amortization | 275,841 | 272,347 |
Intangible Assets, Net | 305,856 | 327,726 |
Trade names (indefinite life) | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 45,800 | 45,800 |
Intangible Assets, Net | $ 45,800 | $ 45,800 |
Agency contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 8 years | 8 years |
Gross Carrying Value | $ 468,549 | $ 484,994 |
Accumulated Amortization | 225,383 | 224,566 |
Intangible Assets, Net | $ 243,166 | $ 260,428 |
Non-compete/non-solicit | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 2 years | 3 years |
Gross Carrying Value | $ 6,097 | $ 5,716 |
Accumulated Amortization | 3,477 | 2,448 |
Intangible Assets, Net | $ 2,620 | $ 3,268 |
Relationship with contracted caregivers | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 1 year | 2 years |
Gross Carrying Value | $ 7,521 | $ 10,963 |
Accumulated Amortization | 6,915 | 9,013 |
Intangible Assets, Net | $ 606 | $ 1,950 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 2 years | 4 years |
Gross Carrying Value | $ 4,883 | $ 4,067 |
Accumulated Amortization | 3,343 | 2,907 |
Intangible Assets, Net | $ 1,540 | $ 1,160 |
Licenses and permits | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 2 years | 3 years |
Gross Carrying Value | $ 48,395 | $ 47,629 |
Accumulated Amortization | 36,314 | 32,724 |
Intangible Assets, Net | $ 12,081 | $ 14,905 |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (years) | 1 year | 2 years |
Gross Carrying Value | $ 452 | $ 904 |
Accumulated Amortization | 409 | 689 |
Intangible Assets, Net | $ 43 | $ 215 |
Goodwill and Intangible Asset65
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | $ 10,400,000 | ||
Gross Carrying Value | 581,697,000 | $ 600,073,000 | |
Trade names | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross Carrying Value | 4,883,000 | 4,067,000 | |
Relationship with contracted caregivers | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross Carrying Value | 7,521,000 | 10,963,000 | |
Agency contracts | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross Carrying Value | 468,549,000 | 484,994,000 | |
Licenses and permits | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross Carrying Value | 48,395,000 | 47,629,000 | |
REM Connecticut | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 1,600,000 | ||
Human Services | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 10,400,000 | 1,300,000 | |
Human Services | Relationship with contracted caregivers | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 400,000 | ||
Human Services | Agency contracts | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 9,800,000 | 600,000 | |
Human Services | Other Intangible Assets | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 200,000 | ||
Human Services | Non-Compete Agreements | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 500,000 | ||
Human Services | Licenses and permits | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 200,000 | ||
Human Services | REM Connecticut | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 1,600,000 | ||
Human Services | REM Connecticut | Agency contracts | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 1,500,000 | ||
Human Services | REM Connecticut | Licenses and permits | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Intangible assets, impairment charge | 100,000 | ||
Continuing Operations | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Amortization expense | 38,700,000 | 37,700,000 | $ 38,200,000 |
Discontinued Operations | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Amortization expense | 0 | 200,000 | $ 400,000 |
Scenario, Previously Reported | Trade names | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross Carrying Value | 3,400,000 | ||
Trade names (indefinite life) | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross Carrying Value | $ 45,800,000 | 45,800,000 | |
Trade names (indefinite life) | Scenario, Adjustment | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Gross carrying value, indefinite-lived | $ 3,400,000 |
Goodwill and Intangible Asset66
Goodwill and Intangible Assets - Schedule of Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 36,420 |
2,017 | 32,741 |
2,018 | 31,881 |
2,019 | 31,598 |
2,020 | 30,801 |
Thereafter | 96,615 |
Amortization expense related to intangible assets | $ 260,056 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 309,963 | $ 283,841 |
Less accumulated depreciation | (141,736) | (124,355) |
Property and equipment, net | 168,227 | 159,486 |
Buildings and land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 125,103 | 123,899 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 57,495 | 50,454 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 31,165 | 32,276 |
Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 65,757 | 53,198 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 16,687 | 14,749 |
Office and telecommunication equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 6,133 | 6,772 |
Software for internal use | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,033 | 1,488 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,590 | $ 1,005 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense for continuing operations | $ 32,800 | $ 28,400 | $ 25,400 |
Depreciation expense for discontinued operations | $ 132 | $ 293 | $ 370 |
Certain Balance Sheet Account69
Certain Balance Sheet Accounts - Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid business expense | $ 2,300 | $ 2,514 |
Prepaid insurance | 1,208 | 1,185 |
Anticipated insurance recoveries | 7,245 | 6,637 |
Other | 3,296 | 5,871 |
Prepaid expenses and other current assets | $ 14,049 | $ 16,207 |
Certain Balance Sheet Account70
Certain Balance Sheet Accounts - Other Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued insurance | $ 16,994 | $ 15,464 |
Overpayments | 1,039 | 6,746 |
Due to third party payors | 10,093 | 3,727 |
Accrued professional services | 3,977 | 2,481 |
Accrued interest | 86 | 3,465 |
Other | 14,239 | 17,437 |
Other accrued liabilities | $ 46,428 | $ 49,320 |
Certain Balance Sheet Account71
Certain Balance Sheet Accounts - Other Long-Term Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued self-insurance reserves | $ 55,612 | $ 54,037 |
Other | 23,558 | 15,277 |
Other long-term liabilities | $ 79,170 | $ 69,314 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) | Jan. 31, 2014USD ($) | Mar. 31, 2011USD ($) | Feb. 28, 2015USD ($) | Mar. 31, 2017 | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Jan. 20, 2015USD ($)Swap |
Debt Instrument [Line Items] | ||||||||
Proceeds from lines of credit | $ 210,700,000 | $ 9,300,000 | $ 469,400,000 | |||||
Proceeds from long-term debt | 54,450,000 | 598,500,000 | $ 30,000,000 | |||||
Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument term (in years) | 7 years | |||||||
Subsidiaries | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 655,000,000 | |||||||
NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash collateral for borrowed securities | $ 50,000,000 | |||||||
Percentage of capital stock of company and guarantor directly owned domestic restricted subsidiaries used to secure debt (percent) | 100.00% | |||||||
Percentage of capital stock of company and guarantor directly owned foreign restricted subsidiaries used to secure debt (percent) | 65.00% | |||||||
Line of credit facility, current borrowing capacity | $ 48,400,000 | |||||||
Consolidated first lien leverage ratio, maximum (not more than) | 5.50 | |||||||
Debt instrument, basis spread on variable rate (percent) | 0.50% | |||||||
Basis points for interest rate (percent) | 1.00% | |||||||
Line of credit facility, commitment fee (percent) | 0.50% | |||||||
Aggregate principle amount redeemed | $ 212,000,000 | $ 38,000,000 | ||||||
Line of credit facility, commitment percentage | 30.00% | |||||||
NMH Investment | Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price percentage of principal amount redeemed | 106.25% | 106.25% | ||||||
NMH Investment | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Annual excess cash flow for mandatory prepayments of debt (percent) | 50.00% | |||||||
Cash proceeds from sale of assets (percent) | 100.00% | |||||||
Cash proceeds from issuance of debt (percent) | 100.00% | |||||||
Principal amount to be repaid in quarterly installments (percent) | 0.25% | |||||||
NMH Investment | Senior Revolver | ||||||||
Debt Instrument [Line Items] | ||||||||
Letters of credit, amount outstanding | $ 0 | |||||||
Proceeds from lines of credit | $ 125,000,000 | |||||||
NMH Investment | Senior Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Consolidated first lien leverage ratio, maximum (not more than) | 4.50 | |||||||
Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash collateral for borrowed securities | $ 50,000,000 | |||||||
Senior Secured Credit Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument term (in years) | 5 years | |||||||
Senior Revolver | NMH Investment | Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from long-term debt | $ 55,000,000 | |||||||
Interest Rate Swap One | NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate (percent) | 2.25% | |||||||
Stated interest rate, minimum (not less than) (percent) | 2.00% | |||||||
Eurodollar | NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate (percent) | 3.25% | |||||||
Stated interest rate, minimum (not less than) (percent) | 1.00% | |||||||
Revolving Credit Facility | Subsidiaries | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash collateral for borrowed securities | $ 120,000,000 | |||||||
Letter of Credit | Senior Revolver | NMH Investment | Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 900,000 | |||||||
Scenario, Forecast | NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Consolidated first lien leverage ratio, maximum (not more than) | 5 | |||||||
Interest Rate Swap Agreements | NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | $ 375,000,000 | |||||||
Derivative, fixed interest rate (percent) | 1.795% | |||||||
Number of interest swap agreements | Swap | 2 | |||||||
Derivative, lower variable interest rate range (percent) | 1.00% | |||||||
Derivative | Interest Rate Contract | NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | $ 400,000,000 | |||||||
Derivative, basis spread on variable rate (percent) | 1.75% | |||||||
Derivative, fixed interest rate (percent) | 2.55% | |||||||
Derivative, maturity date | Sep. 30, 2014 | |||||||
Other Accrued Liabilities | Interest Rate Swap Agreements | NMH Investment | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative liability, fair value | 2,900,000 | |||||||
Derivative liability, fair value, net of tax | 1,700,000 | |||||||
Gain (Loss) on Extinguishment of Debt | NMH Investment | Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt issuance cost | $ 17,100,000 | $ 3,600,000 |
Long-term Debt - Long-Term Debt
Long-term Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 644,128 | $ 803,195 |
Less current portion | 6,554 | 168,000 |
Long-term debt | 637,574 | 635,195 |
Term Loan Principal and Interest Due in Quarterly Installments Through January 31, 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 645,585 | $ 597,000 |
Debt instrument, maturity date | Jan. 31, 2021 | Jan. 31, 2021 |
Original Issue Discount on Term Loan, Net of Accumulated Amortization | ||
Debt Instrument [Line Items] | ||
Discount on long-term debt | $ (1,457) | $ (1,235) |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 0 | $ 212,000 |
Debt instrument, maturity date | Feb. 15, 2018 | Feb. 15, 2018 |
Debt instrument, interest rate (percent) | 12.50% | 12.50% |
Original Issue Discount and Initial Purchase Discount on Senior Notes, Net of Accumulated Amortization | ||
Debt Instrument [Line Items] | ||
Discount on long-term debt | $ 0 | $ (4,570) |
Long-term Debt - Schedule of An
Long-term Debt - Schedule of Annual Maturities of Company's Debt (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Equity Method Investments And Cost Method Investments [Abstract] | |
2,016 | $ 6,554 |
2,017 | 6,554 |
2,018 | 6,554 |
2,019 | 6,554 |
2,020 | 6,554 |
Thereafter | 612,815 |
Total | $ 645,585 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) | 12 Months Ended | ||
Sep. 30, 2015USD ($)vote / shares$ / sharesshares | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | |
Equity [Line Items] | |||
Common stock, vote per share | vote / shares | 1 | ||
Preferred stock, shares authorized | 50,000,000 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||
Preferred stock, shares outstanding | 0 | ||
Majority Shareholder | NMH Investment | |||
Equity [Line Items] | |||
Dividend paid | $ | $ 0 | $ 110,000 | $ 39,000 |
Employee Savings and Retireme76
Employee Savings and Retirement Plans - Additional Information (Detail) | Aug. 19, 2015USD ($) | Sep. 30, 2015USD ($)compensation_plan | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) |
Employee Retirement Plans [Line Items] | ||||
Defined contribution, profit sharing, vesting period (in years) | 3 years | |||
Employer contribution to retirement plans | $ 7,400,000 | $ 5,500,000 | $ 4,000,000 | |
Number of deferred compensation plans | compensation_plan | 2 | |||
Employer contribution to deferred compensation plan | $ 600,000 | 500,000 | 400,000 | |
Unfunded accrued liability | 3,300,000 | 2,800,000 | ||
Employer contribution to deferral plan | 1,400,000 | 900,000 | 900,000 | |
Accrued liability | 8,400,000 | 7,500,000 | ||
Deferred compensation plan and retirement agreement expense | 2,200,000 | 1,200,000 | $ 1,500,000 | |
Company Owned Life Insurance Plan | ||||
Employee Retirement Plans [Line Items] | ||||
Cash surrender value | 6,800,000 | $ 6,200,000 | ||
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits | Chief Executive Officer | ||||
Employee Retirement Plans [Line Items] | ||||
Deferred compensation, expected payment | $ 800,000 | |||
Deferred compensation, contractual term (years) | 2 years | |||
Accrued liability | $ 1,700,000 | |||
Deferred Health and Welfare Benefits | Chief Executive Officer | ||||
Employee Retirement Plans [Line Items] | ||||
Deferred compensation, expected payment | $ 48,000 | |||
Deferred compensation, contractual term (years) | 2 years | |||
Deferred compensation, expected monthly payment | $ 2,000 | |||
Deferred Bonus | Chief Executive Officer | ||||
Employee Retirement Plans [Line Items] | ||||
Deferred compensation, expected payment | $ 800,000 | |||
Deferred compensation, contractual term (years) | 2 years | |||
Target bonus, as a percentage of base salary | 100.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | Sep. 22, 2014 | Feb. 09, 2011 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Related Party Transaction [Line Items] | |||||
Management fees and expenses | $ (28,000) | $ 9,488,000 | $ 1,359,000 | ||
Vestar | |||||
Related Party Transaction [Line Items] | |||||
Management fee percentage of consolidated earnings before interest, taxes, depreciation, amortization and management fee | 1.00% | ||||
One-time transaction advisory fees | $ 8,000,000 | 8,000,000 | 8,000,000 | ||
Management fees and expenses | 1,400,000 | 1,400,000 | |||
Accrued liability related to management agreement | 0 | 600,000 | |||
Vestar | Minimum | |||||
Related Party Transaction [Line Items] | |||||
Annual management fee for certain advisory and consulting services payable | $ 850,000 | ||||
Lease Agreements | |||||
Related Party Transaction [Line Items] | |||||
Related party lease expense | 800,000 | 1,100,000 | 1,600,000 | ||
Management Fees and Expenses | Vestar | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, expenses from transactions with related party | $ 0 | $ 9,500,000 | $ 9,500,000 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets and Liabilities on a Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Interest Rate Swap Agreements | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ (2,861) | |
Interest Rate Swap Agreements | Quoted Market Prices (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 0 | |
Interest Rate Swap Agreements | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | (2,861) | |
Interest Rate Swap Agreements | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 0 | |
Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | (9,075) | $ (2,400) |
Contingent consideration | Quoted Market Prices (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 0 | 0 |
Contingent consideration | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 0 | 0 |
Contingent consideration | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ (9,075) | (2,400) |
Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 130,000 | |
Money Market Funds | Quoted Market Prices (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 130,000 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Fair Value of Company's Level 3 Liabilities Measured on Recurring Basis (Detail) - Significant Unobservable Inputs (Level 3) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of liabilities beginning balance | $ 2,400 | $ 0 |
Fair value of liabilities ending balance | 9,075 | 2,400 |
Contingent consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Acquisition date fair value of contingent consideration obligations recorded | 6,100 | $ 2,400 |
Present value accretion | $ 575 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Intangible assets, impairment charge | $ 10,400,000 | ||
Asset impairment charge | 10,660,000 | $ 3,605,000 | $ 6,344,000 |
Significant Unobservable Inputs (Level 3) | Measured at Fair Value on a Nonrecurring Basis | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Carrying value of long lived assets written off | 2,900,000 | ||
Net assets realizable value | 0 | ||
Significant Unobservable Inputs (Level 3) | Amortization Expense | Measured at Fair Value on a Nonrecurring Basis | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Asset impairment charge | $ 10,400,000 | $ 2,900,000 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 23, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Leases [Line Items] | ||||
Operating lease expiration year | 2,027 | |||
Total rent expense | $ 65,100 | $ 57,700 | $ 53,800 | |
Total expected minimum lease commitment | $ 269,620 | |||
Capital leases expiration year | 2,025 | |||
Assets acquired under capital leases | $ 7,800 | 7,800 | ||
Accumulated amortization on capital leases | 2,800 | 2,200 | ||
Amortization expense | 600 | 600 | 700 | |
Interest expense on capital leases | 700 | 700 | 800 | |
Office Building | ||||
Leases [Line Items] | ||||
Operating lease agreement term | 5 years | |||
Total expected minimum lease commitment | 18,000 | |||
Corporate office lease rent expense | $ 1,700 | $ 1,500 | $ 1,500 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payment for Noncancellable Operating Leases (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Leases [Abstract] | |
2,016 | $ 58,872 |
2,017 | 50,925 |
2,018 | 41,502 |
2,019 | 32,298 |
2,020 | 22,022 |
Thereafter | 64,001 |
Total minimum lease payments | $ 269,620 |
Leases - Schedule of Future M83
Leases - Schedule of Future Minimum Lease Payments under Capital Leases (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Leases [Abstract] | |
2,016 | $ 1,124 |
2,017 | 1,124 |
2,018 | 1,124 |
2,019 | 1,124 |
2,020 | 1,124 |
Thereafter | 3,756 |
Total minimum lease payments | 9,376 |
Less: Interest payments | (3,319) |
Total minimum leas payments, net of interest | $ 6,057 |
Accruals for Self-Insurance a84
Accruals for Self-Insurance and Other Commitments and Contingencies - Additional Information (Details) - USD ($) | Oct. 01, 2013 | Sep. 30, 2015 | Sep. 30, 2013 |
Commitments and Contingencies Disclosure [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 | $ 0 | |
Claim retention with statutory limit, Workers' compensation | $ 350,000 | ||
Claim retention with statutory limit, automobile liability | 100,000 | ||
Stop loss insurance coverage against extraordinary claims | $ 300,000 |
Income Taxes - Provision (Benef
Income Taxes - Provision (Benefit) for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 2,333 | 1,385 | 1,009 |
Total current taxes payable | 2,333 | 1,385 | 1,009 |
Deferred: | |||
Federal | 1,735 | (10,338) | (8,452) |
State | (1,379) | (2,510) | (2,499) |
Net deferred tax provision (benefit) | 356 | (12,848) | (10,951) |
Income tax provision (benefit) | $ 2,689 | $ (11,463) | $ (9,942) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Tax [Line Items] | |||
Income tax paid | $ 1,900,000 | $ 600,000 | $ 1,700,000 |
Valuation allowance | 9,229,000 | 10,033,000 | |
Unrecognized tax benefits | 0 | 0 | 0 |
Interest and penalties | 0 | $ 0 | $ 0 |
Federal Income Tax | |||
Income Tax [Line Items] | |||
Net operating loss carryforwards for state purposes | 15,000,000 | ||
State Income Tax | |||
Income Tax [Line Items] | |||
Net operating loss carryforwards for state purposes | $ 199,300,000 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Company's Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Gross deferred tax assets: | ||
Deferred compensation | $ 1,875 | $ 1,229 |
Interest rate swap agreements | 1,157 | 0 |
Accrued workers’ compensation | 12,335 | 12,528 |
Net operating loss carryforwards | 15,145 | 30,597 |
Allowance for bad debts | 3,828 | 4,078 |
Tax credits | 4,933 | 4,733 |
Depreciation | 3,067 | 681 |
Other | 5,321 | 2,933 |
Deferred tax assets, Gross | 47,661 | 56,779 |
Valuation allowance | (9,229) | (10,033) |
Deferred tax assets | 38,432 | 46,746 |
Deferred tax liabilities: | ||
Amortization of goodwill and intangible assets | (74,477) | (81,999) |
Other accrued liabilities | (2,530) | (4,123) |
Net deferred tax liabilities | $ (38,575) | $ (39,376) |
Income Taxes - Reconciliation B
Income Taxes - Reconciliation Between Statutory and Effective Income Tax Rates (Detail) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | |||
Federal income tax at statutory rate (percent) | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal tax benefit (percent) | 3.60% | 2.00% | 3.60% |
Nondeductible compensation (percent) | 0.80% | (0.80%) | (0.30%) |
Other nondeductible expenses (percent) | 9.10% | (1.10%) | (0.20%) |
Credits (percent) | (3.00%) | (0.00%) | (0.00%) |
Other (percent) | (5.70%) | (0.30%) | (0.20%) |
Effective tax rate (percent) | 39.80% | 34.80% | 37.90% |
Segment Information - Additiona
Segment Information - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Sep. 30, 2015USD ($)Segmentbusiness_unit | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | Segment | 2 | ||
Human Services | |||
Segment Reporting Information [Line Items] | |||
Number of business units | business_unit | 3 | ||
Post-Acute Specialty Rehabilitation Services | |||
Segment Reporting Information [Line Items] | |||
Number of business units | business_unit | 2 | ||
Number of operating segments | Segment | 2 | ||
MINNESOTA | Geographic Concentration Risk | Human Services | |||
Segment Reporting Information [Line Items] | |||
Percent of revenue | 15.00% | 14.00% | 14.00% |
Other Income (Expense) | |||
Segment Reporting Information [Line Items] | |||
Interest expense, accretion | $ | $ 0.6 | ||
Interest income | $ | $ 0.1 | $ 0.2 | $ 0.1 |
Segment Information - Performan
Segment Information - Performance of Operating Segments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Segment Reporting Information [Line Items] | |||
Net revenue | $ 1,366,946 | $ 1,255,838 | $ 1,182,509 |
EBITDA | 126,876 | 103,758 | 115,259 |
Total assets | 1,063,184 | 1,207,954 | 1,021,269 |
Depreciation and amortization | 82,172 | 67,488 | 63,573 |
Purchases of property and equipment | 42,793 | 35,295 | 31,901 |
Operating Segments | Human Services | |||
Segment Reporting Information [Line Items] | |||
Net revenue | 1,103,026 | 1,025,672 | 974,088 |
EBITDA | 165,741 | 143,492 | 135,715 |
Total assets | 611,546 | 634,989 | 655,140 |
Depreciation and amortization | 56,617 | 45,576 | 45,239 |
Purchases of property and equipment | 22,972 | 15,907 | 17,791 |
Operating Segments | Post-Acute Specialty Rehabilitation Services | |||
Segment Reporting Information [Line Items] | |||
Net revenue | 263,920 | 230,166 | 208,421 |
EBITDA | 49,099 | 36,738 | 33,241 |
Total assets | 254,529 | 222,475 | 207,475 |
Depreciation and amortization | 23,033 | 19,177 | 15,948 |
Purchases of property and equipment | 16,551 | 16,250 | 10,491 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Net revenue | 0 | 0 | 0 |
EBITDA | (87,964) | (76,472) | (53,697) |
Total assets | 197,109 | 350,490 | 158,654 |
Depreciation and amortization | 2,522 | 2,735 | 2,386 |
Purchases of property and equipment | $ 3,270 | $ 3,138 | $ 3,619 |
Segment Information - Reconcili
Segment Information - Reconciliation of EBITDA to Income from Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Segment Reporting [Abstract] | |||
EBITDA | $ 126,876 | $ 103,758 | $ 115,259 |
Depreciation and amortization | 82,172 | 67,488 | 63,573 |
Interest expense, net | 37,943 | 69,166 | 77,940 |
Income (loss) from continuing operations before income taxes | $ 6,761 | $ (32,896) | $ (26,254) |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Numerator [Abstract] | |||||||||||
Net income (loss) | $ 4,264 | $ 550 | $ 1,698 | $ (3,440) | $ (5,940) | $ 5 | $ (12,190) | $ (4,690) | $ 3,072 | $ (22,815) | $ (18,296) |
Denominator [Abstract] | |||||||||||
Weighted average number of common shares outstanding, basic | 36,990,000 | 36,950,000 | 36,950,000 | 36,950,000 | 26,395,000 | 25,250,000 | 25,250,000 | 25,250,000 | 36,959,997 | 25,538,493 | 25,250,000 |
Weighted average common equivalent shares | 128,635 | 0 | 0 | ||||||||
Weighted average shares outstanding, diluted | 37,212,000 | 37,123,000 | 37,066,000 | 36,950,000 | 26,395,000 | 25,250,000 | 25,250,000 | 25,250,000 | 37,088,632 | 25,538,493 | 25,250,000 |
Net income (loss) per share, basic and diluted (in dollars per share) | $ 0.08 | $ (0.89) | $ (0.72) | ||||||||
Stock options | |||||||||||
Denominator [Abstract] | |||||||||||
Equity instruments excluded from diluted net income (loss) per share calculation as the effect would have been anti-dilutive (shares) | 1,758 | 559,327 | 0 | ||||||||
Restricted stock units | |||||||||||
Denominator [Abstract] | |||||||||||
Equity instruments excluded from diluted net income (loss) per share calculation as the effect would have been anti-dilutive (shares) | 5,664 | 550,481 | 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions | Oct. 01, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Equity [Line Items] | ||||
Award vesting period (years) | 3 years | |||
Stock based compensation expense | $ 5.2 | $ 0.9 | $ 0.3 | |
Stock option issued (shares) | 12,168 | 559,327 | ||
Stock based compensation expense | $ 2.8 | |||
Weighted average period (years) | 2 years | |||
Stock options | ||||
Equity [Line Items] | ||||
Expected dividend yield (percent) | 0.00% | 0.00% | ||
Employees | ||||
Equity [Line Items] | ||||
Award vesting period (years) | 3 years | |||
Director | ||||
Equity [Line Items] | ||||
Award vesting period (years) | 1 year | |||
Stock option | Vesting period one | ||||
Equity [Line Items] | ||||
Common Units vested upon grant (percent) | 33.33% | |||
Stock option | Vesting period two | ||||
Equity [Line Items] | ||||
Common Units vested upon grant (percent) | 33.33% | |||
Stock option | Vesting period three | ||||
Equity [Line Items] | ||||
Common Units vested upon grant (percent) | 33.33% | |||
Restricted stock units | ||||
Equity [Line Items] | ||||
Unrecognized compensation expense | $ 6.3 | |||
Weighted average period (years) | 1 year 10 months 24 days | |||
Shares issued | 39,393 | 550,481 | ||
Common Units vested upon grant (percent) | 100.00% | |||
Restricted stock units | Vesting period one | ||||
Equity [Line Items] | ||||
Common Units vested upon grant (percent) | 33.33% | |||
Restricted stock units | Vesting period two | ||||
Equity [Line Items] | ||||
Common Units vested upon grant (percent) | 33.33% | |||
Restricted stock units | Vesting period three | ||||
Equity [Line Items] | ||||
Common Units vested upon grant (percent) | 33.33% | |||
2006 Unit Plan | Common Class G | ||||
Equity [Line Items] | ||||
Stock based compensation expense | $ 0.6 | |||
2006 Unit Plan | Performance Shares | Common Class H | ||||
Equity [Line Items] | ||||
Unrecognized compensation expense | $ 10.5 | |||
2006 Unit Plan | Stock Compensation Plan | Common Class F | ||||
Equity [Line Items] | ||||
Unrecognized compensation expense | 0.1 | |||
2006 Unit Plan | Stock Compensation Plan | Common Class H | ||||
Equity [Line Items] | ||||
Unrecognized compensation expense | $ 10.4 | |||
2014 Omnibus Incentive Plan | ||||
Equity [Line Items] | ||||
Number of units authorized | 3,325,500 | |||
Number of shares available for grant | 2,200,000 | |||
2014 Omnibus Incentive Plan | Incentive Stock Options and Non-Qualified Stock Options | ||||
Equity [Line Items] | ||||
Award vesting period (years) | 3 years | |||
Option expiration period (years) | 10 years | |||
2014 Omnibus Incentive Plan | Restricted stock units | ||||
Equity [Line Items] | ||||
Award vesting period (years) | 3 years | |||
NMH Investment | 2006 Unit Plan | Common Class F | ||||
Equity [Line Items] | ||||
Award vesting period (years) | 3 years | |||
Majority Shareholder | NMH Investment | ||||
Equity [Line Items] | ||||
Shares issued | 0 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class B | ||||
Equity [Line Items] | ||||
Number of units authorized | 192,500 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class C | ||||
Equity [Line Items] | ||||
Number of units authorized | 202,000 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class D | ||||
Equity [Line Items] | ||||
Number of units authorized | 388,881 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class E | ||||
Equity [Line Items] | ||||
Number of units authorized | 6,375 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class F | ||||
Equity [Line Items] | ||||
Number of units authorized | 5,396,388 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class G | ||||
Equity [Line Items] | ||||
Number of units authorized | 130,000 | |||
Majority Shareholder | NMH Investment | 2006 Unit Plan | Common Class H | ||||
Equity [Line Items] | ||||
Number of units authorized | 1,200,000 | |||
Subsequent Event | 2006 Unit Plan | Stock Compensation Plan | ||||
Equity [Line Items] | ||||
Stock based compensation expense | $ 10.5 | |||
Common Stock | Subsequent Event | Secondary Offering | NMH Investment | ||||
Equity [Line Items] | ||||
Shares sold by stockholders | 25,250,000 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Fair Value of Units Issued (Detail) | 12 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate (percent) | 0.13% | |
Risk-free interest rate, minimum (percent) | 0.21% | |
Risk-free interest rate, maximum (percent) | 0.27% | |
Expected term (years) | 1 year | |
Expected volatility (percent) | 30.00% | 40.00% |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 1 year 8 months 12 days | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 2 years 4 months 24 days |
Stock-Based Compensation - Su95
Stock-Based Compensation - Summary of Equity Instruments Other Than Options Activity (Detail) - Majority Shareholder - NMH Investment | 12 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Units Outstanding (shares) | |
Non-vested shares beginning balance (shares) | shares | 1,424,296 |
Granted (shares) | shares | 0 |
Forfeited (shares) | shares | 0 |
Vested (shares) | shares | 177,165 |
Non-vested shares ending balance (shares) | shares | 1,247,131 |
Weighted Average Grant- Date Fair Value (dollars per share) | |
Non-vested balance at beginning of the year (dollars per share) | $ / shares | $ 0.29 |
Granted (dollars per share) | $ / shares | 0 |
Forfeited (dollars per share) | $ / shares | 0 |
Vested (dollars per share) | $ / shares | 0.18 |
Non-vested balance at ending of the year (dollars per share) | $ / shares | $ 0.18 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions in Calculating the Fair Value of Options Granted (Detail) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum (percent) | 0.21% | ||
Risk-free interest rate, maximum (percent) | 0.27% | ||
Risk-free interest rate (percent) | 0.13% | ||
Expected term (years) | 1 year | ||
Expected volatility (percent) | 30.00% | 40.00% | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum (percent) | 1.69% | ||
Risk-free interest rate, maximum (percent) | 1.74% | ||
Risk-free interest rate (percent) | 1.88% | ||
Expected term (years) | 6 years | 6 years | |
Expected volatility, minimum (percent) | 38.80% | ||
Expected volatility, maximum (percent) | 40.40% | ||
Expected volatility (percent) | 45.00% | ||
Expected dividend yield (percent) | 0.00% | 0.00% |
Stock-Based Compensation - Su97
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Number of Shares | ||
Outstanding at beginning of year (shares) | 559,327 | |
Granted (shares) | 12,168 | 559,327 |
Forfeited (shares) | 3,595 | |
Exercised (shares) | 0 | |
Expired (shares) | 0 | |
Outstanding at end of year (shares) | 567,900 | 559,327 |
Vested or expected to vest at end of year (shares) | 532,431 | |
Exercisable at end of year (shares) | 186,511 | |
Weighted- Average Exercise Price per Share | ||
Outstanding at beginning of year (dollars per share) | $ 17 | |
Granted (dollars per share) | 15.98 | |
Forfeited (dollars per share) | 17 | |
Exercised, Weighted-Average Exercise Price per Share | 0 | |
Expired (dollars per share) | 0 | |
Outstanding at end of year (dollars per share) | 16.98 | $ 17 |
Vested or expected to vest at end of year (dollars per share) | 16.99 | |
Exercisable at end of year (dollars per share) | $ 17 | |
Outstanding- Weighted- Average Remaining Life (Years) | 9 years | |
Vested or expected to vest- Weighted- Average Remaining Life (Years) | 9 years | |
Exercisable- Weighted- Average Remaining Life (Years) | 9 years | |
Outstanding at end of year, aggregate intrinsic value | $ 3,373,326 | |
Vested or expected to vest at end of year, aggregate intrinsic value | 3,157,315.83 | |
Exercisable at end of year, aggregate intrinsic value | $ 1,104,145.12 |
Stock-Based Compensation - Su98
Stock-Based Compensation - Summary of Issued Restricted Stock Awards (Detail) - Restricted stock units - $ / shares | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Non-vested shares beginning balance (shares) | 550,481 | |
Granted (shares) | 39,393 | 550,481 |
Forfeited (shares) | 1,622 | |
Vested (shares) | 202,317 | |
Non-vested shares ending balance (shares) | 385,935 | 550,481 |
Weighted Average Grant- Date Fair Value (dollars per share) | ||
Non-vested balance at beginning balance of the year (dollars per share) | $ 17 | |
Granted (dollars per share) | 18 | |
Forfeited (dollars per share) | 17 | |
Vested (dollars per share) | 17 | |
Non-vested balance at ending balance of the year (dollars per share) | $ 17.10 | $ 17 |
Valuation and Qualifying Acco99
Valuation and Qualifying Accounts - Summary Information about Allowances for Doubtful Accounts and Sales Allowances (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 11,491 | $ 12,494 | $ 9,250 |
Provision | 17,055 | 20,392 | 18,286 |
Write-Offs | (17,339) | (21,395) | (15,042) |
Balance at end of Period | $ 11,207 | $ 11,491 | $ 12,494 |
Valuation and Qualifying Acc100
Valuation and Qualifying Accounts - Additional Information (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Millions | Sep. 30, 2015 | Sep. 30, 2014 |
Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Account receivable, collateralized by liens, net of allowances | $ 6.7 | $ 6.7 |
Allowances for account receivable, collateralized by liens | $ 1.6 | $ 1.7 |
Quarterly Financial Data (un101
Quarterly Financial Data (unaudited) - Consolidated Statement of Operations Data for Eight Quarters (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 351,182 | $ 345,994 | $ 335,180 | $ 334,590 | $ 327,291 | $ 318,189 | $ 306,366 | $ 303,992 | |||
Income (loss) from continuing operations, net of tax | 4,298 | 1,391 | 1,768 | (3,385) | (4,491) | (24) | (12,236) | (4,683) | $ 4,072 | $ (21,433) | $ (16,312) |
Income (loss) from discontinued operations, net of tax | (34) | (841) | (70) | (55) | (1,449) | 29 | 46 | (7) | (1,000) | (1,382) | (1,984) |
Net income (loss) | $ 4,264 | $ 550 | $ 1,698 | $ (3,440) | $ (5,940) | $ 5 | $ (12,190) | $ (4,690) | $ 3,072 | $ (22,815) | $ (18,296) |
Loss per common share, basic | |||||||||||
Income (loss) from continuing operations, basic (dollars per shares) | $ 0.12 | $ 0.04 | $ 0.05 | $ (0.09) | $ (0.17) | $ 0 | $ (0.48) | $ (0.19) | |||
Income (loss) from discontinued operations, basic (dollars per shares) | 0 | (0.03) | 0 | 0 | (0.05) | 0 | 0 | 0 | |||
Net income (loss), basic (dollars per shares) | 0.12 | 0.01 | 0.05 | (0.09) | (0.23) | 0 | (0.48) | (0.19) | |||
Loss per common share, diluted | |||||||||||
Income (loss) from continuing operations, diluted (dollars per share) | 0.11 | 0.04 | 0.05 | (0.09) | (0.17) | 0 | (0.48) | (0.19) | |||
Income (loss) from discontinued operations, diluted (dollars per share) | 0 | (0.03) | 0 | 0 | (0.05) | 0 | 0 | 0 | |||
Net income (loss), diluted (dollars per share) | $ 0.11 | $ 0.01 | $ 0.05 | $ (0.09) | $ (0.23) | $ 0 | $ (0.48) | $ (0.19) | |||
Weighted average number of common shares outstanding, basic | 36,990,000 | 36,950,000 | 36,950,000 | 36,950,000 | 26,395,000 | 25,250,000 | 25,250,000 | 25,250,000 | 36,959,997 | 25,538,493 | 25,250,000 |
Weighted average number of common shares outstanding, diluted | 37,212,000 | 37,123,000 | 37,066,000 | 36,950,000 | 26,395,000 | 25,250,000 | 25,250,000 | 25,250,000 | 37,088,632 | 25,538,493 | 25,250,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Nov. 30, 2015 | Oct. 07, 2015 | Oct. 01, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Subsequent Event [Line Items] | ||||||
Fair value consideration of acquired companies | $ 44.8 | $ 56.1 | $ 9.3 | |||
IPO | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Stock issued during period (shares) | 2,300,000 | |||||
Sale of stock (dollars per share) | $ 20.37 | |||||
Common Class F and Common Class H | 2006 Unit Plan | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Unrecognized compensation expense | $ 10.5 | |||||
NMH Investment | Common Stock | Secondary Offering | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Shares sold by stockholders | 25,250,000 | |||||
Human Services | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Fair value consideration of acquired companies | $ 3.4 |
Schedule I - Condensed Paren103
Schedule I - Condensed Parent Company Financial Information - Parent-Only Condensed Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
ASSETS | ||||
Cash | $ 41,690 | $ 196,147 | $ 19,440 | $ 125 |
Deferred income taxes | (38,575) | (39,376) | ||
Total assets | 1,063,184 | 1,207,954 | 1,021,269 | |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||
Other liabilities | 23,558 | 15,277 | ||
Common stock, $0.01 par value; 350,000,000 shares authorized; and 37,093,237 and 36,950,000 shares issued and outstanding at September 30, 2015 and 2014, respectively | 371 | 370 | ||
Additional paid-in capital | 277,311 | 272,943 | ||
Accumulated other comprehensive loss | (1,704) | 0 | ||
Accumulated deficit | (154,703) | (157,775) | ||
Total stockholders' equity | 121,275 | 115,538 | (46,515) | (29,931) |
Total liabilities and stockholders' equity | $ 1,063,184 | $ 1,207,954 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 350,000,000 | 350,000,000 | ||
Common stock, shares issued | 37,093,237 | 36,950,000 | ||
Common stock, shares outstanding | 37,093,237 | 36,950,000 | ||
Parent Company | ||||
ASSETS | ||||
Cash | $ 0 | $ 125 | $ 125 | $ 125 |
Other assets | 5,236 | 3,482 | ||
Deferred income taxes | 9,793 | 13,206 | ||
Investment in subsidiaries | 106,263 | 101,636 | ||
Total assets | 121,292 | 118,449 | ||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||
Other liabilities | 17 | 2,911 | ||
Total liabilities | 17 | 2,911 | ||
Common stock, $0.01 par value; 350,000,000 shares authorized; and 37,093,237 and 36,950,000 shares issued and outstanding at September 30, 2015 and 2014, respectively | 371 | 370 | ||
Additional paid-in capital | 277,311 | 272,943 | ||
Accumulated other comprehensive loss | (1,704) | 0 | ||
Accumulated deficit | (154,703) | (157,775) | ||
Total stockholders' equity | 121,275 | 115,538 | ||
Total liabilities and stockholders' equity | $ 121,292 | $ 118,449 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 350,000,000 | 350,000,000 | ||
Common stock, shares issued | 37,093,237 | 36,950,000 | ||
Common stock, shares outstanding | 37,093,237 | 36,950,000 |
Schedule I - Condensed Paren104
Schedule I - Condensed Parent Company Financial Information - Parent-Only Condensed Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
General and administrative expenses | $ (162,839) | $ (145,041) | $ (145,184) | ||||||||
Income (loss) from operations | 62,571 | 60,266 | 52,134 | ||||||||
Income (loss) before income taxes | 6,761 | (32,896) | (26,254) | ||||||||
Expense (benefit) for income taxes | 2,689 | (11,463) | (9,942) | ||||||||
Net income (loss) | $ 4,264 | $ 550 | $ 1,698 | $ (3,440) | $ (5,940) | $ 5 | $ (12,190) | $ (4,690) | 3,072 | (22,815) | (18,296) |
Other comprehensive income (loss) | (1,704) | 1,880 | 1,478 | ||||||||
Comprehensive income (loss) | 1,368 | (20,935) | (16,818) | ||||||||
Parent Company | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
General and administrative expenses | 0 | (738) | 0 | ||||||||
Equity in net income (loss) of subsidiary | 2,608 | (22,402) | (18,296) | ||||||||
Income (loss) from operations | 2,608 | (23,140) | (18,296) | ||||||||
Income (loss) before income taxes | 2,608 | (23,140) | (18,296) | ||||||||
Expense (benefit) for income taxes | (464) | (325) | 0 | ||||||||
Net income (loss) | 3,072 | (22,815) | (18,296) | ||||||||
Other comprehensive income (loss) | (1,704) | 1,880 | 1,478 | ||||||||
Comprehensive income (loss) | $ 1,368 | $ (20,935) | $ (16,818) |
Schedule I - Condensed Paren105
Schedule I - Condensed Parent Company Financial Information - Parent-Only Condensed Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Cash flows used in operating activities: | |||||||||||
Net income (loss) | $ 4,264 | $ 550 | $ 1,698 | $ (3,440) | $ (5,940) | $ 5 | $ (12,190) | $ (4,690) | $ 3,072 | $ (22,815) | $ (18,296) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Deferred income taxes | 356 | (13,266) | (12,212) | ||||||||
Other assets | (4,711) | 4,369 | 553 | ||||||||
Other accrued liabilities | (8,070) | 9,079 | (2,719) | ||||||||
Net cash provided by operating activities | 90,478 | 83,916 | 55,738 | ||||||||
Cash flows provided by (used in) investing activities: | |||||||||||
Net cash used in investing activities | (79,004) | (88,924) | (39,377) | ||||||||
Cash flows provided by (used in) financing activities: | |||||||||||
Net cash provided by (used in) financing activities | (165,931) | 181,715 | 2,954 | ||||||||
Net increase (decrease) in cash and cash equivalents | (154,457) | 176,707 | 19,315 | ||||||||
Cash and cash equivalents at beginning of period | 196,147 | 19,440 | 196,147 | 19,440 | 125 | ||||||
Cash and cash equivalents at end of period | 41,690 | 196,147 | 41,690 | 196,147 | 19,440 | ||||||
Parent Company | |||||||||||
Cash flows used in operating activities: | |||||||||||
Net income (loss) | 3,072 | (22,815) | (18,296) | ||||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Equity in net (income) loss of subsidiary | (2,608) | 22,402 | 18,296 | ||||||||
Deferred income taxes | 3,413 | 130 | 0 | ||||||||
Other assets | (1,754) | (2,711) | 0 | ||||||||
Other accrued liabilities | (2,248) | 2,994 | 0 | ||||||||
Net cash provided by operating activities | (125) | 0 | 0 | ||||||||
Cash flows provided by (used in) investing activities: | |||||||||||
Investment in NMHI | 0 | (182,203) | 0 | ||||||||
Dividend from NMHI | 0 | 110 | 39 | ||||||||
Net cash used in investing activities | 0 | (182,093) | 39 | ||||||||
Cash flows provided by (used in) financing activities: | |||||||||||
Net proceeds from IPO | 0 | 182,203 | 0 | ||||||||
Dividend to NMH Investment, LLC | 0 | (110) | (39) | ||||||||
Net cash provided by (used in) financing activities | 0 | 182,093 | (39) | ||||||||
Net increase (decrease) in cash and cash equivalents | (125) | 0 | 0 | ||||||||
Cash and cash equivalents at beginning of period | $ 125 | $ 125 | 125 | 125 | 125 | ||||||
Cash and cash equivalents at end of period | $ 0 | $ 125 | $ 0 | $ 125 | $ 125 |