Inovalon (INOV) 10-Q 30 Oct 19 2019 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2019	Oct. 18, 2019
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2019
Document Transition Report	false
Entity File Number	001-36841
Entity Registrant Name	Inovalon Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1830316
Entity Address, Address Line One	4321 Collington Road,
Entity Address, City or Town	Bowie,
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20716
City Area Code	301
Local Phone Number	809-4000
Title of 12(b) Security	Class A Common Stock, $0.000005 par value per share
Security Exchange Name	NASDAQ
Trading Symbol	INOV
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001619954
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Class A Common
Entity Common Stock, Shares Outstanding (in shares)		75,593,318
Class B Common
Entity Common Stock, Shares Outstanding (in shares)		79,387,495

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 133,555	$ 115,591
Short-term investments	0	7,000
Accounts receivable (net of allowances of $3,918 and $3,350 at September 30, 2019 and December 31, 2018, respectively)	127,415	104,405
Prepaid expenses and other current assets	20,596	34,801
Income tax receivable	5,408	10,330
Total current assets	286,974	272,127
Non-current assets:
Property, equipment and capitalized software, net	139,415	141,758
Operating lease right-of-use assets	45,098	0
Goodwill	955,881	956,029
Intangible assets, net	495,994	535,343
Other assets	19,828	16,158
Total assets	1,943,190	1,921,415
Current liabilities:
Accounts payable and accrued expenses	29,196	31,295
Accrued compensation	32,582	25,298
Other current liabilities	25,047	51,384
Deferred revenue	18,012	20,628
Credit facilities	9,800	9,800
Operating lease liabilities	8,811	0
Finance lease liabilities	2,420	2,905
Total current liabilities	125,868	141,310
Non-current liabilities:
Credit facilities, less current portion	935,135	939,514
Operating lease liabilities, less current portion	44,252	0
Finance lease liabilities, less current portion	13,005	13,927
Other liabilities	55,512	33,406
Deferred income taxes	95,475	110,669
Total liabilities	1,269,247	1,238,826
Commitments and contingencies (Note 7)
Stockholders’ equity:
Common stock	0	0
Preferred stock, $0.0001 par value, 100,000,000 shares authorized, zero shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively	0	0
Additional paid-in-capital	632,759	618,674
Retained earnings	273,528	270,471
Treasury stock, at cost, 14,620,175 shares at September 30, 2019 and December 31, 2018, respectively	(199,817)	(199,817)
Other comprehensive loss	(32,528)	(6,740)
Total stockholders’ equity	673,943	682,589
Total liabilities and stockholders’ equity	1,943,190	1,921,415
Class A Common
Stockholders’ equity:
Common stock	1	0
Class B Common
Stockholders’ equity:
Common stock	$ 0	$ 1

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Accounts receivable, allowances	$ 3,918	$ 3,350
Common stock, par value (in dollars per share)	$ 0.000005	$ 0.000005
Common stock, authorized (in shares)	900,000,000	900,000,000
Common stock, issued (in shares)	0	0
Common stock, outstanding (in shares)	0	0
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	100,000,000	100,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Class A Common
Common stock, par value (in dollars per share)	$ 0.000005	$ 0.000005
Common stock, authorized (in shares)	750,000,000	750,000,000
Common stock, issued (in shares)	90,218,331	86,679,575
Common stock, outstanding (in shares)	75,598,156	72,059,400
Treasury stock (in shares)	14,620,175	14,620,175
Class B Common
Common stock, par value (in dollars per share)	$ 0.000005	$ 0.000005
Common stock, authorized (in shares)	150,000,000	150,000,000
Common stock, issued (in shares)	79,387,495	80,608,685
Common stock, outstanding (in shares)	79,387,495	80,608,685

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Statement [Abstract]
Revenue		$ 166,453	$ 145,809	$ 468,921	$ 391,362
Expenses:
Cost of revenue	[1]	42,940	36,422	121,261	108,928
Sales and marketing	[1]	16,172	11,785	44,004	31,732
Research and development	[1]	9,060	7,580	25,159	21,546
General and administrative	[1]	49,306	47,203	148,623	156,773
Depreciation and amortization		26,903	26,571	81,370	69,857
Restructuring expense		0	0	0	9,464
Total operating expenses		144,381	129,561	420,417	398,300
Income (Loss) from operations		22,072	16,248	48,504	(6,938)
Other income and (expenses):
Interest income		619	325	1,893	1,874
Interest expense		(16,700)	(16,824)	(49,891)	(34,274)
Other expense, net		(7)	(210)	(18)	(1,841)
Income (Loss) before taxes		5,984	(461)	488	(41,179)
(Benefit from) Provision for income taxes		(858)	383	(2,569)	(13,035)
Net income (loss)		6,842	(844)	3,057	(28,144)
Net income (loss) attributable to common stockholders, basic and diluted		$ 6,621	$ (844)	$ 2,965	$ (28,144)
Net income (loss) per share attributable to common stockholders, basic and diluted:
Basic net (loss) income per share (in dollars per share)		$ 0.04	$ (0.01)	$ 0.02	$ (0.19)
Diluted net (loss) income per share (in dollars per share)		$ 0.04	$ (0.01)	$ 0.02	$ (0.19)
Weighted average shares of common stock outstanding:
Basic (in shares)		148,456	147,339	148,124	144,662
Diluted (in shares)		148,797	147,339	148,473	144,662
[1]	(1) Includes stock-based compensation expense as follows: Cost of revenue $ 116 $ 101 $ 271 $ 154 Sales and marketing 535 308 1,174 376 Research and development 475 643 1,224 1,601 General and administrative 4,659 3,702 11,137 9,015 Total stock-based compensation expense $ 5,785 $ 4,754 $ 13,806 $ 11,146

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Includes stock-based compensation expense as follows:
Total stock-based compensation expense	$ 5,785	$ 4,754	$ 13,806	$ 11,146
Cost of revenue
Includes stock-based compensation expense as follows:
Total stock-based compensation expense	116	101	271	154
Sales and marketing
Includes stock-based compensation expense as follows:
Total stock-based compensation expense	535	308	1,174	376
Research and development
Includes stock-based compensation expense as follows:
Total stock-based compensation expense	475	643	1,224	1,601
General and administrative
Includes stock-based compensation expense as follows:
Total stock-based compensation expense	$ 4,659	$ 3,702	$ 11,137	$ 9,015

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 6,842	$ (844)	$ 3,057	$ (28,144)
Other comprehensive income (loss):
Realized losses on cash flow hedges reclassified from accumulated other comprehensive income, net of tax of $(317), $(403), $(680) and $(671), respectively	677	849	1,445	1,419
Net change in unrealized (losses) gains on cash flow hedges, net of tax of $3,003, $(1,561), $12,786 and $(1,498), respectively	(6,561)	3,303	(27,245)	3,168
Realized losses on short-term investments reclassified from accumulated other comprehensive income, net of tax of $0, $0, $0 and $(319), respectively	0	0	0	716
Net change in unrealized gains and (losses) on available-for-sale investments, net of tax of $0, $(15), $(6) and $76, respectively	0	40	12	(164)
Reclassification of income tax effects of the Tax Cuts and Jobs Act of 2017	0	0	0	(102)
Comprehensive income (loss)	$ 958	$ 3,348	$ (22,731)	$ (23,107)

CONSOLIDATED STATEMENTS OF CO_2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Comprehensive Income [Abstract]
Realized losses on cash flow hedges reclassified from accumulated other comprehensive income, tax	$ (317)	$ (403)	$ (680)	$ (671)
Net change in unrealized (losses) gains on cash flow hedges, tax	3,003	(1,561)	12,786	(1,498)
Realized losses on short-term investments reclassified from accumulated other comprehensive income, tax	0	0	0	(319)
Net change in unrealized gains and (losses) on available-for-sale investments, tax	$ 0	$ (15)	$ (6)	$ 76

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common StockClass A Common	Common StockClass B Common	Treasury Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive (Loss) Income
Beginning balance (in shares) at Dec. 31, 2017		77,588,018	80,957,495	(14,620,175)
Beginning balance at Dec. 31, 2017	$ 642,772	$ 0	$ 1	$ (199,817)	$ 534,159	$ 308,905	$ (476)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	3,723				3,723
Exercise of stock options (in shares)		211,002
Exercise of stock options	1,450				1,450
Conversion Class B to Class A common stock (in shares)		348,810	(348,810)
Issuance of shares related to restricted stock units and awards, net of forfeitures (in shares)		452,657
Shares withheld for employee taxes upon conversion of restricted stock (in shares)		(33,980)
Shares withheld for employee taxes upon conversion of restricted stock	(459)				(459)
Other comprehensive income	379						379
Net income (loss)	(16,834)					(16,834)
Ending balance (in shares) at Mar. 31, 2018		78,566,507	80,608,685	(14,620,175)
Ending balance at Mar. 31, 2018	631,761	$ 0	$ 1	$ (199,817)	538,873	292,801	(97)
Beginning balance (in shares) at Dec. 31, 2017		77,588,018	80,957,495	(14,620,175)
Beginning balance at Dec. 31, 2017	642,772	$ 0	$ 1	$ (199,817)	534,159	308,905	(476)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(28,144)
Ending balance (in shares) at Sep. 30, 2018		86,447,709	80,608,685	(14,620,175)
Ending balance at Sep. 30, 2018	702,018	$ 0	$ 1	$ (199,817)	615,782	281,491	4,561
Beginning balance (in shares) at Mar. 31, 2018		78,566,507	80,608,685	(14,620,175)
Beginning balance at Mar. 31, 2018	631,761	$ 0	$ 1	$ (199,817)	538,873	292,801	(97)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	2,609				2,609
Issuance of common stock related to business combination (in shares)		7,598,731
Issuance of common stock related to business combination	70,000				70,000
Exercise of stock options (in shares)		21,059
Exercise of stock options	163				163
Issuance of shares related to restricted stock units and awards, net of forfeitures (in shares)		466,474
Shares withheld for employee taxes upon conversion of restricted stock (in shares)		(60,521)
Shares withheld for employee taxes upon conversion of restricted stock	(610)				(610)
Other comprehensive income	466						466
Net income (loss)	(10,466)					(10,466)
Ending balance (in shares) at Jun. 30, 2018		86,592,250	80,608,685	(14,620,175)
Ending balance at Jun. 30, 2018	693,923	$ 0	$ 1	$ (199,817)	611,035	282,335	369
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	4,732				4,732
Exercise of stock options (in shares)		2,000
Exercise of stock options	15				15
Issuance of shares related to restricted stock units and awards, net of forfeitures (in shares)		(139,879)
Shares withheld for employee taxes upon conversion of restricted stock (in shares)		(6,662)
Shares withheld for employee taxes upon conversion of restricted stock	0				0
Other comprehensive income	4,192						4,192
Net income (loss)	(844)					(844)
Ending balance (in shares) at Sep. 30, 2018		86,447,709	80,608,685	(14,620,175)
Ending balance at Sep. 30, 2018	702,018	$ 0	$ 1	$ (199,817)	615,782	281,491	4,561
Beginning balance (in shares) at Dec. 31, 2018		86,679,575	80,608,685	(14,620,175)
Beginning balance at Dec. 31, 2018	682,589	$ 0	$ 1	$ (199,817)	618,674	270,471	(6,740)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	5,163				5,163
Conversion Class B to Class A common stock (in shares)		460,000	(460,000)
Issuance of shares related to restricted stock units and awards, net of forfeitures (in shares)		759,409
Shares withheld for employee taxes upon conversion of restricted stock (in shares)		(82,978)
Shares withheld for employee taxes upon conversion of restricted stock	(1,086)				(1,086)
Other comprehensive income	(8,054)						(8,054)
Net income (loss)	(8,323)					(8,323)
Ending balance (in shares) at Mar. 31, 2019		87,816,006	80,148,685	(14,620,175)
Ending balance at Mar. 31, 2019	670,289	$ 0	$ 1	$ (199,817)	622,751	262,148	(14,794)
Beginning balance (in shares) at Dec. 31, 2018		86,679,575	80,608,685	(14,620,175)
Beginning balance at Dec. 31, 2018	682,589	$ 0	$ 1	$ (199,817)	618,674	270,471	(6,740)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	3,057
Ending balance (in shares) at Sep. 30, 2019		90,218,331	79,387,495	(14,620,175)
Ending balance at Sep. 30, 2019	673,943	$ 1	$ 0	$ (199,817)	632,759	273,528	(32,528)
Beginning balance (in shares) at Mar. 31, 2019		87,816,006	80,148,685	(14,620,175)
Beginning balance at Mar. 31, 2019	670,289	$ 0	$ 1	$ (199,817)	622,751	262,148	(14,794)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	2,740				2,740
Exercise of stock options (in shares)		85,038	139,270
Exercise of stock options	1,817				1,817
Conversion Class B to Class A common stock (in shares)		460	(460)
Issuance of shares related to restricted stock units and awards, net of forfeitures (in shares)		753,800
Shares withheld for employee taxes upon conversion of restricted stock (in shares)		(105,349)
Shares withheld for employee taxes upon conversion of restricted stock	(1,400)				(1,400)
Other comprehensive income	(11,850)						(11,850)
Net income (loss)	4,538					4,538
Ending balance (in shares) at Jun. 30, 2019		88,549,955	80,287,495	(14,620,175)
Ending balance at Jun. 30, 2019	666,134	$ 0	$ 1	$ (199,817)	625,908	266,686	(26,644)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	5,721				5,721
Exercise of stock options (in shares)		169,023
Exercise of stock options	1,504				1,504
Conversion Class B to Class A common stock (in shares)		900,000	(900,000)
Conversion Class B to Class A common stock		$ 1	$ (1)
Issuance of shares related to restricted stock units and awards, net of forfeitures (in shares)		614,795
Shares withheld for employee taxes upon conversion of restricted stock (in shares)		(15,442)
Shares withheld for employee taxes upon conversion of restricted stock	(374)				(374)
Other comprehensive income	(5,884)						(5,884)
Net income (loss)	6,842					6,842
Ending balance (in shares) at Sep. 30, 2019		90,218,331	79,387,495	(14,620,175)
Ending balance at Sep. 30, 2019	$ 673,943	$ 1	$ 0	$ (199,817)	$ 632,759	$ 273,528	$ (32,528)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Cash flows from operating activities:
Net income (loss)	$ 6,842	$ (8,323)	$ (844)	$ (16,834)	$ 3,057	$ (28,144)
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation expense					13,806	11,146
Depreciation					42,021	39,240
Amortization of intangibles					39,349	30,617
Amortization of debt issuance costs and debt discount					3,251	2,076
Deferred income taxes					(2,780)	(11,651)
Restructuring expense, non-cash					0	8,583
Change in fair value of contingent consideration					67	9,364
Other					1,230	614
Changes in assets and liabilities:
Accounts receivable					(23,577)	(1,046)
Prepaid expenses and other current assets					(944)	(6,606)
Income taxes receivable					5,059	1,612
Other assets					(4,196)	(4,686)
Accounts payable and accrued expenses					1,508	(5,444)
Accrued compensation					6,295	8,551
Other current and non-current liabilities					(6,728)	6,695
Deferred revenue					(2,617)	2,094
Payment for acquisition-related contingent consideration					(2,549)	0
Net cash provided by operating activities					72,252	63,015
Cash flows from investing activities:
Maturities of short-term investments					6,964	92,207
Sales of short-term investments					0	161,772
Purchases of property and equipment					(14,022)	(19,943)
Investment in capitalized software					(25,972)	(30,369)
Acquisition, net of cash acquired of $0 and $23,850, respectively					0	(1,082,740)
Net cash used in investing activities					(33,030)	(879,073)
Cash flows from financing activities:
Proceeds from credit facility borrowings, net of discount					0	965,300
Repayment of credit facility borrowings					(7,350)	(236,250)
Payments for debt issuance costs					0	(18,269)
Proceeds from exercise of stock options					3,321	1,628
Finance lease liabilities paid	(596)				(1,769)	(709)
Tax payments for equity award issuances					(2,860)	(1,070)
Payment for acquisition-related contingent consideration					(12,600)	0
Net cash (used in) provided by financing activities					(21,258)	710,630
Increase (Decrease) in cash and cash equivalents					17,964	(105,428)
Cash and cash equivalents, beginning of period		$ 115,591		$ 208,944	115,591	208,944	$ 208,944
Cash and cash equivalents, end of period	$ 133,555		$ 103,516		133,555	103,516	$ 115,591
Supplementary cash flow disclosure:
Income taxes received, net					(5,058)	(3,597)
Interest paid					47,861	27,618
Non-cash transactions:
Operating lease obligations incurred					20,830	0
Finance lease obligations incurred					20	4,602
Accruals for purchases of property, equipment					2,260	7,700
Accruals for investment in capitalized software					2,018	2,450
Acquisition consideration					$ 0	$ 84,156

BASIS OF PRESENTATION

BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared by Inovalon Holdings, Inc. (“Inovalon” or the “Company”) in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Rule 10-01 of Regulation S-X. Accordingly, the unaudited consolidated financial statements may not include all of the information and notes required by GAAP for audited financial statements. The year-end December 31, 2018 consolidated balance sheet data included herein was derived from audited financial statements but does not include all disclosures required by GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of items of a normal and recurring nature, necessary to present fairly the Company’s financial position as of September 30, 2019 , the results of operations, comprehensive income (loss), and stockholders’ equity, for the three and nine month periods ended September 30, 2019 and 2018 , and cash flows for the nine months ended September 30, 2019 and 2018 . The results of operations for the three and nine month periods ended September 30, 2019 and 2018 are not necessarily indicative of the results to be expected for the full year. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities, and related disclosures, as of the date of the financial statements, and the amounts of revenue and expenses reported during the period. Actual results could differ from estimates. The information contained herein should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 (the “ 2018 Form 10-K”). Certain prior period amounts have been reclassified within the current and non-current liabilities section of the consolidated balance sheets to conform with current period presentation. Such reclassifications had no impact on current and non-current liabilities as previously reported. The accompanying unaudited consolidated financial statements include the accounts of Inovalon and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s management considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated through the date of issuance of these financial statements. Recently Adopted Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , and in July 2018 and in March 2019 issued subsequent clarifying guidance (collectively, “ASU 2016-02”). ASU 2016-02 requires the recognition of lease assets and lease liabilities on the balance sheet and enhanced disclosure about leasing arrangements. The Company adopted the new standard on January 1, 2019 using the additional transition approach, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting under Accounting Standards Codification (“ASC”) 840. Refer to “Note 4 —Leases.” In June 2018, the FASB issued ASU 2018-07, Compensation–Stock Compensation (Topic 718) . ASU 2018-07 expands the scope of ASC 718, Compensation–Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting, to include share-based payment transactions for acquired goods and services from non-employees. This update includes changing the accounting for non-employee stock-based compensation as it relates to the award measurement date, the fair value measurement of the awards, and forfeitures, among other changes to align the accounting with ASC 718. The Company adopted the new standard on January 1, 2019. There was no material impact of adoption on its consolidated financial statements and notes disclosures. In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes in response to the potential transition away from the London Interbank Offer Rate (“LIBOR”). This update permits the use of the Overnight Index Swap Rate based on the Secured Overnight Financing Rate as a U.S. benchmark interest rate for hedge accounting purposes under ASC Topic 815. The Company will apply the requirements of the new standard for any new or redesignated hedging agreements. Refer to “Note 6 —Fair Value Measurements.” Recently Issued Accounting Standards There have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company’s consolidated financial statements and note disclosures, from those disclosed in the 2018 Form 10-K, that would be expected to impact the Company except for the following: In June 2016, the FASB issued ASU 2016-13, Financial Instruments–Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and subsequent clarifying guidance (“ASU 2016-13”). ASU 2016-13 replaces the current incurred loss impairment method with a methodology that reflects the amortized cost basis net of expected credit losses that are calculated based on certain relevant information. The standard also amends the credit loss guidance for available-for-sale debt securities and requires the measurement and recognition of an expected allowance for credit losses for financial assets held at amortized cost. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company plans to adopt the requirements of the new standard on January 1, 2020 using the modified-retrospective approach. The Company determined that the standard is applicable to its accounts receivables and available-for-sale debt securities. The Company is in the process of evaluating and documenting the methodology for application, identifying and designing changes to processes and internal controls, and determining the impact of adoption on the consolidated financial statements and notes disclosures.

REVENUE

REVENUE	9 Months Ended
	Sep. 30, 2019
Revenue from Contract with Customer [Abstract]
REVENUE	REVENUE The Company primarily derives its revenues through the sale or subscription licensing of its platform solutions and services. The following table disaggregates revenue by offering (in thousands): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Platform solutions (1) $ 151,454 $ 130,523 $ 421,695 $ 347,698 Services (2) 14,999 15,286 47,226 43,664 Total revenue $ 166,453 $ 145,809 $ 468,921 $ 391,362 ______________________________________ (1) Platform solutions include arrangements for technology-based offerings representing subscription-based cloud-based platform offerings and legacy platform solutions that are not cloud-based and not billed under a subscription-based contract structure. (2) Services include advisory, implementation, and support services under time and materials, fixed price, or retainer-based contracts. Contract Balances The Company had an unbilled receivables balance of $24.5 million and $20.5 million as of September 30, 2019 and December 31, 2018 , respectively. Unbilled receivables are classified as accounts receivable on the consolidated balance sheet. The Company had deferred commissions of $11.9 million and $5.7 million as of September 30, 2019 and December 31, 2018 , respectively. The Company had a deferred revenue balance of $18.0 million and $20.6 million as of September 30, 2019 and December 31, 2018 , respectively. Revenue recognized during the three and nine months ended September 30, 2019 that was included in the deferred revenue balance at the beginning of the year was $3.7 million and $16.8 million , respectively.

NET INCOME (LOSS) PER SHARE

NET INCOME (LOSS) PER SHARE	9 Months Ended
	Sep. 30, 2019
Earnings Per Share [Abstract]
NET (LOSS) INCOME PER SHARE	NET INCOME (LOSS) PER SHARE Holders of all outstanding classes of common stock participate ratably in earnings on an identical per share basis as if all shares were a single class. Basic earnings per share (“EPS”) is computed by dividing net income (loss) by the weighted average number of shares of common stock (Class A common stock and Class B common stock) outstanding during the period. Diluted EPS is computed by dividing net income by the sum of the weighted average number of shares of common stock outstanding and potentially dilutive securities outstanding during the period under the treasury stock method. If the Company incurs a loss from continuing operations, diluted EPS is computed in the same manner as basic EPS. Potentially dilutive securities include stock options, restricted stock units (“RSUs”) and restricted stock awards (“RSAs”). Under the treasury stock method, dilutive securities are assumed to be exercised at the beginning of the periods and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Securities are excluded from the computations of diluted earnings per share if their effect would be anti-dilutive to EPS. On February 18, 2015, the date of the completion of the Company’s IPO, the Company’s 2015 Omnibus Incentive Plan (the “2015 Plan”) became effective. The 2015 Plan provided for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the Company’s employees and any parent and subsidiary employees, and for the grant of non-qualified stock options, stock appreciation rights, restricted stock, RSAs, RSUs, dividend equivalent rights, cash-based awards (including annual cash incentives and long-term cash incentives), and any combination thereof to the Company’s employees, directors, and consultants and to employees, directors, and consultants of certain affiliated entities. At the Company’s annual meeting of stockholders held on June 5, 2019, the Company’s stockholders, upon the recommendation of the Board of Directors of the Company (the “Board”), approved the Amended and Restated 2015 Omnibus Incentive Plan (the “Amended Plan”), which was previously adopted by the Board on February 14, 2019, subject to the approval by the stockholders. The Amended Plan (i) increases the maximum number of shares of the Company’s Class A common stock available for issuance by 6,000,000 shares to a total of 13,335,430 ; (ii) removes the provisions regarding Section 162(m) of the Code that are no longer relevant due to recent changes to the Code pursuant to the Tax Cuts and Jobs Act of 2017, which eliminated the “performance-based compensation” exception to the deduction limitation under Section 162(m) of the Code; and (iii) extends the term of the Amended Plan until the tenth anniversary of the date of Board approval of the Amended Plan. The Company has issued RSAs under the Amended Plan. The Company considers issued and unvested RSAs to be participating securities as the holders of these RSAs have a non-forfeitable right to dividends in the event of the Company’s declaration of a dividend on shares of Class A and Class B common stock. Subsequent to the issuance of the participating securities, the Company applied the two-class method required in calculating net income (loss) per share of Class A and Class B common stock. Under the two-class method, net income attributable to common stockholders is determined by allocating undistributed earnings, calculated as net income, less earnings attributable to participating securities. The net income per share attributable to common stockholders is allocated based on the contractual participation rights of the Class A common stock and Class B common stock as if the income for the period has been distributed. As the liquidation and dividend rights are identical for both classes of common stock, the net income attributable to common stockholders is allocated on a proportionate basis. If the Company incurs a loss from continuing operations, losses are not allocated to participating securities. The following table reconciles the weighted average shares outstanding for basic and diluted EPS for the periods indicated (in thousands, except per share amounts): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Basic Numerator: Net income (loss) $ 6,842 $ (844 ) $ 3,057 $ (28,144 ) Undistributed earnings allocated to participating securities (221 ) — (92 ) — Net income (loss) attributable to common stockholders—basic $ 6,621 $ (844 ) $ 2,965 $ (28,144 ) Denominator: Weighted average shares used in computing net income (loss) per share attributable to common stockholders—basic 148,456 147,339 148,124 144,662 Net income (loss) per share attributable to common stockholders—basic $ 0.04 $ (0.01 ) $ 0.02 $ (0.19 ) Diluted Numerator: Net income (loss) attributable to common stockholders—diluted $ 6,621 $ (844 ) $ 2,965 $ (28,144 ) Denominator: Number of shares used for basic EPS computation 148,456 147,339 148,124 144,662 Effect of dilutive securities 341 — 349 — Weighted average shares used in computing net income (loss) per share attributable to common stockholders—diluted 148,797 147,339 148,473 144,662 Net income (loss) per share attributable to common stockholders—diluted $ 0.04 $ (0.01 ) $ 0.02 $ (0.19 ) The computation of diluted EPS does not include certain awards, on a weighted average basis, because their inclusion would have an anti-dilutive effect on EPS. The awards excluded because of their anti-dilutive effect are as follows (in thousands): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Awards excluded from the computation of diluted net income (loss) per share because their inclusion would have been anti-dilutive — 62 3 109

LEASES

LEASES	9 Months Ended
	Sep. 30, 2019
Leases [Abstract]
LEASES	LEASES The Company adopted ASU 2016-02 as of January 1, 2019. Leases held on or after January 1, 2019 are presented under ASC 842, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC 840. The Company recorded a right-of-use asset of $34.8 million and a lease liability of $40.5 million . Additionally, the Company recorded a reclassification of $2.1 million from current liabilities and $3.6 million from non-current liabilities, related to deferred rent, cease-use lease liabilities, and tenant improvement liabilities related to the implementation of ASC 842. The Company elected the following practical expedients under ASC 842-10-65-1 including (1) the package of transition provisions related to expired and existing leases that allows an entity to use the historical assessment of whether contracts are or contain leases, lease classification, and initial direct costs, and (2) the practical expedient that allows for the use of hindsight in determining the lease term. The Company determines whether a contract is or contains a lease at inception. At the lease commencement date, the Company records a liability for the lease obligation and a corresponding asset representing the right to use the underlying asset over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet and are recognized in expense using a straight-line basis for all asset classes. Variable lease payments are expensed as incurred, which primarily include maintenance costs, services provided by the lessor, and other charges reimbursed to the lessor. The Company leases office space, data center facilities, printers, and equipment with remaining lease terms ranging from one year to twelve years , some of which contain renewal or purchase options. The exercise of these options is at the Company’s sole discretion. The Company has entered into sublease agreements for unoccupied leased office space and records sublease income netted against rent expense. Additionally, the Company is required to maintain a standby letter of credit in the amount of $1.0 million to satisfy the requirements of a certain lease agreement. Certain of the Company’s leases contain lease and non-lease components. For leases held on or after January 1, 2019, the Company has elected the practical expedient under ASC 842-10-15-37 for all asset classes which allows companies to account for lease and non-lease components as a single lease component. The Company’s leases do not contain an implicit rate of return, therefore an incremental borrowing rate was determined. The Company assessed which rate would be most reflective of a reasonable rate the Company would be able to borrow based on asset class and lease term. Finance lease right-of-use assets of $14.9 million are included in property, equipment, and capitalized software, net on the consolidated balance sheet. The following table presents components of lease expense for the three and nine months ended September 30, 2019 (in thousands): Three Months Ended Nine Months Ended Finance lease cost Amortization of right-of-use assets $ 492 $ 1,533 Interest on lease liabilities 120 381 Operating lease cost 3,042 8,654 Variable lease cost 494 1,806 Sublease income (275 ) (910 ) Total lease cost $ 3,873 $ 11,464 Maturities of lease liabilities as of September 30, 2019 are as follows (in thousands): Operating Leases Finance Leases 2019 $ 909 $ 738 2020 5,875 2,937 2021 8,748 2,381 2022 8,288 1,185 2023 6,835 1,275 Thereafter 37,585 8,816 Total future minimum lease payments 68,240 17,332 Less: Interest (15,177 ) (1,907 ) Total $ 53,063 $ 15,425 Future non-cancellable lease payments as of December 31, 2018 are as follows (in thousands): Operating Leases Finance Leases Year ending December 31, 2019 $ 11,250 $ 3,509 2020 7,059 2,567 2021 5,898 2,017 2022 5,303 1,181 2023 3,821 1,275 Thereafter 15,599 8,831 Total future minimum lease payments 48,930 19,380 Less: Interest — (2,548 ) Total $ 48,930 $ 16,832 Supplemental cash flow information related to leases for the three and nine months ended September 30, 2019 are as follows (in thousands): Three Months Ended Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 3,076 $ 10,065 Operating cash flows for financing leases 121 381 Financing cash flows for financing leases 596 1,769 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 255 $ 21,055 Finance leases — 20 Supplemental balance sheet information related to leases as of September 30, 2019 are as follows: September 30, 2019 Weighted average remaining lease term: Operating leases 5 years Financing leases 8 years Weighted average discount rate: Operating leases 4.8 % Financing leases 3.0 %
LEASES	LEASES The Company adopted ASU 2016-02 as of January 1, 2019. Leases held on or after January 1, 2019 are presented under ASC 842, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC 840. The Company recorded a right-of-use asset of $34.8 million and a lease liability of $40.5 million . Additionally, the Company recorded a reclassification of $2.1 million from current liabilities and $3.6 million from non-current liabilities, related to deferred rent, cease-use lease liabilities, and tenant improvement liabilities related to the implementation of ASC 842. The Company elected the following practical expedients under ASC 842-10-65-1 including (1) the package of transition provisions related to expired and existing leases that allows an entity to use the historical assessment of whether contracts are or contain leases, lease classification, and initial direct costs, and (2) the practical expedient that allows for the use of hindsight in determining the lease term. The Company determines whether a contract is or contains a lease at inception. At the lease commencement date, the Company records a liability for the lease obligation and a corresponding asset representing the right to use the underlying asset over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet and are recognized in expense using a straight-line basis for all asset classes. Variable lease payments are expensed as incurred, which primarily include maintenance costs, services provided by the lessor, and other charges reimbursed to the lessor. The Company leases office space, data center facilities, printers, and equipment with remaining lease terms ranging from one year to twelve years , some of which contain renewal or purchase options. The exercise of these options is at the Company’s sole discretion. The Company has entered into sublease agreements for unoccupied leased office space and records sublease income netted against rent expense. Additionally, the Company is required to maintain a standby letter of credit in the amount of $1.0 million to satisfy the requirements of a certain lease agreement. Certain of the Company’s leases contain lease and non-lease components. For leases held on or after January 1, 2019, the Company has elected the practical expedient under ASC 842-10-15-37 for all asset classes which allows companies to account for lease and non-lease components as a single lease component. The Company’s leases do not contain an implicit rate of return, therefore an incremental borrowing rate was determined. The Company assessed which rate would be most reflective of a reasonable rate the Company would be able to borrow based on asset class and lease term. Finance lease right-of-use assets of $14.9 million are included in property, equipment, and capitalized software, net on the consolidated balance sheet. The following table presents components of lease expense for the three and nine months ended September 30, 2019 (in thousands): Three Months Ended Nine Months Ended Finance lease cost Amortization of right-of-use assets $ 492 $ 1,533 Interest on lease liabilities 120 381 Operating lease cost 3,042 8,654 Variable lease cost 494 1,806 Sublease income (275 ) (910 ) Total lease cost $ 3,873 $ 11,464 Maturities of lease liabilities as of September 30, 2019 are as follows (in thousands): Operating Leases Finance Leases 2019 $ 909 $ 738 2020 5,875 2,937 2021 8,748 2,381 2022 8,288 1,185 2023 6,835 1,275 Thereafter 37,585 8,816 Total future minimum lease payments 68,240 17,332 Less: Interest (15,177 ) (1,907 ) Total $ 53,063 $ 15,425 Future non-cancellable lease payments as of December 31, 2018 are as follows (in thousands): Operating Leases Finance Leases Year ending December 31, 2019 $ 11,250 $ 3,509 2020 7,059 2,567 2021 5,898 2,017 2022 5,303 1,181 2023 3,821 1,275 Thereafter 15,599 8,831 Total future minimum lease payments 48,930 19,380 Less: Interest — (2,548 ) Total $ 48,930 $ 16,832 Supplemental cash flow information related to leases for the three and nine months ended September 30, 2019 are as follows (in thousands): Three Months Ended Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 3,076 $ 10,065 Operating cash flows for financing leases 121 381 Financing cash flows for financing leases 596 1,769 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 255 $ 21,055 Finance leases — 20 Supplemental balance sheet information related to leases as of September 30, 2019 are as follows: September 30, 2019 Weighted average remaining lease term: Operating leases 5 years Financing leases 8 years Weighted average discount rate: Operating leases 4.8 % Financing leases 3.0 %

DEBT

DEBT	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
DEBT	DEBT On April 2, 2018, the Company entered into a credit agreement (the “2018 Credit Agreement”) with a group of lenders and Morgan Stanley Senior Funding, Inc. (“MSSF”), as administrative agent, providing for (i) a term loan B facility with the Company as borrower in a total principal amount of $980.0 million (the “2018 Term Facility”); and (ii) a revolving credit facility with the Company as borrower in a total principal amount of up to $100.0 million (the “2018 Revolving Facility” and, together with the 2018 Term Facility, the “2018 Credit Facilities”). The 2018 Revolving Facility will terminate on April 2, 2023 and the 2018 Term Facility will mature on April 2, 2025. The entire $980.0 million 2018 Term Facility was borrowed on April 2, 2018 and was used to pay off all of the Company’s existing debt obligations as well as to provide the financing necessary to fund, in part, the cash consideration paid to acquire ABILITY (as defined in Note 8 —Business Combinations ) . As of September 30, 2019 , the Company had $100.0 million available to it consisting of $99.0 million on the 2018 Revolving Facility and a letter of credit of $1.0 million . At the option of the Company, the loans outstanding under the 2018 Term Facility will bear interest either at: (i) Adjusted LIBOR plus an applicable rate of 3.50% or (ii) the Alternate Base Rate (“ABR”) plus an applicable margin. The Company may elect interest periods of one, two, three or six months for Adjusted LIBOR borrowings. As set forth in the 2018 Credit Agreement, the ABR is the higher of: (i) the rate that MSSF as administrative agent announces from time to time as its prime or base commercial lending rate, as in effect from time to time, (ii) the Federal Funds Effective Rate plus ½ of 1.0% and (iii) one-month Adjusted LIBOR plus 1.0% . The following table discloses the outstanding debt at each balance date as follows (in thousands): September 30, December 31, 2018 Term Facility (1) $ 944,935 $ 949,314 Less: current portion 9,800 9,800 Non-current Credit Facilities $ 935,135 $ 939,514 ______________________________________ (1) The 2018 Term Facility is presented net of unamortized deferred financing fees and original issue discount (“OID”) of $25.3 million and $28.2 million as of September 30, 2019 and December 31, 2018 , respectively. The Company and its Restricted Subsidiaries (as defined in the 2018 Credit Agreement) are subject to certain affirmative and negative covenants under the 2018 Credit Agreement, and the 2018 Credit Agreement includes certain customary representations and warranties of the Company. As of September 30, 2019 , the Company is in compliance with the covenants under the 2018 Credit Agreement. Subsequent Event On October 4, 2019, the Company made a voluntary cash payment of $50.0 million from its existing cash balance on its outstanding debt reducing the principal balance under the 2018 Term Facility.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2019
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	FAIR VALUE MEASUREMENTS The following table presents the fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2019 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 41,761 $ — $ — $ 41,761 Short-term investments: Corporate notes and bonds — — — — Other current liabilities: Interest rate swaps — (7,979 ) — (7,979 ) Contingent consideration — — (2,282 ) (2,282 ) Other liabilities Interest rate swaps — (39,857 ) — (39,857 ) Contingent consideration — — (14,460 ) (14,460 ) Total $ 41,761 $ (47,836 ) $ (16,742 ) $ (22,817 ) The following table presents the fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2018 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 34,064 $ — $ — $ 34,064 Short-term investments: Corporate notes and bonds — 7,000 — 7,000 Other current liabilities: Interest rate swaps — (1,778 ) — (1,778 ) Contingent consideration — — (15,182 ) (15,182 ) Other liabilities: Interest rate swaps — (8,151 ) — (8,151 ) Contingent consideration — — (16,642 ) (16,642 ) Total $ 34,064 $ (2,929 ) $ (31,824 ) $ (689 ) The Company determines the fair value of its security holdings based on pricing from its pricing vendors. The valuation techniques used to measure the fair value of financial instruments having Level 2 inputs were derived from non-binding consensus prices that are corroborated by observable market data or quoted market prices for similar instruments. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs). The Company performs procedures to ensure that appropriate fair values are recorded such as comparing prices obtained from other sources. The following table presents financial instruments measured at fair value using unobservable inputs (Level 3) (in thousands): Fair Value Measurements Using Unobservable Inputs (Level 3) September 30, December 31, Balance, beginning of period $ (31,824 ) $ (7,400 ) Fair value adjustment (1)(2) 449 (6,159 ) Accretion expense (recognized in general and administrative expenses) (516 ) (1,053 ) Settlement of liability 15,149 — Contingent consideration attributable to and assumed from ABILITY Acquisition — (17,212 ) Total $ (16,742 ) $ (31,824 ) ______________________________________ (1) During 2019, the Company recognized an adjustment of $0.7 million recognized in general and administrative expenses related to the change in fair value of contingent consideration, partially offset by an adjustment of $0.3 million recognized in goodwill, which was a purchase accounting adjustment attributable to the ABILITY Acquisition. (2) During 2018, the Company recognized an adjustment of $5.6 million in general and administrative expenses related to the change in fair value of contingent consideration, and an adjustment of $0.6 million recognized in goodwill, which was a purchase accounting adjustment attributable to the ABILITY Acquisition. 2018 Credit Facilities The Company records debt on the balance sheet at carrying value. The estimated fair value of the Company’s debt is determined based on Level 2 inputs including current market rates for similar types of borrowings. The following table presents the carrying value and fair value of the Company’s debt (including the current portion thereof) as of September 30, 2019 (in thousands): September 30, Carrying value $ 944,935 Fair value $ 949,660 Interest Rate Swaps In connection with the 2018 Credit Agreement, the Company entered into four interest rate swaps during the second quarter of 2018, each of which mature in March 2025, to mitigate the risk of a rise in interest rates. These interest rate swaps mitigate the exposure on the variable component of interest on the Company’s 2018 Credit Facility. The interest rate swaps fix the LIBOR component of interest on $700.0 million of the 2018 Term Facility at a weighted average rate of approximately 2.8% . See “Note 5 —Debt” for additional information. These interest rate swaps are designated as cash flow hedges and are deemed highly effective under ASC 815, Derivatives and Hedging . The interest rate swaps are recorded on the balance sheet at fair value as either assets or liabilities and any changes to the fair value are recorded through accumulated other comprehensive income and reclassified into interest expense in the same period in which the hedged transaction is recognized in earnings. Cash flows from interest rate swaps are reported in the same category as the cash flows from the items being hedged. The following table presents the fair value of interest rate swaps on the balance sheet as of September 30, 2019 (in thousands): Liability Derivative Balance Sheet Location Fair Value Interest rate swap contract Other current liabilities $ (7,979 ) Interest rate swap contract Other liabilities $ (39,857 ) The following table presents the fair value of interest rate swaps on the balance sheet as of December 31, 2018 (in thousands): Liability Derivative Balance Sheet Location Fair Value Interest rate swap contract Other current liabilities $ (1,778 ) Interest rate swap contract Other liabilities $ (8,151 ) The following table presents the location and amount of gains and losses on interest rate swaps included in other comprehensive income (“OCI”) and the statement of operations for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, 2019 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ (9,564 ) Interest expense $ 994 Nine Months Ended September 30, 2019 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ (40,031 ) Interest expense $ 2,125 Three Months Ended September 30, 2018 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ 4,865 Interest expense $ 1,252 Nine Months Ended September 30, 2018 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ 4,666 Interest expense $ 2,090 The net amount of accumulated other comprehensive loss expected to be reclassified to interest expense in the next 12 months is $8.1 million .

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Legal Proceedings —From time to time the Company is involved in various litigation matters arising out of the normal course of business. The Company consults with legal counsel on those issues related to litigation and seeks input from other experts and advisors with respect to such matters. Estimating the probable losses or a range of probable losses resulting from litigation, government actions and other legal proceedings is inherently difficult and requires an extensive degree of judgment, particularly where the matters involve indeterminate claims for monetary damages, may involve discretionary amounts, present novel legal theories, are in the early stages of the proceedings, or are subject to appeal. Whether any losses, damages or remedies ultimately resulting from such matters could reasonably have a material effect on the Company’s business, financial condition, results of operations, or cash flows will depend on a number of variables, including, for example, the timing and amount of such losses or damages (if any) and the structure and type of any such remedies. The Company’s management does not presently expect any litigation matters to have a material adverse impact on the consolidated financial statements of the Company. There have been no significant or material developments to current legal proceedings, including the estimated effects on the Company’s consolidated financial statements and note disclosures, subsequent to the disclosure previously provided in Note 11 of the Notes to the Consolidated Financial Statements in the 2018 Form 10-K, other than the following update with respect to the Xiang v. Inovalon Holdings, Inc., et.al ., No. 1:16-cv-04923 case filed in the United States District Court for the Southern District of New York on June 24, 2016 against the Company, certain officers, directors and underwriters in the Company’s initial public offering. As previously disclosed, on February 20, 2019, the parties executed a settlement agreement, which was subject to Court approval, providing for the dismissal of all claims against the defendants in connection with the securities class action suit, and providing for a payment to the class of $17 million , of which the Company agreed to contribute $1.7 million , which was recorded in the Company’s 2018 financial statements, with the remaining amounts paid by the Company’s insurance carriers. On July 15, 2019, the Court entered an Order and Final Judgment, granting final approval of the settlement and dismissing the litigation.

BUSINESS COMBINATIONS

BUSINESS COMBINATIONS	9 Months Ended
	Sep. 30, 2019
Business Combinations [Abstract]
BUSINESS COMBINATIONS	BUSINESS COMBINATIONS 2018 Acquisition ABILITY Network, Inc. On April 2, 2018, the Company completed the acquisition (the “ABILITY Acquisition”) of Butler Group Holdings, Inc., a Delaware corporation (“Butler”), and its wholly-owned subsidiaries, including, without limitation, ABILITY Network Inc., a Delaware corporation (“ABILITY”), for aggregate consideration of $1.19 billion (the “Purchase Price”) in cash and restricted shares of the Company’s Class A Common Stock. ABILITY is a leading cloud-based Software-as-a-service (“SaaS”) technology company helping to simplify the administrative and clinical complexities of healthcare. Through the my ABILITY ® software platform, an integrated set of cloud-based applications for providers, ABILITY provides core connectivity, administrative, clinical, and quality analysis, management, and performance improvement capabilities to more than 44,000 acute, post-acute and ambulatory point-of-care provider facilities. The extensive datasets, on-demand compute capability, advanced analytics, and broad healthcare ecosystem connectivity enabled by the Inovalon ONE ® Platform provide a significant expansion of application offerings within the my ABILITY ® software platform while also expanding the nature and reach of high-value solutions for Inovalon’s existing payer, pharma, and device client-base. The combination of Inovalon and ABILITY creates a vertically integrated cloud-based platform empowering the achievement of real-time, value-based care from payers, manufacturers, and diagnostics all the way to the patient’s point of care. A summary of the final composition of the stated Purchase Price and fair value of the stated Purchase Price is as follows (in thousands): Purchase Price $ 1,220,800 Working capital adjustment (630 ) Shareholder payable adjustment 880 Subtotal 1,221,050 Fair value adjustments: Restricted stock marketability discount (30,000 ) Total fair value purchase price $ 1,191,050 The final composition of the fair value of the consideration transferred is as follows (in thousands): Cash $ 1,107,220 Issuance of Class A common stock 70,000 Contingent consideration 14,460 Working capital adjustment (630 ) Total fair value purchase price $ 1,191,050 The ABILITY Acquisition was accounted for using the acquisition method of accounting under ASC No. 805, Business Combinations , which requires that assets acquired and liabilities assumed are recognized at their estimated fair values. The excess of the aggregate consideration over the estimated fair values has been allocated to goodwill. In addition, ASC No. 805 requires that the consideration transferred be measured at the closing date of the ABILITY Acquisition at the then-current market prices. The Company finalized the Purchase Price allocation as of March 31, 2019. The following table summarizes the net assets acquired and liabilities assumed (in thousands): Fair Value Cash and cash equivalents $ 23,850 Accounts receivable 16,739 Income tax receivable (2) 688 Prepaid expenses and other current assets 3,025 Property and equipment 3,095 Goodwill (1)(2) 770,949 Intangible assets (1) 490,000 Other assets 1,252 Accounts payable and accrued expenses (6,863 ) Deferred revenue (7,000 ) Other current liabilities (507 ) Other liabilities (5,291 ) Deferred tax liabilities (2) (98,887 ) Total consideration transferred $ 1,191,050 ______________________________________ (1) The Company allocated a portion of the goodwill associated with the ABILITY Acquisition to the Inovalon reporting unit based on expected revenue synergies. As a result, the fair value of the customer relationships intangible asset was adjusted by $23.0 million . (2) The Company recognized a net purchase accounting adjustment of $1.8 million resulting in a decrease to goodwill. This adjustment was driven by a $7.5 million decrease to deferred tax liabilities primarily attributable to the tax impact related to the reduction to the fair value of the customer relationships intangible assets and an adjustment to income tax receivable of $0.2 million . These reductions to goodwill were partially offset by a $5.0 million increase in deferred tax liabilities related to tax basis goodwill and provision-to-tax adjustments from ABILITY’s 2017 tax return filings and an adjustment of $0.9 million to the shareholder payable attributable to the ABILITY Acquisition. The amounts attributed to identified intangible assets are summarized in the table below (in thousands): Estimated Fair Value Measurement Period Adjustments Adjusted Fair Value Customer relationships 12-14 years $ 408,000 $ (23,000 ) $ 385,000 Technology 12-14 years 86,000 — 86,000 Trade names 16-18 years 19,000 — 19,000 Total intangible assets $ 513,000 $ (23,000 ) $ 490,000 Acquisition-related costs were expensed as incurred. During 2018, the Company incurred acquisition-related costs of $6.5 million . Acquisition-related costs were recognized within “General and administrative” expenses in the accompanying consolidated statements of operations. The following table presents revenue and income before taxes of ABILITY, included in the consolidated statements of operations (in thousands): Three Months Ended Nine Months Ended Revenue $ 37,922 $ 75,442 Income before taxes $ (7,547 ) $ (1,749 ) The following pro forma financial information is based on Inovalon’s and Butler’s historical consolidated financial statements as adjusted to give effect to pro forma events that are (1) directly attributable to the ABILITY Acquisition, (2) factually supportable, and (3) with respect to the unaudited pro forma combined statements of operations, expected to have a continuing impact on the combined results. The pro forma adjustments include, but are not limited to: (i) amortization of acquired intangible assets, (ii) net increase to interest expense resulting from the extinguishment of the 2014 Credit Facilities and historical Butler debt, borrowings under the 2018 Term Facility and the amortization of related debt issuance costs, and (iii) elimination of non-recurring acquisition and integration-related expenses. The following consolidated pro forma financial information is unaudited and gives effect to the transactions as if they had occurred on January 1, 2018 (in thousands): Three Months Ended Nine Months Ended Revenue $ 145,809 $ 428,726 Loss before taxes $ (19 ) $ (43,638 ) The unaudited pro forma revenue and loss before taxes was prepared for informational purposes only based on estimates and assumptions that the Company believes to be reasonable and is not necessarily indicative of the results of operations that would have occurred if the ABILITY Acquisition had been completed on the date indicated nor of the future financial position or results of operations following completion of the ABILITY Acquisition.

BASIS OF PRESENTATION (Policies

BASIS OF PRESENTATION (Policies)	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	The accompanying unaudited consolidated financial statements have been prepared by Inovalon Holdings, Inc. (“Inovalon” or the “Company”) in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Rule 10-01 of Regulation S-X. Accordingly, the unaudited consolidated financial statements may not include all of the information and notes required by GAAP for audited financial statements. The year-end December 31, 2018 consolidated balance sheet data included herein was derived from audited financial statements but does not include all disclosures required by GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of items of a normal and recurring nature, necessary to present fairly the Company’s financial position as of September 30, 2019 , the results of operations, comprehensive income (loss), and stockholders’ equity, for the three and nine month periods ended September 30, 2019 and 2018 , and cash flows for the nine months ended September 30, 2019 and 2018 . The results of operations for the three and nine month periods ended September 30, 2019 and 2018 are not necessarily indicative of the results to be expected for the full year. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities, and related disclosures, as of the date of the financial statements, and the amounts of revenue and expenses reported during the period. Actual results could differ from estimates. The information contained herein should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 (the “ 2018 Form 10-K”). Certain prior period amounts have been reclassified within the current and non-current liabilities section of the consolidated balance sheets to conform with current period presentation. Such reclassifications had no impact on current and non-current liabilities as previously reported. The accompanying unaudited consolidated financial statements include the accounts of Inovalon and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s management considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated through the date of issuance of these financial statements.
Recently Issued Accounting Standards	Recently Adopted Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , and in July 2018 and in March 2019 issued subsequent clarifying guidance (collectively, “ASU 2016-02”). ASU 2016-02 requires the recognition of lease assets and lease liabilities on the balance sheet and enhanced disclosure about leasing arrangements. The Company adopted the new standard on January 1, 2019 using the additional transition approach, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting under Accounting Standards Codification (“ASC”) 840. Refer to “Note 4 —Leases.” In June 2018, the FASB issued ASU 2018-07, Compensation–Stock Compensation (Topic 718) . ASU 2018-07 expands the scope of ASC 718, Compensation–Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting, to include share-based payment transactions for acquired goods and services from non-employees. This update includes changing the accounting for non-employee stock-based compensation as it relates to the award measurement date, the fair value measurement of the awards, and forfeitures, among other changes to align the accounting with ASC 718. The Company adopted the new standard on January 1, 2019. There was no material impact of adoption on its consolidated financial statements and notes disclosures. In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes in response to the potential transition away from the London Interbank Offer Rate (“LIBOR”). This update permits the use of the Overnight Index Swap Rate based on the Secured Overnight Financing Rate as a U.S. benchmark interest rate for hedge accounting purposes under ASC Topic 815. The Company will apply the requirements of the new standard for any new or redesignated hedging agreements. Refer to “Note 6 —Fair Value Measurements.” Recently Issued Accounting Standards There have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company’s consolidated financial statements and note disclosures, from those disclosed in the 2018 Form 10-K, that would be expected to impact the Company except for the following: In June 2016, the FASB issued ASU 2016-13, Financial Instruments–Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and subsequent clarifying guidance (“ASU 2016-13”). ASU 2016-13 replaces the current incurred loss impairment method with a methodology that reflects the amortized cost basis net of expected credit losses that are calculated based on certain relevant information. The standard also amends the credit loss guidance for available-for-sale debt securities and requires the measurement and recognition of an expected allowance for credit losses for financial assets held at amortized cost. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company plans to adopt the requirements of the new standard on January 1, 2020 using the modified-retrospective approach. The Company determined that the standard is applicable to its accounts receivables and available-for-sale debt securities. The Company is in the process of evaluating and documenting the methodology for application, identifying and designing changes to processes and internal controls, and determining the impact of adoption on the consolidated financial statements and notes disclosures.

REVENUE (Tables)

REVENUE (Tables)	9 Months Ended
	Sep. 30, 2019
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The following table disaggregates revenue by offering (in thousands): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Platform solutions (1) $ 151,454 $ 130,523 $ 421,695 $ 347,698 Services (2) 14,999 15,286 47,226 43,664 Total revenue $ 166,453 $ 145,809 $ 468,921 $ 391,362 ______________________________________ (1) Platform solutions include arrangements for technology-based offerings representing subscription-based cloud-based platform offerings and legacy platform solutions that are not cloud-based and not billed under a subscription-based contract structure. (2) Services include advisory, implementation, and support services under time and materials, fixed price, or retainer-based contracts.

NET INCOME (LOSS) PER SHARE (Ta

NET INCOME (LOSS) PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2019
Earnings Per Share [Abstract]
Schedule of numerators and denominators of the basic and diluted EPS	The following table reconciles the weighted average shares outstanding for basic and diluted EPS for the periods indicated (in thousands, except per share amounts): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Basic Numerator: Net income (loss) $ 6,842 $ (844 ) $ 3,057 $ (28,144 ) Undistributed earnings allocated to participating securities (221 ) — (92 ) — Net income (loss) attributable to common stockholders—basic $ 6,621 $ (844 ) $ 2,965 $ (28,144 ) Denominator: Weighted average shares used in computing net income (loss) per share attributable to common stockholders—basic 148,456 147,339 148,124 144,662 Net income (loss) per share attributable to common stockholders—basic $ 0.04 $ (0.01 ) $ 0.02 $ (0.19 ) Diluted Numerator: Net income (loss) attributable to common stockholders—diluted $ 6,621 $ (844 ) $ 2,965 $ (28,144 ) Denominator: Number of shares used for basic EPS computation 148,456 147,339 148,124 144,662 Effect of dilutive securities 341 — 349 — Weighted average shares used in computing net income (loss) per share attributable to common stockholders—diluted 148,797 147,339 148,473 144,662 Net income (loss) per share attributable to common stockholders—diluted $ 0.04 $ (0.01 ) $ 0.02 $ (0.19 )
Schedule of antidilutive securities excluded from computation of earnings per share	The awards excluded because of their anti-dilutive effect are as follows (in thousands): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Awards excluded from the computation of diluted net income (loss) per share because their inclusion would have been anti-dilutive — 62 3 109

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2019
Leases [Abstract]
Lessee, Operating Lease, Liability, Maturity	Maturities of lease liabilities as of September 30, 2019 are as follows (in thousands): Operating Leases Finance Leases 2019 $ 909 $ 738 2020 5,875 2,937 2021 8,748 2,381 2022 8,288 1,185 2023 6,835 1,275 Thereafter 37,585 8,816 Total future minimum lease payments 68,240 17,332 Less: Interest (15,177 ) (1,907 ) Total $ 53,063 $ 15,425
Finance Lease, Liability, Maturity	Maturities of lease liabilities as of September 30, 2019 are as follows (in thousands): Operating Leases Finance Leases 2019 $ 909 $ 738 2020 5,875 2,937 2021 8,748 2,381 2022 8,288 1,185 2023 6,835 1,275 Thereafter 37,585 8,816 Total future minimum lease payments 68,240 17,332 Less: Interest (15,177 ) (1,907 ) Total $ 53,063 $ 15,425
Schedule of Future Minimum Lease Payments for Capital Leases	Future non-cancellable lease payments as of December 31, 2018 are as follows (in thousands): Operating Leases Finance Leases Year ending December 31, 2019 $ 11,250 $ 3,509 2020 7,059 2,567 2021 5,898 2,017 2022 5,303 1,181 2023 3,821 1,275 Thereafter 15,599 8,831 Total future minimum lease payments 48,930 19,380 Less: Interest — (2,548 ) Total $ 48,930 $ 16,832
Schedule of Future Minimum Rental Payments for Operating Leases	Future non-cancellable lease payments as of December 31, 2018 are as follows (in thousands): Operating Leases Finance Leases Year ending December 31, 2019 $ 11,250 $ 3,509 2020 7,059 2,567 2021 5,898 2,017 2022 5,303 1,181 2023 3,821 1,275 Thereafter 15,599 8,831 Total future minimum lease payments 48,930 19,380 Less: Interest — (2,548 ) Total $ 48,930 $ 16,832
Lease, Cost	Supplemental cash flow information related to leases for the three and nine months ended September 30, 2019 are as follows (in thousands): Three Months Ended Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 3,076 $ 10,065 Operating cash flows for financing leases 121 381 Financing cash flows for financing leases 596 1,769 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 255 $ 21,055 Finance leases — 20 Supplemental balance sheet information related to leases as of September 30, 2019 are as follows: September 30, 2019 Weighted average remaining lease term: Operating leases 5 years Financing leases 8 years Weighted average discount rate: Operating leases 4.8 % Financing leases 3.0 % The following table presents components of lease expense for the three and nine months ended September 30, 2019 (in thousands): Three Months Ended Nine Months Ended Finance lease cost Amortization of right-of-use assets $ 492 $ 1,533 Interest on lease liabilities 120 381 Operating lease cost 3,042 8,654 Variable lease cost 494 1,806 Sublease income (275 ) (910 ) Total lease cost $ 3,873 $ 11,464

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Schedule of Line of Credit Facilities	The following table discloses the outstanding debt at each balance date as follows (in thousands): September 30, December 31, 2018 Term Facility (1) $ 944,935 $ 949,314 Less: current portion 9,800 9,800 Non-current Credit Facilities $ 935,135 $ 939,514 ______________________________________ (1) The 2018 Term Facility is presented net of unamortized deferred financing fees and original issue discount (“OID”) of $25.3 million and $28.2 million as of September 30, 2019 and December 31, 2018 , respectively.

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2019
Fair Value Disclosures [Abstract]
Schedule of fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis	The following table presents the fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2019 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 41,761 $ — $ — $ 41,761 Short-term investments: Corporate notes and bonds — — — — Other current liabilities: Interest rate swaps — (7,979 ) — (7,979 ) Contingent consideration — — (2,282 ) (2,282 ) Other liabilities Interest rate swaps — (39,857 ) — (39,857 ) Contingent consideration — — (14,460 ) (14,460 ) Total $ 41,761 $ (47,836 ) $ (16,742 ) $ (22,817 ) The following table presents the fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2018 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 34,064 $ — $ — $ 34,064 Short-term investments: Corporate notes and bonds — 7,000 — 7,000 Other current liabilities: Interest rate swaps — (1,778 ) — (1,778 ) Contingent consideration — — (15,182 ) (15,182 ) Other liabilities: Interest rate swaps — (8,151 ) — (8,151 ) Contingent consideration — — (16,642 ) (16,642 ) Total $ 34,064 $ (2,929 ) $ (31,824 ) $ (689 )
Schedule of financial instruments measured at fair value using unobservable inputs (Level 3)	The following table presents financial instruments measured at fair value using unobservable inputs (Level 3) (in thousands): Fair Value Measurements Using Unobservable Inputs (Level 3) September 30, December 31, Balance, beginning of period $ (31,824 ) $ (7,400 ) Fair value adjustment (1)(2) 449 (6,159 ) Accretion expense (recognized in general and administrative expenses) (516 ) (1,053 ) Settlement of liability 15,149 — Contingent consideration attributable to and assumed from ABILITY Acquisition — (17,212 ) Total $ (16,742 ) $ (31,824 ) ______________________________________ (1) During 2019, the Company recognized an adjustment of $0.7 million recognized in general and administrative expenses related to the change in fair value of contingent consideration, partially offset by an adjustment of $0.3 million recognized in goodwill, which was a purchase accounting adjustment attributable to the ABILITY Acquisition. (2) During 2018, the Company recognized an adjustment of $5.6 million in general and administrative expenses related to the change in fair value of contingent consideration, and an adjustment of $0.6 million recognized in goodwill, which was a purchase accounting adjustment attributable to the ABILITY Acquisition.
Fair Value, by Balance Sheet Grouping	The following table presents the carrying value and fair value of the Company’s debt (including the current portion thereof) as of September 30, 2019 (in thousands): September 30, Carrying value $ 944,935 Fair value $ 949,660
Description of Location of Interest Rate Derivatives on Balance Sheet	The following table presents the fair value of interest rate swaps on the balance sheet as of September 30, 2019 (in thousands): Liability Derivative Balance Sheet Location Fair Value Interest rate swap contract Other current liabilities $ (7,979 ) Interest rate swap contract Other liabilities $ (39,857 ) The following table presents the fair value of interest rate swaps on the balance sheet as of December 31, 2018 (in thousands): Liability Derivative Balance Sheet Location Fair Value Interest rate swap contract Other current liabilities $ (1,778 ) Interest rate swap contract Other liabilities $ (8,151 )
Reclassification out of Accumulated Other Comprehensive Income	The following table presents the location and amount of gains and losses on interest rate swaps included in other comprehensive income (“OCI”) and the statement of operations for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, 2019 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ (9,564 ) Interest expense $ 994 Nine Months Ended September 30, 2019 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ (40,031 ) Interest expense $ 2,125 Three Months Ended September 30, 2018 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ 4,865 Interest expense $ 1,252 Nine Months Ended September 30, 2018 Gain (Loss) recognized in OCI Statement of Operations Location (Gain) Loss reclassified from OCI Interest rate swap contract $ 4,666 Interest expense $ 2,090

BUSINESS COMBINATIONS (Tables)

BUSINESS COMBINATIONS (Tables)	9 Months Ended
	Sep. 30, 2019
Business Combinations [Abstract]
Schedule of Business Acquisitions, by Acquisition	A summary of the final composition of the stated Purchase Price and fair value of the stated Purchase Price is as follows (in thousands): Purchase Price $ 1,220,800 Working capital adjustment (630 ) Shareholder payable adjustment 880 Subtotal 1,221,050 Fair value adjustments: Restricted stock marketability discount (30,000 ) Total fair value purchase price $ 1,191,050 The final composition of the fair value of the consideration transferred is as follows (in thousands): Cash $ 1,107,220 Issuance of Class A common stock 70,000 Contingent consideration 14,460 Working capital adjustment (630 ) Total fair value purchase price $ 1,191,050
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	The following table summarizes the net assets acquired and liabilities assumed (in thousands): Fair Value Cash and cash equivalents $ 23,850 Accounts receivable 16,739 Income tax receivable (2) 688 Prepaid expenses and other current assets 3,025 Property and equipment 3,095 Goodwill (1)(2) 770,949 Intangible assets (1) 490,000 Other assets 1,252 Accounts payable and accrued expenses (6,863 ) Deferred revenue (7,000 ) Other current liabilities (507 ) Other liabilities (5,291 ) Deferred tax liabilities (2) (98,887 ) Total consideration transferred $ 1,191,050 ______________________________________ (1) The Company allocated a portion of the goodwill associated with the ABILITY Acquisition to the Inovalon reporting unit based on expected revenue synergies. As a result, the fair value of the customer relationships intangible asset was adjusted by $23.0 million . (2) The Company recognized a net purchase accounting adjustment of $1.8 million resulting in a decrease to goodwill. This adjustment was driven by a $7.5 million decrease to deferred tax liabilities primarily attributable to the tax impact related to the reduction to the fair value of the customer relationships intangible assets and an adjustment to income tax receivable of $0.2 million . These reductions to goodwill were partially offset by a $5.0 million increase in deferred tax liabilities related to tax basis goodwill and provision-to-tax adjustments from ABILITY’s 2017 tax return filings and an adjustment of $0.9 million to the shareholder payable attributable to the ABILITY Acquisition.
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination	The amounts attributed to identified intangible assets are summarized in the table below (in thousands): Estimated Fair Value Measurement Period Adjustments Adjusted Fair Value Customer relationships 12-14 years $ 408,000 $ (23,000 ) $ 385,000 Technology 12-14 years 86,000 — 86,000 Trade names 16-18 years 19,000 — 19,000 Total intangible assets $ 513,000 $ (23,000 ) $ 490,000
Business Acquisition, Pro Forma Information	The following consolidated pro forma financial information is unaudited and gives effect to the transactions as if they had occurred on January 1, 2018 (in thousands): Three Months Ended Nine Months Ended Revenue $ 145,809 $ 428,726 Loss before taxes $ (19 ) $ (43,638 ) The following table presents revenue and income before taxes of ABILITY, included in the consolidated statements of operations (in thousands): Three Months Ended Nine Months Ended Revenue $ 37,922 $ 75,442 Income before taxes $ (7,547 ) $ (1,749 )

REVENUE - Disaggregation of Rev

REVENUE - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue	$ 166,453	$ 145,809	$ 468,921	$ 391,362
Platform Solutions
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue	151,454	130,523	421,695	347,698
Services
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue	$ 14,999	$ 15,286	$ 47,226	$ 43,664

REVENUE - Additional Informatio

REVENUE - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019	Dec. 31, 2018
Revenue from Contract with Customer [Abstract]
Unbilled receivables	$ 24.5	$ 24.5	$ 20.5
Deferred sales commission	11.9	11.9	5.7
Deferred revenue	18	18	$ 20.6
Deferred revenue, revenue recognized	$ 3.7	$ 16.8

NET INCOME (LOSS) PER SHARE - A

NET INCOME (LOSS) PER SHARE - Additional Information (Details) - shares	Jun. 05, 2019	Sep. 30, 2019	Dec. 31, 2018
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Common stock, authorized (in shares)		900,000,000	900,000,000
Class A Common
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Additional shares authorized (in shares)	6,000,000
Common stock, authorized (in shares)	13,335,430	750,000,000	750,000,000

NET INCOME (LOSS) PER SHARE - T

NET INCOME (LOSS) PER SHARE - Tabular Disclosure (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Basic
Net income (loss)	$ 6,842	$ 4,538	$ (8,323)	$ (844)	$ (10,466)	$ (16,834)	$ 3,057	$ (28,144)
Undistributed earnings allocated to participating securities	(221)			0			(92)	0
Net income (loss) attributable to common stockholders—basic	$ 6,621			$ (844)			$ 2,965	$ (28,144)
Weighted average shares used in computing net income (loss) per share attributable to common stockholders - basic (in shares)	148,456			147,339			148,124	144,662
Net (loss) income per share attributable to common stockholders - basic (in dollars per share)	$ 0.04			$ (0.01)			$ 0.02	$ (0.19)
Diluted
Net income (loss) attributable to common stockholders—diluted	$ 6,621			$ (844)			$ 2,965	$ (28,144)
Effect of dilutive securities (in shares)	341			0			349	0
Weighted average shares used in computing net income (loss) per share attributable to common stockholders - diluted (in shares)	148,797			147,339			148,473	144,662
Net income (loss) per share attributable to common stockholders - diluted (in dollars per share)	$ 0.04			$ (0.01)			$ 0.02	$ (0.19)

NET INCOME (LOSS) PER SHARE -_2

NET INCOME (LOSS) PER SHARE - Anti-dilutive Securities (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Equity awards
NET INCOME PER SHARE
Awards excluded from the computation of diluted net income (loss) per share because their inclusion would have been anti-dilutive (in shares)	0	62	3	109

LEASES - Additional Information

LEASES - Additional Information (Details) - USD ($)	Sep. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets	$ 45,098,000		$ 0
Operating lease, liability	53,063,000
Liabilities, current	(125,868,000)		$ (141,310,000)
Finance lease, right-of-use asset	14,900,000
Secured Debt | Line of Credit | Morgan Stanley Senior Funding, Inc.
Lessee, Lease, Description [Line Items]
Face amount	$ 1,000,000
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, term of contract	1 year
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, term of contract	12 years
Accounting Standards Update 2016-02
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets		$ 34,800,000
Operating lease, liability		40,500,000
Liabilities, current		2,100,000
Liabilities, noncurrent		$ 3,600,000

LEASES - Components of Lease Ex

LEASES - Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019
Leases [Abstract]
Amortization of right-of-use assets	$ 492	$ 1,533
Interest on lease liabilities	120	381
Operating lease cost	3,042	8,654
Variable lease cost	494	1,806
Sublease income	(275)	(910)
Total lease cost	$ 3,873	$ 11,464

LEASES - Future Non-cancellable

LEASES - Future Non-cancellable Minimum Lease Payments (Details) $ in Thousands	Sep. 30, 2019USD ($)
Operating Leases
2019	$ 909
2020	5,875
2021	8,748
2022	8,288
2023	6,835
Thereafter	37,585
Total future minimum lease payments	68,240
Less: Interest	(15,177)
Total	53,063
Right-of-use assets obtained in exchange for lease liabilities:
2019	738
2020	2,937
2021	2,381
2022	1,185
2023	1,275
Thereafter	8,816
Total future minimum lease payments	17,332
Less: Interest	(1,907)
Total	$ 15,425

LEASES - Future Non-cancellab_2

LEASES - Future Non-cancellable Lease Payments Under 840 (Details) $ in Thousands	Dec. 31, 2018USD ($)
Operating Leases
2019	$ 11,250
2020	7,059
2021	5,898
2022	5,303
2023	3,821
Thereafter	15,599
Total	48,930
Finance Leases
2019	3,509
2020	2,567
2021	2,017
2022	1,181
2023	1,275
Thereafter	8,831
Total future minimum lease payments	19,380
Less: Interest	(2,548)
Total	$ 16,832

LEASES - Other Information Rela

LEASES - Other Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019	Sep. 30, 2018
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$ 3,076	$ 10,065
Operating cash flows for financing leases	121	381
Financing cash flows for financing leases	596	1,769	$ 709
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases	255	21,055
Finance leases	$ 0	$ 20
Weighted average remaining lease term, operating lease	5 years	5 years
Weighted average remaining lease term, financing lease	8 years	8 years
Weighted average discount rate, operating leases	4.80%	4.80%
Weighted average discount rate, financing leases	3.00%	3.00%

DEBT - Additional Information (

DEBT - Additional Information (Details) - USD ($)	Oct. 04, 2019	Apr. 02, 2018	Sep. 30, 2019
Debt Instrument [Line Items]
Proceeds from issuance of debt		$ 980,000,000
Line of Credit | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread on variable rate			3.50%
Line of Credit | Adjusted LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate			1.00%
Line of Credit | Federal Funds Effective Swap Rate
Debt Instrument [Line Items]
Basis spread on variable rate			0.50%
Secured Debt | Morgan Stanley Senior Funding, Inc. | Subsequent Event
Debt Instrument [Line Items]
Repayments of debt	$ 50,000,000
Secured Debt | Morgan Stanley Senior Funding, Inc. | Revolving Credit Facility
Debt Instrument [Line Items]
Face amount			$ 99,000,000
Secured Debt | Morgan Stanley Senior Funding, Inc. | Line of Credit
Debt Instrument [Line Items]
Face amount			1,000,000
2018 Term Facility | Secured Debt | Morgan Stanley Senior Funding, Inc.
Debt Instrument [Line Items]
Face amount		980,000,000
2018 Revolving Facility | Secured Debt | Morgan Stanley Senior Funding, Inc.
Debt Instrument [Line Items]
Face amount		$ 100,000,000	$ 100,000,000

DEBT - Schedule of Debt (Detail

DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Line of Credit Facility [Line Items]
Credit facilities	$ 9,800	$ 9,800
Credit facilities, less current portion	935,135	939,514
Morgan Stanley Senior Funding, Inc. | Secured Debt
Line of Credit Facility [Line Items]
2018 Term Facility	944,935	949,314
Credit facilities	9,800	9,800
Unamortized loan commitment and origination fees and unamortized discounts or premiums	$ 25,300	$ 28,200

FAIR VALUE MEASUREMENTS - Fair

FAIR VALUE MEASUREMENTS - Fair Value Hierarchy (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Short-term investments:
Short-term investments	$ 0	$ 7,000
Recurring
Liabilities / Other Current Liabilities:
Total	(22,817)	(689)
Recurring | Corporate notes and bonds
Short-term investments:
Short-term investments	0	7,000
Recurring | Money market funds
Cash equivalents:
Cash equivalents	41,761	34,064
Recurring | Level 1
Liabilities / Other Current Liabilities:
Total	41,761	34,064
Recurring | Level 1 | Corporate notes and bonds
Short-term investments:
Short-term investments	0	0
Recurring | Level 1 | Money market funds
Cash equivalents:
Cash equivalents	41,761	34,064
Recurring | Level 2
Liabilities / Other Current Liabilities:
Total	(47,836)	(2,929)
Recurring | Level 2 | Corporate notes and bonds
Short-term investments:
Short-term investments	0	7,000
Recurring | Level 2 | Money market funds
Cash equivalents:
Cash equivalents	0	0
Recurring | Level 3
Liabilities / Other Current Liabilities:
Total	(16,742)	(31,824)
Recurring | Level 3 | Corporate notes and bonds
Short-term investments:
Short-term investments	0	0
Recurring | Level 3 | Money market funds
Cash equivalents:
Cash equivalents	0	0
Recurring | Other Current Liabilities | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	(2,282)	(15,182)
Recurring | Other Current Liabilities | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	(7,979)	(1,778)
Recurring | Other Current Liabilities | Level 1 | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	0	0
Recurring | Other Current Liabilities | Level 1 | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	0	0
Recurring | Other Current Liabilities | Level 2 | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	0	0
Recurring | Other Current Liabilities | Level 2 | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	(7,979)	(1,778)
Recurring | Other Current Liabilities | Level 3 | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	(2,282)	(15,182)
Recurring | Other Current Liabilities | Level 3 | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	0	0
Recurring | Other Liabilities | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	(14,460)	(16,642)
Recurring | Other Liabilities | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	(39,857)	(8,151)
Recurring | Other Liabilities | Level 1 | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	0	0
Recurring | Other Liabilities | Level 1 | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	0	0
Recurring | Other Liabilities | Level 2 | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	0	0
Recurring | Other Liabilities | Level 2 | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	(39,857)	(8,151)
Recurring | Other Liabilities | Level 3 | Contingent consideration
Liabilities / Other Current Liabilities:
Contingent consideration	(14,460)	(16,642)
Recurring | Other Liabilities | Level 3 | Interest rate swaps
Liabilities / Other Current Liabilities:
Interest rate swaps	$ 0	$ 0

FAIR VALUE MEASUREMENTS - Unobs

FAIR VALUE MEASUREMENTS - Unobservable Inputs (Level 3) (Details) - USD ($) $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Fair Value Measurements Using Unobservable Inputs (Level 3)
Contingent consideration attributable to and assumed from ABILITY Acquisition	$ (67)	$ (9,364)
Level 3
Fair Value Measurements Using Unobservable Inputs (Level 3)
Balance, beginning of period	(31,824)	$ (7,400)	$ (7,400)
Fair value adjustment	449		(6,159)
Accretion expense (recognized in general and administrative expenses)	(516)		(1,053)
Settlement of liability	15,149		0
Total	(16,742)		(31,824)
Level 3 | General and administrative
Fair Value Measurements Using Unobservable Inputs (Level 3)
Fair value adjustment	700		5,600
Level 3 | Goodwill
Fair Value Measurements Using Unobservable Inputs (Level 3)
Fair value adjustment	(300)		600
Contingent Consideration Attributable to Acquisition | Level 3
Fair Value Measurements Using Unobservable Inputs (Level 3)
Contingent consideration attributable to and assumed from ABILITY Acquisition	$ 0		$ (17,212)

FAIR VALUE MEASUREMENTS - Debt

FAIR VALUE MEASUREMENTS - Debt (Details) $ in Thousands	Sep. 30, 2019USD ($)
Fair Value Disclosures [Abstract]
Carrying value	$ 944,935
Fair value	$ 949,660

FAIR VALUE MEASUREMENTS - Narra

FAIR VALUE MEASUREMENTS - Narrative (Details) $ in Millions	Sep. 30, 2019USD ($)	Jun. 30, 2018swap
Derivatives, Fair Value [Line Items]
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net	$ (8.1)
Interest Rate Swap
Derivatives, Fair Value [Line Items]
Interest rate derivatives held | swap		4
Amount of hedged item	$ 700
Derivative, fixed interest rate	2.80%

FAIR VALUE MEASUREMENTS - Fai_2

FAIR VALUE MEASUREMENTS - Fair Value of Interest Rate Swaps (Details) - Interest Rate Swap - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Derivative Liability [Abstract]
Gain (Loss) recognized in OCI	$ (9,564)	$ 4,865	$ (40,031)	$ 4,666
(Gain) Loss reclassified from OCI	994	$ 1,252	2,125	$ 2,090
Other Current Liabilities
Derivative Liability [Abstract]
Fair Value	(7,979)		(7,979)		$ (1,778)
Other Liabilities
Derivative Liability [Abstract]
Fair Value	$ (39,857)		$ (39,857)		$ (8,151)

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	Feb. 20, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Amount awarded to other party	$ 17
Loss related to litigation settlement	$ 1.7

BUSINESS COMBINATIONS - Additio

BUSINESS COMBINATIONS - Additional Information (Details) - ABILITY Network facility in Thousands, $ in Thousands	Apr. 02, 2018USD ($)facility	Dec. 31, 2018USD ($)
Business Acquisition [Line Items]
Consideration transferred	$ 1,191,050
Number of provider facilities | facility	44
Acquisition related costs		$ 6,500

BUSINESS COMBINATIONS - Stated

BUSINESS COMBINATIONS - Stated Purchase Price and Fair Value of the Purchase Price (Details) - ABILITY Network $ in Thousands	Apr. 02, 2018USD ($)
Business Acquisition [Line Items]
Purchase Price	$ 1,220,800
Working capital adjustment	(630)
Shareholder payable adjustment	880
Subtotal	1,221,050
Restricted stock marketability discount	(30,000)
Total fair value purchase price	$ 1,191,050

BUSINESS COMBINATIONS - Fair Va

BUSINESS COMBINATIONS - Fair Value of Consideration Transferred (Details) - USD ($) $ in Thousands	Apr. 02, 2018	Sep. 30, 2019	Sep. 30, 2018
Business Acquisition [Line Items]
Contingent consideration		$ (67)	$ (9,364)
ABILITY Network
Business Acquisition [Line Items]
Cash	$ 1,107,220
Issuance of Class A common stock	70,000
Contingent consideration	14,460
Working capital adjustment	(630)
Total fair value purchase price	$ 1,191,050

BUSINESS COMBINATIONS - Purchas

BUSINESS COMBINATIONS - Purchase Price Allocation (Details) - USD ($) $ in Thousands	12 Months Ended
	Mar. 31, 2019	Sep. 30, 2019	Dec. 31, 2018	Apr. 02, 2018
Business Acquisition [Line Items]
Goodwill		$ 955,881	$ 956,029
Income tax receivable	$ 200
ABILITY Network
Business Acquisition [Line Items]
Cash and cash equivalents				$ 23,850
Accounts receivable				16,739
Income tax receivable				688
Prepaid expenses and other current assets				3,025
Property and equipment				3,095
Goodwill				770,949
Intangible assets				490,000
Other assets				1,252
Accounts payable and accrued expenses				(6,863)
Deferred revenue				(7,000)
Other current liabilities				(507)
Other liabilities				(5,291)
Deferred tax liabilities				(98,887)
Total consideration transferred				$ 1,191,050
Intangible asset adjustment	23,000
Goodwill	1,800
Deferred tax liability	5,000
Shareholder payable adjustment	900
Customer Relationships | ABILITY Network
Business Acquisition [Line Items]
Deferred tax liability	$ 7,500

BUSINESS COMBINATIONS - Identif

BUSINESS COMBINATIONS - Identified Intangible Assets (Details) - ABILITY Network - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2019	Mar. 31, 2019	Apr. 02, 2018
Business Acquisition [Line Items]
Intangible asset adjustment		$ (23,000)
Fair Value		490,000	$ 513,000
Customer Relationships
Business Acquisition [Line Items]
Intangible asset adjustment		(23,000)
Fair Value		385,000	408,000
Technology-Based Intangible Assets
Business Acquisition [Line Items]
Intangible asset adjustment		0
Fair Value		86,000	86,000
Trade Names
Business Acquisition [Line Items]
Intangible asset adjustment		0
Fair Value		$ 19,000	$ 19,000
Minimum | Customer Relationships
Business Acquisition [Line Items]
Estimated Useful Life	12 years
Minimum | Technology-Based Intangible Assets
Business Acquisition [Line Items]
Estimated Useful Life	12 years
Minimum | Trade Names
Business Acquisition [Line Items]
Estimated Useful Life	16 years
Maximum | Customer Relationships
Business Acquisition [Line Items]
Estimated Useful Life	14 years
Maximum | Technology-Based Intangible Assets
Business Acquisition [Line Items]
Estimated Useful Life	14 years
Maximum | Trade Names
Business Acquisition [Line Items]
Estimated Useful Life	18 years

BUSINESS COMBINATIONS - Results

BUSINESS COMBINATIONS - Results of Acquiree (Details) - ABILITY Network - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2018
Business Acquisition [Line Items]
Revenue	$ 37,922	$ 75,442
Income before taxes	$ (7,547)	$ (1,749)

BUSINESS COMBINATIONS - Proform

BUSINESS COMBINATIONS - Proforma Impact (Details) - ABILITY Network - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2018
Business Acquisition [Line Items]
Revenue	$ 145,809	$ 428,726
Loss before taxes	$ (19)	$ (43,638)

Uncategorized Items - inovq3201

Label	Element	Value
Accounting Standards Update 2018-02 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 102,000
Accounting Standards Update 2018-02 [Member] | Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	102,000
Accounting Standards Update 2014-09 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	628,000
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 628,000