Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2014 | Feb. 13, 2015 | |
Document Information | |||
Entity Registrant Name | CRAWFORD & CO | ||
Entity Central Index Key | 25475 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $249,643,422 | ||
Class A Common Stock | |||
Document Information | |||
Entity Common Stock, Shares Outstanding | 30,547,019 | ||
Class B Common Stock | |||
Document Information | |||
Entity Common Stock, Shares Outstanding | 24,690,172 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues from Services: | |||
Revenues before reimbursements | $1,142,851 | $1,163,445 | $1,176,717 |
Reimbursements | 74,112 | 89,985 | 89,421 |
Total Revenues | 1,216,963 | 1,253,430 | 1,266,138 |
Costs and Expenses: | |||
Costs of services provided, before reimbursements | 840,702 | 846,442 | 846,638 |
Reimbursements | 74,112 | 89,985 | 89,421 |
Total costs of services | 914,814 | 936,427 | 936,059 |
Selling, general, and administrative expenses | 237,880 | 232,307 | 228,411 |
Corporate interest expense, net of interest income of $781, $768, and $967, for the years ended December 31, 2014, 2013, and 2012, respectively | 6,031 | 6,423 | 8,607 |
Special charges and credits | 0 | 0 | 11,332 |
Total Costs and Expenses | 1,158,725 | 1,175,157 | 1,184,409 |
Other Income | 1,650 | 2,829 | 1,711 |
Income Before Income Taxes | 59,888 | 81,102 | 83,440 |
Provision for Income Taxes | 28,780 | 29,766 | 33,686 |
Net Income | 31,108 | 51,336 | 49,754 |
Net Income Attributable to Noncontrolling Interests | -484 | -358 | -866 |
Net Income Attributable to Shareholders of Crawford & Company | $30,624 | $50,978 | $48,888 |
Class A Common Stock | |||
Earnings Per Share - Basic: | |||
Earnings Per Share - Basic (usd per share) | $0.58 | $0.95 | $0.92 |
Earnings Per Share - Diluted: | |||
Earnings Per Share - Diluted (usd per share) | $0.57 | $0.93 | $0.91 |
Weighted-Average Shares Used to Compute Basic Earnings Per Share: | |||
Weighted Average Shares Used to Compute Basic Earnings Per Share (shares) | 30,237 | 29,853 | 29,536 |
Weighted-Average Shares Used to Compute Diluted Earnings Per Share: | |||
Weighted Average Shares Used to Compute Diluted Earnings Per Share (shares) | 30,983 | 30,855 | 30,272 |
Cash Dividends Per Share: | |||
Cash Dividends Per Share (usd per share) | $0.24 | $0.18 | $0.20 |
Class B Common Stock | |||
Earnings Per Share - Basic: | |||
Earnings Per Share - Basic (usd per share) | $0.52 | $0.91 | $0.88 |
Earnings Per Share - Diluted: | |||
Earnings Per Share - Diluted (usd per share) | $0.52 | $0.90 | $0.87 |
Weighted-Average Shares Used to Compute Basic Earnings Per Share: | |||
Weighted Average Shares Used to Compute Basic Earnings Per Share (shares) | 24,690 | 24,690 | 24,693 |
Weighted-Average Shares Used to Compute Diluted Earnings Per Share: | |||
Weighted Average Shares Used to Compute Diluted Earnings Per Share (shares) | 24,690 | 24,690 | 24,693 |
Cash Dividends Per Share: | |||
Cash Dividends Per Share (usd per share) | $0.18 | $0.14 | $0.16 |
Consolidated_Statements_of_Inc1
Consolidated Statements of Income (Parentheticals) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Interest income | $781 | $768 | $967 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive (Loss) Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net Income | $31,108 | $51,336 | $49,754 |
Other Comprehensive (Loss) Income: | |||
Net foreign currency translation loss, net of tax benefit of $91 and $0 and $0, respectively | -8,600 | -4,283 | -2,787 |
Amounts reclassified into net income for defined benefit pension plans, net of tax provision of $3,039, $4,220, and $3,283, respectively | 8,636 | 8,834 | 6,340 |
Net unrealized (loss) gain on defined benefit plans arising during the year, net of tax benefit (provision) of $25,746, ($13,846), and $18,109, respectively | -43,181 | 15,671 | -39,934 |
Interest rate swap agreement loss reclassified into income, net of tax benefit of $0, $0, and $253, respectively | 0 | 0 | 414 |
Other Comprehensive (Loss) Income | -43,145 | 20,222 | -35,967 |
Comprehensive (Loss) Income | -12,037 | 71,558 | 13,787 |
Comprehensive income attributable to noncontrolling interests | -87 | -309 | -777 |
Comprehensive (Loss) Income Attributable to Shareholders of Crawford & Company | ($12,124) | $71,249 | $13,010 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive (Loss) Income (Parentheticals) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
OCI, Tax on foreign currency translation loss | $91 | $0 | $0 |
OCI, Tax on reclassification adjustments to net income for pension plans | -3,039 | -4,220 | -3,283 |
OCI, Tax benefit (provision) on unrealized (losses) gains arising during the year for pension plans | 25,746 | -13,846 | 18,109 |
OCI, Tax on interest rate swap agreement loss reclassified into income | $0 | $0 | $253 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ||
Cash and cash equivalents | $52,456 | $75,953 |
Accounts receivable, less allowance for doubtful accounts of $10,960 and $10,234 at December 31, 2014 and 2013, respectively | 180,096 | 160,350 |
Unbilled revenues, at estimated billable amounts | 103,163 | 105,791 |
Income taxes receivable | 2,779 | 5,150 |
Prepaid expenses and other current assets | 29,089 | 22,437 |
Total Current Assets | 367,583 | 369,681 |
Property and Equipment: | ||
Property and equipment | 143,273 | 155,326 |
Less accumulated depreciation | -102,414 | -109,643 |
Net Property and Equipment | 40,859 | 45,683 |
Other Assets: | ||
Goodwill | 131,885 | 132,777 |
Intangible assets arising from business acquisitions, net | 75,895 | 82,103 |
Capitalized software costs, net | 75,536 | 72,761 |
Deferred income tax assets | 66,927 | 61,375 |
Other noncurrent assets | 30,634 | 25,678 |
Total Other Assets | 380,877 | 374,694 |
TOTAL ASSETS | 789,319 | 790,058 |
Current Liabilities: | ||
Short-term borrowings | 2,002 | 35,000 |
Accounts payable | 48,597 | 50,941 |
Accrued compensation and related costs | 82,151 | 98,656 |
Self-insured risks | 14,491 | 13,100 |
Income taxes payable | 2,618 | 3,476 |
Deferred income taxes | 14,523 | 15,063 |
Deferred rent | 13,576 | 16,062 |
Other accrued liabilities | 35,784 | 34,270 |
Deferred revenues | 45,054 | 49,950 |
Current installments of long-term debt and capital leases | 763 | 875 |
Total Current Liabilities | 259,559 | 317,393 |
Noncurrent Liabilities: | ||
Long-term debt and capital leases, less current installments | 154,046 | 101,770 |
Deferred revenues | 26,706 | 26,893 |
Self-insured risks | 10,041 | 12,530 |
Accrued pension liabilities | 142,343 | 102,960 |
Other noncurrent liabilities | 17,271 | 20,979 |
Total Noncurrent Liabilities | 350,407 | 265,132 |
Shareholders’ Investment: | ||
Additional paid-in capital | 38,617 | 39,285 |
Retained earnings | 301,091 | 285,165 |
Accumulated other comprehensive loss | -221,958 | -179,210 |
Shareholders' Investment Attributable to Shareholders of Crawford & Company | 172,937 | 199,805 |
Noncontrolling interests | 6,416 | 7,728 |
Total Shareholders’ Investment | 179,353 | 207,533 |
TOTAL LIABILITIES AND SHAREHOLDERS’ INVESTMENT | 789,319 | 790,058 |
Class A Common Stock | ||
Shareholders’ Investment: | ||
Class A common stock, $1.00 par value; 50,000 shares authorized; 30,497 and 29,875 shares issued and outstanding at December 31, 2014 and 2013 , respectively. Class B common stock, $1.00 par value, 50,000 shares authorized; 24,690 shares issued and outstanding | 30,497 | 29,875 |
Class B Common Stock | ||
Shareholders’ Investment: | ||
Class A common stock, $1.00 par value; 50,000 shares authorized; 30,497 and 29,875 shares issued and outstanding at December 31, 2014 and 2013 , respectively. Class B common stock, $1.00 par value, 50,000 shares authorized; 24,690 shares issued and outstanding | $24,690 | $24,690 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Current Assets: | ||
Allowance for doubtful accounts | $10,960 | $10,234 |
Class A Common Stock | ||
Shareholders’ Investment: | ||
Par or stated value per share (usd per share) | $1 | $1 |
Shares authorized | 50,000,000 | 50,000,000 |
Shares issued | 30,497,000 | 29,875,000 |
Shares outstanding | 30,497,000 | 29,875,000 |
Class B Common Stock | ||
Shareholders’ Investment: | ||
Par or stated value per share (usd per share) | $1 | $1 |
Shares authorized | 50,000,000 | 50,000,000 |
Shares issued | 24,690,000 | 24,690,000 |
Shares outstanding | 24,690,000 | 24,690,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash Flows from Operating Activities: | |||
Net income | $31,108 | $51,336 | $49,754 |
Reconciliation of net income to net cash provided by operating activities: | |||
Depreciation and amortization | 37,644 | 33,903 | 32,796 |
Deferred income taxes | 15,189 | 15,625 | 19,355 |
Gain on sale of interest in former corporate headquarters property | -836 | 0 | 0 |
Stock-based compensation costs | 1,189 | 3,835 | 3,660 |
(Gain) loss on disposals of property and equipment, net | -239 | 273 | -136 |
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions: | |||
Accounts receivable, net | -24,358 | 2,102 | -4,197 |
Unbilled revenues, net | -1,216 | 16,528 | -18,725 |
Accrued or prepaid income taxes | 3,099 | -2,160 | -628 |
Accounts payable and accrued liabilities | -23,100 | -22,328 | 28,853 |
Deferred revenues | -4,645 | -5,895 | 1,290 |
Accrued retirement costs | -18,497 | -22,086 | -15,639 |
Prepaid expenses and other operating activities | -8,732 | 6,711 | -3,530 |
Net cash provided by operating activities | 6,606 | 77,844 | 92,853 |
Cash Flows from Investing Activities: | |||
Acquisitions of property and equipment | -12,485 | -14,037 | -15,375 |
Proceeds from disposals of property and equipment | 1,289 | 0 | 47 |
Capitalization of computer software costs | -16,712 | -16,976 | -17,801 |
Proceeds from sale of interest in former corporate headquarters property | 836 | 0 | 0 |
Cash surrendered from sale of business | -1,554 | 0 | |
Payments for business acquisitions, net of cash acquired | -3,141 | -2,515 | -674 |
Net cash used in investing activities | -31,767 | -33,528 | -33,803 |
Cash Flows from Financing Activities: | |||
Cash dividends paid | -11,717 | -8,840 | -9,880 |
Payments related to shares received for withholding taxes under stock-based compensation plans | -2,085 | -1,322 | -1,307 |
Proceeds from shares purchased under employee stock-based compensation plans | 1,270 | 1,884 | 520 |
Repurchases of common stock | -3,390 | -3,631 | -2,840 |
Increase in short-term and revolving credit facility borrowings | 121,110 | 88,460 | 42,174 |
Payments on short-term and revolving credit facility borrowings | -98,821 | -99,461 | -91,412 |
Payments on capital lease obligations and long-term debt | -856 | -15,823 | -1,583 |
Capitalized loan costs | -218 | -30 | -161 |
Dividends paid to noncontrolling interests | -761 | -369 | -429 |
Net cash provided by (used in) financing activities | 4,532 | -39,132 | -64,918 |
Effects of exchange rate changes on cash and cash equivalents | -2,868 | -388 | -588 |
(Decrease) Increase in Cash and Cash Equivalents | -23,497 | 4,796 | -6,456 |
Cash and Cash Equivalents at Beginning of Year | 75,953 | 71,157 | 77,613 |
Cash and Cash Equivalents at End of Year | $52,456 | $75,953 | $71,157 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' Investment (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | $207,533 | $141,799 | $138,288 |
Net income | 31,108 | 51,336 | 49,754 |
Other comprehensive income (loss) | -43,145 | 20,222 | -35,967 |
Cash dividends paid | -11,717 | -8,840 | -9,880 |
Stock-based compensation | 1,189 | 3,835 | 3,660 |
Repurchases of common stock | -3,390 | -3,631 | -2,840 |
Shares issued in connection with stock-based compensation plans, net | -826 | 993 | -787 |
Change in noncontrolling interest due to acquisition | 2,188 | 0 | |
Decrease in value of noncontrolling interest due to sale of controlling interest | -638 | ||
Dividends paid to noncontrolling interests | -761 | -369 | -429 |
Ending Balance | 179,353 | 207,533 | 141,799 |
Parent | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 199,805 | 136,199 | 133,472 |
Net income | 30,624 | 50,978 | 48,888 |
Other comprehensive income (loss) | -42,748 | 20,271 | -35,878 |
Cash dividends paid | -11,717 | -8,840 | -9,880 |
Stock-based compensation | 1,189 | 3,835 | 3,660 |
Repurchases of common stock | -3,390 | -3,631 | -2,840 |
Shares issued in connection with stock-based compensation plans, net | -826 | 993 | -787 |
Change in noncontrolling interest due to acquisition | 0 | -436 | |
Ending Balance | 172,937 | 199,805 | 136,199 |
Additional Paid-In Capital | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 39,285 | 35,550 | 33,969 |
Stock-based compensation | 1,189 | 3,835 | 3,660 |
Shares issued in connection with stock-based compensation plans, net | -1,857 | -100 | -1,643 |
Change in noncontrolling interest due to acquisition | 0 | -436 | |
Ending Balance | 38,617 | 39,285 | 35,550 |
Retained Earnings | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 285,165 | 246,105 | 209,323 |
Net income | 30,624 | 50,978 | 48,888 |
Cash dividends paid | -11,717 | -8,840 | -9,880 |
Repurchases of common stock | -2,981 | -3,078 | -2,226 |
Ending Balance | 301,091 | 285,165 | 246,105 |
Accumulated Other Comprehensive (Loss) Income | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | -179,210 | -199,481 | -163,603 |
Other comprehensive income (loss) | -42,748 | 20,271 | -35,878 |
Ending Balance | -221,958 | -179,210 | -199,481 |
Noncontrolling Interests | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 7,728 | 5,600 | 4,816 |
Net income | 484 | 358 | 866 |
Other comprehensive income (loss) | -397 | -49 | -89 |
Change in noncontrolling interest due to acquisition | 2,188 | 436 | |
Decrease in value of noncontrolling interest due to sale of controlling interest | -638 | ||
Dividends paid to noncontrolling interests | -761 | -369 | -429 |
Ending Balance | 6,416 | 7,728 | 5,600 |
Class A Common Stock | Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 29,875 | 29,335 | 29,086 |
Repurchases of common stock | -409 | -553 | -607 |
Shares issued in connection with stock-based compensation plans, net | 1,031 | 1,093 | 856 |
Ending Balance | 30,497 | 29,875 | 29,335 |
Class B Common Stock | Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 24,690 | 24,690 | 24,697 |
Repurchases of common stock | -7 | ||
Shares issued in connection with stock-based compensation plans, net | 0 | 0 | 0 |
Ending Balance | $24,690 | $24,690 | $24,690 |
Significant_Accounting_and_Rep
Significant Accounting and Reporting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||
Significant Accounting and Reporting Policies | Significant Accounting and Reporting Policies | |||||||||||
Nature of Operations | ||||||||||||
Based in Atlanta, Georgia, Crawford & Company ("Crawford" or the "Company") is the world's largest (based on annual revenues) independent provider of claims management solutions to the risk management and insurance industry, as well as to self-insured entities, with an expansive global network serving clients in more than 70 countries. The Crawford SolutionSM offers comprehensive, integrated claims services, business process outsourcing and consulting services for major product lines including property and casualty claims management, workers’ compensation claims and medical management, and legal settlement administration. | ||||||||||||
Shares of the Company's two classes of common stock are traded on the New York Stock Exchange under the symbols CRDA and CRDB, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights and the Company's ability to pay greater cash dividends on the non-voting Class A Common Stock than on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class. The Company's website is www.crawfordandcompany.com. The information contained on, or hyperlinked from, the Company's website is not a part of, and is not incorporated by reference into, this report. | ||||||||||||
Principles of Consolidation | ||||||||||||
The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) and include the accounts of the Company, its majority-owned subsidiaries, and variable interest entities in which the Company is deemed to be the primary beneficiary. Significant intercompany transactions are eliminated in consolidation. Financial results from the Company's operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines are reported and consolidated on a two-month delayed basis in accordance with the provisions of Accounting Standards Codification ("ASC") 810, “Consolidation,” in order to provide sufficient time for accumulation of their results. Accordingly, the Company's December 31, 2014, 2013, and 2012 consolidated financial statements include the financial position of such operations as of October 31, 2014 and 2013, respectively, and the results of their operations and cash flows for the fiscal periods ended October 31, 2014, 2013, and 2012, respectively. | ||||||||||||
The Company has controlling ownership interests in several entities that are not wholly-owned by the Company. The financial results and financial positions of these controlled entities are included in the Company’s consolidated financial statements, including both the controlling interests and the noncontrolling interests. The noncontrolling interests represent the equity interests in these entities that are not attributable, either directly or indirectly, to the Company. Noncontrolling interests are reported as a separate component of the Company’s Shareholders’ Investment. On the Company’s Consolidated Statements of Income, net income is attributed to the controlling interests and the noncontrolling interests separately. | ||||||||||||
The Company consolidates the results of a variable interest entity ("VIE") when it is determined to be the primary beneficiary. In accordance with GAAP, in determining whether the Company is the primary beneficiary of a VIE for financial reporting purposes, it considers whether it has the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether it has the obligation to absorb losses or the right to receive returns that would be significant to the VIE. | ||||||||||||
In March 2013, the Company acquired 51% of the capital stock of Lloyd Warwick International Limited ("LWI"). LWI is a VIE primarily because it does not meet the business scope exception, as Crawford provides more than half of the financial support, and because LWI lacks sufficient equity at risk to permit LWI to carry on its activities without additional financial support. Crawford has agreed to provide financial support to LWI of approximately $10,000,000. Crawford is the primary beneficiary of LWI because of its controlling ownership interest and because Crawford has the obligation to absorb LWI's losses through the additional financial support that LWI may require. Creditors of LWI have no recourse to Crawford's general credit. Total assets and liabilities of LWI as of December 31, 2014 were $6,045,000 and $8,346,000, respectively. Included in LWI's total liabilities at December 31, 2014 is a loan from Crawford of $7,378,000. For additional information on the acquisition of LWI, see Note 2, "Acquisitions and Dispositions of Businesses." | ||||||||||||
The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and considered a VIE of the Company. The rabbi trust was created to fund the liabilities of the Company's deferred compensation plan. The Company is considered the primary beneficiary of the rabbi trust because the Company directs the activities of the trust and can use the assets of the trust to satisfy the liabilities of the Company's deferred compensation plan. At December 31, 2014 and 2013, the liabilities of this deferred compensation plan were $11,051,000 and $10,322,000, respectively, which represented obligations of the Company rather than of the rabbi trust, and the values of the assets held in the related rabbi trust were $15,519,000 and $15,140,000, respectively. These liabilities and assets are included in "Other noncurrent liabilities" and "Other noncurrent assets" on the Company’s Consolidated Balance Sheets, respectively. | ||||||||||||
Management’s Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. | ||||||||||||
Revenue Recognition | ||||||||||||
The Company’s revenues are primarily comprised of claims processing or program administration fees and are generated from the Company’s four operating segments. | ||||||||||||
Both the Americas segment and the EMEA/AP segment earn revenues by providing field investigation and evaluation of property and casualty claims for insurance companies and self-insured entities and by providing access to Company-owned networks of direct repair service providers. The Company’s Broadspire segment earns revenues by providing field investigation and claims evaluation of workers’ compensation and liability claims, initial loss reporting services for its clients' claimants, loss mitigation services such as medical bill review, medical case management and vocational rehabilitation, administration of trust funds established to pay claims, and risk management information services. The Legal Settlement Administration segment earns revenues by providing administration services related to settlements of securities cases, product liability cases, Chapter 11 bankruptcy noticing and distribution, and other legal settlements by identifying and qualifying class members, determining and dispensing settlement payments, and administering settlement funds. | ||||||||||||
Fees for professional services are recognized in unbilled revenues at the time such services are rendered, at estimated collectible amounts. Substantially all unbilled revenues are billed within one year. | ||||||||||||
Deferred revenues represent the estimated unearned portion of fees derived from certain fixed-rate claim service agreements. The Company’s fixed-fee service arrangements typically call for the Company to handle claims on either a one- or two-year basis, or for the lifetime of the claim. In cases where the claim is handled on a non-lifetime basis, an additional fee is typically received on each anniversary date that the claim remains open. For service arrangements where the Company provides services for the life of the claim, the Company receives only one fee for the life of the claim, regardless of the duration of the claim. Deferred revenues are recognized into revenues based on the estimated rate at which the services are provided. These rates are primarily based on a historical evaluation of actual claim durations by major line of coverage, and assumptions based on average case closure rates and pricing for each claim type. | ||||||||||||
In the normal course of business, the Company incurs certain out-of-pocket expenses that are thereafter reimbursed by the Company’s clients. Under GAAP, these out-of-pocket expenses and associated reimbursements are required to be included when reporting expenses and revenues, respectively, in the Company’s consolidated results of operations. The amounts of reimbursed expenses and related revenues from reimbursements offset each other in the Company’s consolidated statements of operations with no impact to its net income. | ||||||||||||
Intersegment sales are recorded at cost and are not material. | ||||||||||||
Cash and Cash Equivalents | ||||||||||||
Cash and cash equivalents consist of cash on hand and marketable securities with original maturities of three months or less. The fair value of cash and cash equivalents approximates book value due to their short-term nature. At December 31, 2014, cash and cash equivalents included time deposits of approximately $2,293,000 that were in financial institutions outside the U.S. | ||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||
The Company extends credit based on an evaluation of a client’s financial condition and, generally, collateral is not required. Accounts receivable are typically due upon receipt of the invoice and are stated on the Company’s Consolidated Balance Sheets at amounts due from clients net of an estimated allowance for doubtful accounts. Accounts outstanding longer than the contractual payment terms are considered past due. The fair value of accounts receivable approximates book value due to their short-term contractual stipulations. | ||||||||||||
The Company maintains an allowance for doubtful accounts for estimated losses resulting primarily from the inability of clients to make required payments and for adjustments to invoiced amounts. Losses resulting from the inability of clients to make required payments are accounted for as bad debt expense, while adjustments to invoices are accounted for as reductions to revenue. These allowances are established using historical write-off information to project future experience and by considering the current creditworthiness of clients, any known specific collection problems, and an assessment of current industry and economic conditions. Actual experience may differ significantly from historical or expected loss results. The Company writes off accounts receivable when they become uncollectible, and any payments subsequently received are accounted for as recoveries. A summary of the activities in the allowance for doubtful accounts for the years ended December 31, 2014, 2013, and 2012 is as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(In thousands) | ||||||||||||
Allowance for doubtful accounts, January 1 | $ | 10,234 | $ | 10,584 | $ | 10,615 | ||||||
Add/ (Deduct): | ||||||||||||
Provision for bad debt expense | 2,117 | 1,396 | 2,384 | |||||||||
Write-offs, net of recoveries | (812 | ) | (2,112 | ) | (2,256 | ) | ||||||
Currency translation and other changes | (579 | ) | 366 | (159 | ) | |||||||
Allowance for doubtful accounts, December 31 | $ | 10,960 | $ | 10,234 | $ | 10,584 | ||||||
For the years ended December 31, 2014, 2013, and 2012, the Company’s adjustments to revenues associated with client invoice adjustments totaled $1,786,000, $2,812,000, and $2,712,000, respectively. | ||||||||||||
Goodwill, Indefinite-Lived Intangible Assets, and Other Long-Lived Assets | ||||||||||||
Goodwill is an asset that represents the excess of the purchase price over the fair value of the separately identifiable net assets (tangible and intangible) acquired in business combinations. Indefinite-lived intangible assets consist of trade names associated with acquired businesses. Other long-lived assets consist primarily of property and equipment, capitalized software, and amortizable intangible assets related to customer relationships, technology, and trade names with finite lives. Goodwill and indefinite-lived intangible assets are not amortized, but are subject to impairment testing at least annually. | ||||||||||||
Subsequent to a business acquisition in which goodwill and indefinite-lived intangibles are recorded as assets, post-acquisition accounting requires that both be tested to determine whether there has been an impairment. The Company performs an impairment test of goodwill, indefinite-lived intangible assets, and other long-lived assets at least annually on October 1 of each year. The Company regularly evaluates whether events and circumstances have occurred which indicate potential impairment of goodwill, indefinite-lived intangible assets, or other long-lived assets. When factors indicate that such assets should be evaluated for possible impairment between the scheduled annual impairment tests, the Company performs an impairment test. The Company believes its goodwill, indefinite-lived intangible assets, and other long-lived assets were appropriately valued and not impaired at December 31, 2014. | ||||||||||||
Goodwill impairment testing is a two-step process performed on a reporting unit basis. For goodwill impairment testing purposes, in 2014 the Company separately identified the reporting units of the Americas segment as a) U.S. Contractor Connection and b) the Americas excluding U.S. Contractor Connection. The value of goodwill for each reporting unit was allocated based on the relative estimated fair values of these two reporting units determined by a discounted cash flow analysis. Prior to 2014, U.S. Contractor Connection was tested within the Americas reporting unit. The other reporting units tested were Broadspire, EMEA/AP, and Legal Settlement Administration. In step 1 of the testing process, the fair value of each reporting unit is determined and compared with its book value. If the fair value of the reporting unit exceeds its book value, goodwill is not deemed impaired. If the book value of the reporting unit exceeds its fair value, the testing proceeds to step 2. In step 2, the reporting unit’s fair value is allocated to its assets and liabilities following acquisition accounting procedures to determine the implied fair value of goodwill. This hypothetical acquisition accounting process is applied only for the purpose of determining whether goodwill must be reduced; it is not used to adjust the book values of other assets or liabilities. There is an impairment if (and to the extent) the book value of goodwill exceeds its implied fair value. An impairment loss reduces the recorded goodwill and cannot subsequently be reversed. | ||||||||||||
For step 1 of goodwill impairment testing, the book value of each of the Company’s reporting units is compared with the estimated fair value of the reporting unit as determined utilizing an income approach. The income approach is based on projected debt-free cash flow which is discounted to the present value using discount factors that consider the timing and risk of the cash flows. The Company believes that this approach is appropriate because it provides a fair value estimate based upon the reporting unit’s expected long-term operating cash flow performance. The discount rates used reflect the Company’s assessment of a market participant’s view of the risks associated with the projected cash flows. Other significant assumptions include terminal value growth rates, terminal value margin rates, future capital expenditures and changes in future working capital requirements. While there are inherent uncertainties related to the assumptions used and to management’s application of these assumptions or any other assumptions, the Company believes that the income approach provides a reasonable estimate of the fair value of its reporting units. | ||||||||||||
For impairment testing of indefinite-lived intangible assets, the book value is compared with the fair value, which represents the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the asset. The fair values of the trade names are established using the relief-from-royalty method. This method recognizes that, by virtue of owning the trade name as opposed to licensing it, a company or reporting unit is relieved from paying a royalty, usually expressed as a percentage of sales, for the asset's use. The present value of the after-tax costs savings (i.e., royalty relief) at an appropriate discount rate indicates the value of the trade name. The Company determined the discount rate based on its performance compared to similar market participants, factored by risk in forecasting using a modified capital asset pricing model. | ||||||||||||
If changes to the Company’s reporting structure impact the composition of the Company’s reporting units, existing goodwill is reallocated to the revised reporting units based on their relative estimated fair values as determined by a discounted cash flow analysis. If all of the assets and liabilities of an acquired business are assigned to a specific reporting unit, then the goodwill associated with that acquisition is assigned to that reporting unit at acquisition unless another reporting unit is also expected to benefit from the acquisition. | ||||||||||||
Property and Equipment | ||||||||||||
Property and equipment are stated at cost less accumulated depreciation. The Company depreciates the cost of property and equipment, including assets recorded under capital leases, over the shorter of the remaining lease term or the estimated useful lives of the related assets, primarily using the straight-line method. The estimated useful lives for property and equipment classifications are as follows: | ||||||||||||
Classification | Estimated Useful Lives | |||||||||||
Furniture and fixtures | 3-10 years | |||||||||||
Data processing equipment | 3-5 years | |||||||||||
Automobiles and other | 3-4 years | |||||||||||
Buildings and improvements | 7-40 years | |||||||||||
Property and equipment, including assets under capital leases, consisted of the following at December 31, 2014 and 2013: | ||||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Land | $ | 371 | $ | 582 | ||||||||
Buildings and improvements | 26,014 | 31,038 | ||||||||||
Furniture and fixtures | 49,774 | 50,883 | ||||||||||
Data processing equipment | 65,505 | 71,070 | ||||||||||
Automobiles | 1,609 | 1,753 | ||||||||||
Total property and equipment | 143,273 | 155,326 | ||||||||||
Less accumulated depreciation | (102,414 | ) | (109,643 | ) | ||||||||
Net property and equipment | $ | 40,859 | $ | 45,683 | ||||||||
Additions to property and equipment under capital leases, which are excluded from acquisitions of property and equipment in the Company's Statements of Cash Flows, totaled $21,000, $340,000, and $2,422,000 for 2014, 2013, and 2012, respectively. | ||||||||||||
Depreciation on property and equipment, including property under capital leases and amortization of leasehold improvements, was $16,606,000, $15,446,000, and $15,429,000 for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||||||
Capitalized Software | ||||||||||||
Capitalized software reflects costs related to internally developed or purchased software used by the Company that has expected future economic benefits. Certain internal and external costs incurred during the application development stage are capitalized. Costs incurred during the preliminary project and post implementation stages, including training and maintenance costs, are expensed as incurred. The majority of these capitalized software costs consist of internal payroll costs and external payments for software purchases and related services. These capitalized software costs are amortized over periods ranging from three to ten years, depending on the estimated life of each software application. Amortization expense for capitalized software was $13,954,000, $11,330,000, and $10,226,000 for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||||||
Self-Insured Risks | ||||||||||||
The Company self-insures certain risks consisting primarily of professional liability, auto liability, and employee medical, disability, and workers’ compensation liability. Insurance coverage is obtained for catastrophic property and casualty exposures, including professional liability on a claims-made basis, and those risks required to be insured by law or contract. Most of these self-insured risks are in the U.S. Provisions for claims under the self-insured programs are made based on the Company’s estimates of the aggregate liabilities for claims incurred, losses that have occurred but have not been reported to the Company, and for adverse developments on reported losses. The estimated liabilities are calculated based on historical claims experience, the expected lives of the claims, and other factors considered relevant by management. Changes in these estimates may occur as additional information becomes available. The estimated liabilities for claims incurred under the Company’s self-insured workers’ compensation and employee disability programs are discounted at the prevailing risk-free interest rate for U.S. government securities of an appropriate duration. All other self-insured liabilities are undiscounted. At December 31, 2014 and 2013, accrued liabilities for self-insured risks totaled $24,532,000 and $25,630,000, respectively, including current liabilities of $14,491,000 and $13,100,000, respectively. | ||||||||||||
Income Taxes | ||||||||||||
The Company accounts for certain income and expense items differently for financial reporting and income tax purposes. Provisions for deferred taxes are made in recognition of these temporary differences. The most significant differences relate to revenue recognition, accrued compensation, pension plans, self-insurance, and depreciation and amortization. | ||||||||||||
For financial reporting purposes, the provision for income taxes is the sum of income taxes both currently payable and payable on a deferred basis. Currently payable income taxes represent the liability related to the income tax returns for the current year, while the net deferred tax expense or benefit represents the change in the balance of deferred income tax assets or liabilities as reported on the Company’s Consolidated Balance Sheets that are not related to balances in "Accumulated other comprehensive loss." The changes in deferred income tax assets and liabilities are determined based upon changes in the differences between the basis of assets and liabilities for financial reporting purposes and the basis of assets and liabilities for income tax purposes, measured by the enacted statutory tax rates in effect for the year in which the Company estimates these differences will reverse. The Company must estimate the timing of the reversal of temporary differences, as well as whether taxable income in future periods will be sufficient to fully recognize any gross deferred tax assets. A valuation allowance is provided when it is deemed more-likely-than-not that some portion or all of a deferred tax asset will not be realized. | ||||||||||||
Other factors which influence the effective tax rate used for financial reporting purposes include changes in enacted statutory tax rates, changes in the composition of taxable income from the jurisdictions in which the Company operates, the ability of the Company to utilize net operating loss and tax credit carryforwards, and the Company’s accounting for any uncertain tax positions. See Note 7, “Income Taxes.” | ||||||||||||
Sales and Other Taxes | ||||||||||||
In certain jurisdictions, both in the U.S. and internationally, various governments and taxing authorities require the Company to assess and collect sales and other taxes, such as value added taxes, on certain services that the Company renders and bills to its customers. The majority of the Company’s revenues are not currently subject to these types of taxes. These taxes are not recorded as additional revenues or expenses in the Company's Statements of Income, but are recorded on the balance sheet as pass-through amounts until remitted. | ||||||||||||
Foreign Currency | ||||||||||||
Foreign currency transactions for the years ended December 31, 2014, 2013, and 2012 resulted in net losses of $274,000, $1,084,000, and $268,000 respectively. | ||||||||||||
For operations outside the U.S. that prepare financial statements in currencies other than the U.S. dollar, results of operations and cash flows are translated into U.S. dollars at average exchange rates during the period, and assets and liabilities are translated at end-of-period exchange rates. The resulting translation adjustments, on a net basis, are included in comprehensive (loss) income in the Company’s Consolidated Statements of Comprehensive (Loss) Income, and the accumulated translation adjustment is reported as a component of "Accumulated other comprehensive loss" in the Company’s Consolidated Balance Sheets. | ||||||||||||
Advertising Costs | ||||||||||||
Advertising costs are expensed in the period in which the costs are incurred. Advertising expenses were $2,981,000, $2,793,000, and $3,317,000, respectively, for the years ended December 31, 2014, 2013, and 2012. | ||||||||||||
Pending Adoption of Recently Issued Accounting Standards | ||||||||||||
Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern | ||||||||||||
In August 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-15, "Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern." Under ASU 2014-15, management of public companies will be required to assess an entity's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The standard will be effective for the Company on January 1, 2017. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company does not expect this ASU will have an impact on its financial statements or disclosures upon adoption. | ||||||||||||
Revenue from Contracts with Customers | ||||||||||||
In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers." Under ASU 2014-09, companies will be required to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration (that is, payment) to which the company expects to be entitled in exchange for those goods or services. The new standard also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively (for example, service revenue and contract modifications) and modify guidance for multiple-element arrangements. The revenue standard has been introduced into the FASB’s Accounting Standards Codification as Topic 606 and replaced the previous guidance on revenue recognition in Topic 605. ASU 2014-09 will be effective for the Company on January 1, 2017, with transition to the new standard following either a full retrospective approach or a modified retrospective approach (i.e., an approach that would allow the standard to be applied by recording a cumulative effect of the standard in the current period, with no restatement of the comparative periods, but with additional disclosures required). Early adoption is not permitted. The Company is currently evaluating the effect this standard may have on its results of operations, financial condition and cash flows. |
Acquisitions_and_Dispositions_
Acquisitions and Dispositions of Businesses | 12 Months Ended |
Dec. 31, 2014 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions of Businesses | Acquisitions and Dispositions of Businesses |
On July 15, 2014, the Company acquired 100% of the capital stock of Buckley Scott Holdings Limited ("Buckley Scott"), a U.K.-based international construction and engineering adjusting firm, for $3,812,000. Net assets purchased totaled $1,532,000, including $488,000 cash acquired. A deferred tax liability of $473,000 was recognized on the acquired intangible assets. The agreement contains an earnout provision based on Buckley Scott achieving certain financial results during the two-year period following the completion of the acquisition, with a current estimated fair value of $1,153,000. The difference between the purchase price and the allocation of that price to the net assets acquired represents customer relationship intangibles of $2,195,000 with an estimated 15-year useful life, trade name intangibles of $169,000 with an estimated two-year useful life, and $1,542,000 of goodwill with an estimated indefinite life, representing the estimated value of the assembled workforce and expected synergies with existing businesses. The acquisition is expected to enable the Company to significantly expand its construction and engineering business in the U.K. and internationally. The results for Buckley Scott have been included in the EMEA/AP segment since the acquisition date and were not material to the operations of the Company for the year ended December 31, 2014. | |
In March 2013, the Company acquired 51% of the capital stock of LWI, a specialist loss consulting company based in London which offers onshore and offshore energy expertise. This acquisition increases Crawford's ability to handle offshore claims and reiterates the Company's focus on offering market leading expertise in specialist and technical services. Crawford has begun to leverage this acquisition to further grow its market share in the Oil and Energy sector, expanding LWI's capabilities in this highly complex market. | |
The Company has the right to purchase the 49% noncontrolling interest of LWI for a period of six months beginning in June 2018 for a price to be determined using a seven times multiple of LWI's average earnings before interest, taxes, depreciation and amortization for the 36 months preceding the date the right is exercised. The Company also has the right of first refusal within 30 days to match any offer to acquire the 49% noncontrolling interest. | |
The Company sold its 74.9% ownership interest in Crawford South Africa in February 2014 to the noncontrolling interest holder at net book value. Net assets sold were $2,542,000, including cash of $1,554,000. The purchase price was financed with a loan receivable due in two years. The Company had previously recognized a loss on the disposal of this entity of $474,000 in the fourth quarter of 2013. The results of Crawford South Africa were not material to the Company. The Company has an obligation to refer any work it receives within South Africa to the buyer and is entitled to a royalty equal to 2% of the buyer's future revenues in exchange for the continued use of the Crawford name, until either party gives 12 months notice to terminate the ongoing relationship. The buyer is not a related party of the Company, and the future royalties are not expected to be material to the Company. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | |||||||||||||||||||
Goodwill | ||||||||||||||||||||
The following table shows the changes in the carrying amount of goodwill for the years ended December 31, 2014 and 2013: | ||||||||||||||||||||
Americas | Broadspire | Legal Settlement Administration | EMEA/AP | Total | ||||||||||||||||
(In thousands) | ||||||||||||||||||||
Balance at December 31, 2012: | ||||||||||||||||||||
Goodwill | $ | 43,792 | $ | 151,133 | $ | 19,599 | $ | 68,604 | $ | 283,128 | ||||||||||
Accumulated Impairment Losses | — | (151,133 | ) | — | — | (151,133 | ) | |||||||||||||
Net Goodwill | 43,792 | — | 19,599 | 68,604 | 131,995 | |||||||||||||||
2013 Activity: | ||||||||||||||||||||
Goodwill of acquired businesses | — | — | — | 4,454 | 4,454 | |||||||||||||||
Impairment of goodwill of business held for sale | — | — | — | (556 | ) | (556 | ) | |||||||||||||
Foreign currency effects | (1,606 | ) | — | — | (1,510 | ) | (3,116 | ) | ||||||||||||
Balance at December 31, 2013: | ||||||||||||||||||||
Goodwill | 42,186 | 151,133 | 19,599 | 71,548 | 284,466 | |||||||||||||||
Accumulated Impairment Losses | — | (151,133 | ) | — | (556 | ) | (151,689 | ) | ||||||||||||
Net Goodwill | 42,186 | — | 19,599 | 70,992 | 132,777 | |||||||||||||||
2014 Activity: | ||||||||||||||||||||
Goodwill of acquired business | — | — | — | 1,542 | 1,542 | |||||||||||||||
Impairment of goodwill of disposed business | — | — | — | (11 | ) | (11 | ) | |||||||||||||
Other activity | — | — | — | 1,149 | 1,149 | |||||||||||||||
Foreign currency effects | (1,978 | ) | — | — | (1,594 | ) | (3,572 | ) | ||||||||||||
Balance at December 31, 2014: | ||||||||||||||||||||
Goodwill | 40,208 | 151,133 | 19,599 | 72,645 | 283,585 | |||||||||||||||
Accumulated Impairment Losses | — | (151,133 | ) | — | (567 | ) | (151,700 | ) | ||||||||||||
Net Goodwill | $ | 40,208 | $ | — | $ | 19,599 | $ | 72,078 | $ | 131,885 | ||||||||||
The 2014 "Other activity"relates to adjustments for deferred taxes acquired in connection with a prior period business combination. | ||||||||||||||||||||
Intangible Assets | ||||||||||||||||||||
The following is a summary of finite-lived intangible assets acquired through business acquisitions as of December 31, 2014 and 2013: | ||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Net Carrying Value | Weighted-Average Amortization Period | |||||||||||||||||
(In thousands, except years) | ||||||||||||||||||||
December 31, 2014: | ||||||||||||||||||||
Customer relationships | $ | 93,468 | $ | (50,030 | ) | $ | 43,438 | 6.6 years | ||||||||||||
Technology-based | 5,913 | (4,794 | ) | 1,119 | 1.5 years | |||||||||||||||
Trade name | 343 | (202 | ) | 141 | 0.6 years | |||||||||||||||
Total | $ | 99,724 | $ | (55,026 | ) | $ | 44,698 | 5.9 years | ||||||||||||
December 31, 2013: | ||||||||||||||||||||
Customer relationships | $ | 92,775 | $ | (43,791 | ) | $ | 48,984 | 7.8 years | ||||||||||||
Technology-based | 5,913 | (4,051 | ) | 1,862 | 2.5 years | |||||||||||||||
Trade name | 200 | (150 | ) | 50 | 0.7 years | |||||||||||||||
Total | $ | 98,888 | $ | (47,992 | ) | $ | 50,896 | 7.1 years | ||||||||||||
Amortization of finite-lived intangible assets was $7,084,000, $7,127,000, and $7,141,000 for the years ended December 31, 2014, 2013, and 2012, respectively. For the years ended December 31, 2014, 2013, and 2012, amortization expense for finite-lived customer relationships and trade name intangible assets in the amounts of $6,341,000, $6,385,000, and $6,373,000, respectively, were excluded from segment operating earnings (see Note 13, “Segment and Geographic Information”). The amortization expense for the technology-based intangible assets is included in segment operating earnings. Intangible assets subject to amortization are amortized on a straight-line basis over lives ranging from 3 to 15 years. | ||||||||||||||||||||
At December 31, 2014, annual estimated aggregate amortization expense for intangible assets subject to amortization was as follows: | ||||||||||||||||||||
Annual Amortization Expense | ||||||||||||||||||||
Year Ending December 31, | (In thousands) | |||||||||||||||||||
2015 | $ | 7,113 | ||||||||||||||||||
2016 | 6,699 | |||||||||||||||||||
2017 | 6,172 | |||||||||||||||||||
2018 | 6,172 | |||||||||||||||||||
2019 | 6,172 | |||||||||||||||||||
The following is a summary of indefinite-lived intangible assets at December 31, 2014 and 2013: | ||||||||||||||||||||
Gross Carrying Amount | Accumulated Impairments | Net Carrying Value | ||||||||||||||||||
(In thousands) | ||||||||||||||||||||
December 31, 2014: | ||||||||||||||||||||
Trade names | $ | 31,797 | $ | (600 | ) | $ | 31,197 | |||||||||||||
December 31, 2013: | ||||||||||||||||||||
Trade names | $ | 31,807 | $ | (600 | ) | $ | 31,207 | |||||||||||||
ShortTerm_and_LongTerm_Debt_In
Short-Term and Long-Term Debt, Including Capital Leases | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Short-Term and Long-Term Debt, Including Capital Leases | Short-Term and Long-Term Debt, Including Capital Leases | |||||||||||
Long-term debt consisted of the following at December 31, 2014 and 2013: | ||||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Credit Facility | $ | 155,002 | $ | 135,000 | ||||||||
Capital lease obligations | 1,809 | 2,645 | ||||||||||
Total long-term debt and capital leases | 156,811 | 137,645 | ||||||||||
Less: portion of Credit Facility classified as short-term | (2,002 | ) | (35,000 | ) | ||||||||
Less: current installments | (763 | ) | (875 | ) | ||||||||
Total long-term debt and capital leases, less current installments | $ | 154,046 | $ | 101,770 | ||||||||
The Company, its subsidiaries Crawford & Company Risk Services Investments Limited (the “UK Borrower”), Crawford & Company (Canada) Inc. (the “Canadian Borrower”) and Crawford & Company (Australia) Pty. Ltd. (the “Australian Borrower”), (the Company, together with such subsidiaries, as borrowers (the “Borrowers”)), the Company’s guarantor subsidiaries party thereto, Wells Fargo Bank, National Association, as administrative agent and a lender (“Wells Fargo”), and the other lenders party thereto (together with Wells Fargo, the “Lenders”), are party to a Credit Agreement, dated as of December 8, 2011 (as amended, the “Credit Facility”). On November 28, 2014, the Credit Facility was amended to provide the Company the ability to complete its previously announced acquisition of GAB Robins Holdings UK Limited ("GAB Robins"), which was completed on December 1, 2014, and to make certain other technical amendments. See Note 17, "Subsequent Events," for further discussion of the GAB Robins acquisition. | ||||||||||||
The obligations of the Borrowers under the Credit Facility are guaranteed by each existing domestic subsidiary of the Company and certain existing material foreign subsidiaries of the Company that are disregarded entities for U.S. income tax purposes (each a "Disregarded Foreign Entity"). Such obligations are required to be guaranteed by each subsequently acquired or formed material domestic subsidiary and Disregarded Foreign Entity (each, a "Guarantor"), and the obligations of the Foreign Borrowers are also guaranteed by the Company. In addition, the Borrowers' obligations under the Credit Facility are secured by a first priority lien on substantially all of the personal property of the Company and the Guarantors, including, without limitation, intellectual property, 100% of the capital stock of the Company's and the Guarantors' present and future domestic subsidiaries and 65% of the voting stock and 100% of the non-voting stock issued by any present and future first-tier material foreign subsidiary of the Company or any Guarantor. In addition, the obligations of the Foreign Borrowers are secured by a first priority lien on 100% of the capital stock of the Foreign Borrowers. | ||||||||||||
The Credit Facility consists of a $400.0 million revolving credit facility, with a letter of credit subfacility of $100.0 million. The Credit Facility contains sublimits of $185.0 million for borrowings by the UK Borrower, $40.0 million for borrowings by the Canadian Borrower, and $15.0 million for borrowings by the Australian Borrower. The Credit Facility matures, and all amounts outstanding thereunder will be due and payable, on November 25, 2018. | ||||||||||||
Borrowings under the Credit Facility may be made in U.S. dollars, Euros, the currencies of Canada, Japan, Australia or United Kingdom and, subject to the terms of the Credit Facility, other currencies. Borrowings under the Credit Facility bear interest, at the option of the applicable Borrower, based on the Base Rate (as defined below) or the London Interbank Offered Rate ("LIBOR"), in each case plus an applicable interest margin based on the Company's leverage ratio (as defined below), provided that borrowings in foreign currencies may bear interest based on LIBOR only. The interest margin for LIBOR loans ranges from 1.50% to 2.25% and for Base Rate loans ranges from 0.50% to 1.25%. Base Rate is defined as the highest of (i) the Federal Funds Rate, as published by the Federal Reserve Bank of New York, plus 1/2 of 1%, (ii) the prime commercial lending rate of the Administrative Agent and (iii) LIBOR for a one month interest period plus 1.0%. | ||||||||||||
At December 31, 2014 and 2013, a total of $155,002,000 and $135,000,000, respectively, was outstanding under the Credit Facility. In addition, undrawn commitments under letters of credit totaling $17,511,000 and $17,837,000 were outstanding at December 31, 2014 and 2013, respectively, under the letters of credit subfacility of the Credit Facility. These letter of credit commitments were for the Company’s own obligations. Including the amounts committed under the letters of credit subfacility, the available borrowing capacity under the Credit Facility totaled $149,134,000 and $247,163,000 at December 31, 2014 and 2013, respectively. The 2014 available balance takes into consideration the $78,355,000 in debt incurred by the UK borrower discussed in Note 17, "Subsequent Events," which is not on the Company's balance sheet at December 31, 2014. | ||||||||||||
The representations, covenants and events of default in the Credit Facility are customary for financing transactions of this nature, including required compliance with a minimum fixed charge coverage ratio and a maximum leverage ratio (each as defined below). | ||||||||||||
Under the Credit Facility, the fixed charge coverage ratio, defined as the ratio of (i)(A) consolidated earnings before interest expense, income taxes, depreciation, amortization, stock-based compensation expense, and certain other charges and expenses (“EBITDA”) minus (B) aggregate income taxes to the extent paid in cash minus (C) unfinanced capital expenditures to (ii) the sum of: (A) consolidated interest expense to the extent paid (or required to be paid) in cash, plus (B) the aggregate of all scheduled payments of principal on funded debt (including the principal component of payments made in respect of capital lease obligations) required to have been made (whether or not such payments are actually made), plus (C) the aggregate of all restricted payments (as defined) paid, plus (D) the aggregate of all earnouts paid or required to be paid, must not be less than 1.50 to 1.00 for the four-quarter period ending at the end of each fiscal quarter. | ||||||||||||
Under the Credit Facility, the leverage ratio, as of the last day of any fiscal quarter, defined as the ratio of (i) consolidated total funded debt minus unrestricted cash to (ii) consolidated EBITDA, must not be greater than 3.25 to 1.00. | ||||||||||||
At December 31, 2014, the Company was in compliance with the financial covenants under the Credit Facility. If the Company does not meet the covenant requirements in the future, it would be in default under the Credit Facility. Upon the occurrence of an event of default, the lenders may terminate the loan commitments, accelerate all loans and exercise any of their rights under the Credit Facility and ancillary loan documents. | ||||||||||||
Short-term borrowings under the Credit Facility totaled $2,002,000 and $35,000,000 at December 31, 2014 and 2013, respectively. The Company expects, but is not required, to repay all of such short-term borrowings at December 31, 2014 in 2015. | ||||||||||||
The Company’s capital leases are primarily comprised of equipment leases with terms ranging from 24 to 60 months. | ||||||||||||
Interest expense, including any impact from the Company’s cross currency basis swap and amortization of capitalized loan costs, on the Company’s short-term and long-term borrowings was $6,812,000, $7,191,000, and $9,574,000 for the years ended December 31, 2014, 2013, and 2012, respectively. Interest paid on the Company’s short-term and long-term borrowings was $5,880,000, $6,379,000, and $8,728,000 for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||||||
Principal repayments of long-term debt, including current portions and capital leases, as of December 31, 2014 are expected to be as follows: | ||||||||||||
Long-term Debt | Capital Lease Obligations | Total | ||||||||||
Year Ending December 31, | (In thousands) | |||||||||||
2015 | $ | 2,002 | $ | 763 | $ | 2,765 | ||||||
2016 | — | 692 | 692 | |||||||||
2017 | — | 317 | 317 | |||||||||
2018 | 153,000 | 37 | 153,037 | |||||||||
2019 | — | — | — | |||||||||
Total | $ | 155,002 | $ | 1,809 | $ | 156,811 | ||||||
Amounts in the table above exclude the impact of the additional $78,355,000 in U.K. debt discussed in Note 17, "Subsequent Events," which is not on the Company's Consolidated Balance Sheet at December 31, 2014. Such amounts will be due upon maturity of the Credit Facility in 2018. |
Derivative_Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments |
In February 2011, the Company entered into a U.S. dollar and Canadian dollar ("CAD") cross currency basis swap with an initial notional amount of CAD34,749,000 as an economic hedge to an intercompany note payable to the U.S. parent by a Canadian subsidiary. The cross currency basis swap requires the Canadian subsidiary to deliver quarterly payments of CAD589,000 to the counterparty and entitles the U.S. parent to receive quarterly payments of U.S. $593,000. The Canadian subsidiary also makes interest payments to the counterparty based on 3-month Canada Bankers Acceptances plus a spread, and the U.S. parent receives payments based on U.S. 3-month LIBOR. The cross currency basis swap expires on September 30, 2025. The Company has elected to not designate this swap as a hedge of the intercompany note from the Canadian subsidiary. Accordingly, changes in the fair value of this swap, as well as changes in the value of the intercompany note, are recorded as gains or losses in "Selling, general and administrative expenses" in the Company’s Consolidated Statements of Income over the term of the swap and are expected to substantially offset one another. The changes in the fair value of the cross currency basis swap will not exactly offset changes in the value of the intercompany note, as the fair value of this swap is determined based on forward rates while the value of the intercompany note is determined based on end of period spot rates. The net gains and losses for the years ended December 31, 2014, 2013, and 2012 were not material. The Company believes there have been no material changes in the creditworthiness of the counterparty to this cross currency basis swap agreement and believes the risk of nonperformance by such party is minimal. | |
This swap agreement contains a provision providing that if the Company is in default under its Credit Facility , the Company may also be deemed to be in default under the swap agreement. If there were such a default, the Company could be required to contemporaneously settle some or all of the obligation under the swap agreement at values determined at the time of default. At December 31, 2014, no such default existed, and the Company had no assets posted as collateral under the swap agreement. |
Commitments_Under_Operating_Le
Commitments Under Operating Leases | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Leases, Operating [Abstract] | ||||||||||||
Commitments Under Operating Leases | Commitments Under Operating Leases | |||||||||||
The Company and its subsidiaries lease certain office space, computer equipment, and automobiles under operating leases. For office leases that contain scheduled rent increases or rent concessions, the Company recognizes monthly rent expense based on a calculated average monthly rent amount that considers the rent increases and rent concessions over the life of the lease term. Leasehold improvements of a capital nature that are made to leased office space under operating leases are amortized over the shorter of the term of the lease or the estimated useful life of the improvement. License and maintenance costs related to leased vehicles are paid by the Company and are expensed as incurred. | ||||||||||||
Rental expenses, net of amortization of any incentives provided by lessors, for operating leases consisted of the following: | ||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Office space | $ | 43,277 | $ | 43,715 | $ | 44,437 | ||||||
Automobiles | 7,615 | 7,711 | 8,110 | |||||||||
Computers and equipment | 378 | 344 | 289 | |||||||||
Total operating leases | $ | 51,270 | $ | 51,770 | $ | 52,836 | ||||||
At December 31, 2014, future minimum payments under non-cancelable operating leases with terms of more than 12 months were as follows: | ||||||||||||
Year Ending December 31, | (In thousands) | |||||||||||
2015 | $ | 41,785 | ||||||||||
2016 | 35,962 | |||||||||||
2017 | 25,998 | |||||||||||
2018 | 18,379 | |||||||||||
2019 | 16,019 | |||||||||||
2020 and Thereafter | 26,381 | |||||||||||
Where applicable, the amounts above include sales taxes. | ||||||||||||
Significant Operating Leases and Subleases | ||||||||||||
In November 2014, the Company entered into an amendment and extension of an existing lease, resulting in a 7 years, 5 months operating lease agreement for approximately 50,000 square feet of office space in Jacksonville, FL, for its U.S. Contractor Connection service line in its Americas segment. The lease on the expanded premises began January 1, 2015. Total lease payments over the term are approximately $5,328,000. Additionally, the Company is responsible for certain related real estate taxes and operating expenses, which are excluded from the table above. | ||||||||||||
In January 2013, the Company entered into a 10-year operating lease for approximately 24,000 square feet of office space in Berkeley Heights, NJ, primarily for its Broadspire segment. The lease began July 1, 2013. Total lease payments over the 10-year term are approximately $6,042,000. Additionally, the Company is responsible for certain related real estate taxes and operating expenses, which are excluded from the table above. | ||||||||||||
Effective May 1, 2012, the Company entered into a 10-year operating lease for the lease of approximately 45,000 square feet of office space in Seattle, Washington for its Legal Settlement Administration segment. Included in the future minimum lease payments noted above are total lease payments of $9,780,000 related to this lease. Additionally, the Company is responsible for certain related real estate taxes and operating expenses, which are excluded from the table above. | ||||||||||||
On March 16, 2010, the Company entered into an 11-year operating lease for the lease of approximately 44,000 square feet of office space in Lake Success, New York, for use as its Legal Settlement Administration segment's corporate headquarters. The lease commenced on January 1, 2011 and was amended in January 2011 and again in January 2012 to include a total of approximately 67,000 square feet. Included in the future minimum lease payments noted above are total lease payments of $13,110,000 related to the amended lease. Additionally, the Company is responsible for certain related real estate taxes and operating expenses, which are excluded from the table above. | ||||||||||||
Effective February 9, 2010, the Company entered into a 10-year operating lease for approximately 64,000 square feet of office space in Sunrise, Florida, primarily for its Broadspire segment as a replacement for the subleased space in Plantation, Florida described below. Included in the future minimum lease payments noted above are total lease payments of $7,010,000 related to this lease. Additionally, the Company is responsible for certain related real estate taxes and other expenses, which are excluded from the table above. | ||||||||||||
Effective August 1, 2006, the Company entered into an 11-year operating lease for approximately 160,000 square feet of office space in Atlanta, Georgia for use as the Company’s corporate headquarters. Included in the future minimum lease payments noted above are total lease payments of $12,277,000 related to this lease. Additionally, the Company is responsible for certain related property operating expenses, which are excluded from the table above. | ||||||||||||
Included in the acquired commitments of Broadspire Management Services, Inc. was a long-term operating lease for a two-building office complex in Plantation, Florida. The term of this lease ends in December 2021. Included in the future minimum office lease payments for operating leases noted above are total lease payments of $30,860,000 related to this Plantation, Florida lease. A majority of this office space was subleased at December 31, 2014. Under executed sublease arrangements at December 31, 2014, the sublessors are obligated to pay the Company minimum sublease payments as follows: | ||||||||||||
Year Ending December 31, | (In thousands) | |||||||||||
2015 | $ | 3,080 | ||||||||||
2016 | 3,460 | |||||||||||
2017 | 3,532 | |||||||||||
2018 | 3,608 | |||||||||||
2019 | 3,684 | |||||||||||
2020-2021 | 7,602 | |||||||||||
Total minimum sublease payments to be received | $ | 24,966 | ||||||||||
One of the sublease agreements is for three of the four floors of one of the leased buildings in Plantation, Florida; this lease expires in December 2021. The other sublease is for an entire building and expires in December 2021. This lease includes surrender options for the fourth floor between December 31, 2015 and June 30, 2017, and for the third floor as of June 30, 2017, each with twelve months prior notice. The Company recognized pretax losses of $4,285,000 in 2012 on these subleases, which are included in "Special charges and credits" in the Company's Consolidated Statements of Income for the year ended December 31, 2012. Should the sublessor elect to surrender one or both floors and the Company is unable to secure another sublessor, it may be required to recognize additional losses on this lease. |
Income_Taxes_Income_Taxes
Income Taxes Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
Income before income taxes consisted of the following: | ||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
U.S. | $ | 40,840 | $ | 50,234 | $ | 48,514 | ||||||
Foreign | 19,048 | 30,868 | 34,926 | |||||||||
Income before income taxes | $ | 59,888 | $ | 81,102 | $ | 83,440 | ||||||
The provision for income taxes consisted of the following: | ||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Current: | ||||||||||||
U.S. federal and state | $ | 4,867 | $ | 3,680 | $ | 1,375 | ||||||
Foreign | 8,724 | 10,461 | 12,956 | |||||||||
Deferred: | ||||||||||||
U.S. federal and state | 13,645 | 14,004 | 19,831 | |||||||||
Foreign | 1,544 | 1,621 | (476 | ) | ||||||||
Provision for income taxes | $ | 28,780 | $ | 29,766 | $ | 33,686 | ||||||
Net cash payments for income taxes were $13,017,000, $21,030,000, and $14,378,000 in 2014, 2013, and 2012, respectively. | ||||||||||||
The provision for income taxes is reconciled to the federal statutory income tax rate of 35% as follows: | ||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Federal income taxes at statutory rate | $ | 20,961 | $ | 28,385 | $ | 29,204 | ||||||
State income taxes, net of federal benefit | 1,975 | 988 | 1,273 | |||||||||
Foreign taxes | 1,544 | (778 | ) | (1,640 | ) | |||||||
Change in valuation allowance | 3,023 | 2,479 | 3,095 | |||||||||
Research and development credits | (266 | ) | (1,909 | ) | 49 | |||||||
Foreign tax credits | (1,043 | ) | (3,542 | ) | (1,524 | ) | ||||||
Nondeductible meals and entertainment | 1,662 | 1,102 | 807 | |||||||||
Tax rate changes | 1,002 | 1,749 | 927 | |||||||||
Other | (78 | ) | 1,292 | 1,495 | ||||||||
Provision for income taxes | $ | 28,780 | $ | 29,766 | $ | 33,686 | ||||||
The tax rate change in 2014 was primarily due to state tax rate changes. The fiscal year 2013 tax rate change was primarily due to the U.K. Finance Bill 2013 that was enacted in 2013. This bill included a change in the main U.K. corporation tax rate from 23% to 21% effective April 1, 2014 and to 20% effective April 1, 2015. This tax rate change resulted in a discrete tax expense of approximately $1,300,000 in 2013 as the value of the U.K. deferred tax assets declined with the decrease in the tax rate. | ||||||||||||
The Company generally does not provide for additional U.S. and foreign income taxes on undistributed earnings of foreign subsidiaries because they are considered to be indefinitely reinvested. The Company’s intent is for such earnings to be reinvested by the subsidiaries or to be repatriated only when it would be tax effective through the utilization of foreign tax credits. An exception to this general policy could occur if a very unusual event or project generated profits significantly in excess of ongoing business reinvestment needs. If such an event occurs, the Company would analyze its anticipated investment needs in that region and provide for U.S. taxes for earnings that are not expected to be permanently reinvested. Such an event occurred in 2013 and 2012, and the Company provided for additional U.S. and foreign income taxes on such profits. All historical earnings and future foreign earnings needed for business reinvestment needs will remain permanently reinvested and will be used to provide working capital for these operations, fund defined benefit pension plan obligations, repay non-U.S. debt, fund capital improvements, and fund future acquisitions. At December 31, 2014, undistributed earnings totaled $173,800,000. Determination of the deferred income tax liability on these undistributed earnings is not practicable since such liability, if any, is dependent on circumstances existing when remittance occurs. | ||||||||||||
Deferred income taxes consisted of the following at December 31, 2014 and 2013: | ||||||||||||
2014 | 2013 | |||||||||||
(In thousands) | ||||||||||||
Accrued compensation | $ | 10,497 | $ | 13,463 | ||||||||
Accrued pension liabilities | 47,740 | 34,109 | ||||||||||
Self-insured risks | 10,025 | 10,280 | ||||||||||
Deferred revenues | 10,562 | 10,785 | ||||||||||
Accrued rent | 2,148 | 2,553 | ||||||||||
Interest | 6,036 | 4,832 | ||||||||||
Tax credit carryforwards | 44,837 | 54,470 | ||||||||||
Loss carryforwards | 20,094 | 19,447 | ||||||||||
Other | 2,223 | 3,816 | ||||||||||
Gross deferred income tax assets | 154,162 | 153,755 | ||||||||||
Accounts receivable allowance | 10,724 | 9,899 | ||||||||||
Unbilled revenues | 14,813 | 18,738 | ||||||||||
Depreciation and amortization | 60,553 | 62,552 | ||||||||||
Other post-retirement benefits | 343 | 561 | ||||||||||
Unrepatriated earnings | — | 3,297 | ||||||||||
Gross deferred income tax liabilities | 86,433 | 95,047 | ||||||||||
Net deferred income tax assets before valuation allowance | 67,729 | 58,708 | ||||||||||
Valuation allowance | (15,231 | ) | (12,518 | ) | ||||||||
Net deferred income tax assets | $ | 52,498 | $ | 46,190 | ||||||||
Amounts recognized in the Consolidated Balance Sheets consist of : | ||||||||||||
Current deferred income tax assets included in "Prepaid expenses and other current assets" | $ | 565 | $ | 471 | ||||||||
Current deferred income tax liabilities included in "Deferred income taxes" | (14,523 | ) | (15,063 | ) | ||||||||
Long-term deferred income tax assets included in "Deferred income tax assets" | 66,927 | 61,375 | ||||||||||
Long-term deferred income tax liabilities included in "Other noncurrent liabilities" | (471 | ) | (593 | ) | ||||||||
Net deferred income tax assets | $ | 52,498 | $ | 46,190 | ||||||||
At December 31, 2014, the Company had deferred tax assets related to loss carryforwards of $21,038,000, before netting of unrecognized tax benefits of $944,000. An estimated $10,017,000 of the deferred tax assets will not expire, and $11,021,000 will expire over the next 20 years if not utilized by the Company. | ||||||||||||
Changes in our deferred tax valuation allowance are recorded as adjustments to the provision for income taxes. An analysis of our deferred tax asset valuation allowances is as follows for the years ended December 31, 2014, 2013, and 2012. | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(In thousands) | ||||||||||||
Balance, beginning of year | $ | 12,518 | $ | 7,927 | $ | 4,459 | ||||||
Increase in valuation allowance for state credits | — | 2,277 | — | |||||||||
Other changes | 2,713 | 2,314 | 3,468 | |||||||||
Balance, end of year | $ | 15,231 | $ | 12,518 | $ | 7,927 | ||||||
Changes to the valuation allowance for the years ended December 31, 2014, 2013, and 2012 were primarily due to losses in certain of our international operations as well as state tax credits. | ||||||||||||
A reconciliation of the beginning and ending balance of unrecognized income tax benefits follows: | ||||||||||||
(In thousands) | ||||||||||||
Balance at December 31, 2011 | $ | 1,806 | ||||||||||
Additions for tax provisions related to the current year | 330 | |||||||||||
Lapses of applicable statutes of limitation | (382 | ) | ||||||||||
Balance at December 31, 2012 | 1,754 | |||||||||||
Additions for tax positions related to the current year | 4,826 | |||||||||||
Additions for tax positions related to prior years | 2,036 | |||||||||||
Lapses of applicable statutes of limitation | (692 | ) | ||||||||||
Balance at December 31, 2013 | 7,924 | |||||||||||
Reductions for tax positions related to the current year | (1,664 | ) | ||||||||||
Additions for tax positions related to prior years | 49 | |||||||||||
Lapses of applicable statutes of limitation | (412 | ) | ||||||||||
Balance at December 31, 2014 | $ | 5,897 | ||||||||||
The Company accrues interest and, if applicable, penalties related to unrecognized tax benefits in income taxes. Total accrued interest expense at December 31, 2014, 2013, and 2012, was $104,000, $134,000, and $619,000, respectively. | ||||||||||||
Included in the total unrecognized tax benefits at December 31, 2014, 2013, and 2012 were $2,475,000, $2,693,000, and $1,401,000, respectively, of tax benefits that, if recognized, would affect the effective income tax rate. | ||||||||||||
The Company conducts business in a number of countries and, as a result, files U.S. federal and various state and foreign jurisdiction income tax returns. In the normal course of business, the Company is subject to examination by various taxing jurisdictions throughout the world, including Canada, the U.K., and the U.S. With few exceptions, the Company is no longer subject to income tax examinations for years before 2004. | ||||||||||||
Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, including interest and penalties, have been provided for any adjustments that are expected to result from those years. | ||||||||||||
The Company expects no significant reductions to unrecognized income tax benefits within the next 12 months as a result of projected resolutions of income tax uncertainties. |
Retirement_Plans
Retirement Plans | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||
Retirement Plans | Retirement Plans | |||||||||||
The Company and its subsidiaries sponsor various retirement plans. Substantially all employees in the U.S. and certain employees outside the U.S. are covered under the Company’s defined contribution plans. Certain employees, retirees, and eligible dependents are also covered under the Company’s defined benefit pension plans. | ||||||||||||
Employer contributions under the Company’s defined contribution plans are determined annually based on employee contributions, a percentage of each covered employee’s compensation, and years of service. The Company’s cost for defined contribution plans totaled $24,249,000, $21,507,000, and $23,749,000 in 2014, 2013, and 2012, respectively. | ||||||||||||
The Company sponsors a qualified defined benefit pension plan in the U.S. (the "U.S. Qualified Plan") and three defined benefit pension plans in the U.K. (the "U.K. Plans"). Effective December 31, 2002, the Company elected to freeze its U.S. Qualified Plan. Benefits payable under the Company’s U.S. Qualified Plan are generally based on career compensation; however, no additional benefits have accrued on this plan since December 31, 2002. The Company’s U.K. Plans were closed to new participants as of October 31, 1997, but existing participants may still accrue additional limited benefits based on salary amounts in effect at the time the relevant plan was closed. Benefits payable under the U.K. Plans are generally based on an employee’s final salary at the time the plan was closed. Benefits paid under the U.K. Plans are also subject to adjustments for the effects of inflation. The actuarial present value of the projected benefit payments under the U.K. Plans are based on the employees' expected dates of separation by retirement. | ||||||||||||
The Highway Transportation Funding Act of 2014 ("HAFTA") included pension funding reform which greatly reduced the contributions required to the U.S. Plan, and no contributions are required in fiscal 2015. Required contributions are anticipated in future years as the impact of the HATFA funding reform is phased out. As such, Crawford plans to contribute $9,000,000 per annum to the U.S. Plan for the next four fiscal years to improve the funded status of the plan and minimize future required contributions.The Company expects to make contributions of approximately $9,000,000 to its U.S. Qualified Plan and $6,750,000 to its U.K. Plans in 2015. | ||||||||||||
Certain other employees located in the Netherlands, Norway, Germany, and the Philippines (referred to herein as the “other international plans”) have retirement benefits that are accounted for as defined benefit pension plans under U.S. GAAP. | ||||||||||||
External trusts are maintained to hold assets of the Company’s U.S. Qualified Plan, U.K. Plans, and other international plans. The Company’s funding policy is to make cash contributions in amounts at least sufficient to meet regulatory funding requirements and, in certain instances, to make contributions in excess thereof if such contributions would otherwise be in accordance with the Company's capital allocation plans. Assets of the plans are measured at fair value at the end of each reporting period, but the plan assets are not recorded on the Company’s Consolidated Balance Sheets. Instead, the funded or unfunded status of the Company’s U.S. Qualified Plan, U.K. Plans, and other international plans are recorded in "Accrued pension liabilities" on the Company’s Consolidated Balance Sheets based on the projected benefit obligations less the fair values of the plans’ assets. | ||||||||||||
The majority of the Company's defined benefit pension plans have projected benefit obligations in excess of the fair value of plan assets. For these plans (excluding the nonqualified plans discussed separately below), the projected benefit obligations and the fair value of plan assets were as follows as of December 31, 2014 and 2013: | ||||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Projected benefit obligations | $ | 806,269 | $ | 773,551 | ||||||||
Fair value of plans' assets | 659,875 | 667,046 | ||||||||||
Certain of the Company's U.K. Plans have fair values of plan assets that exceed the projected benefit obligations. For these plans, the projected benefit obligations and the fair value of plan assets were as follows as of December 31, 2014 and 2013: | ||||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Projected benefit obligations | $ | 62,478 | $ | 13,502 | ||||||||
Fair value of plans' assets | 65,895 | 14,574 | ||||||||||
A fixed number of U.S. employees, retirees, and eligible dependents are covered under a frozen post-retirement medical benefits plan. The liabilities for this plan are included in the Company's self-insured risks liabilities, and contributions from employees generally equal payments for their medical costs. This plan was frozen effective December 31, 2002. | ||||||||||||
In addition, the Company sponsors two frozen nonqualified, unfunded defined benefit pension plans for certain employees and retirees, which are based on career compensation. These plans were frozen effective December 31, 2002. The liabilities of these plans, which equal their projected benefit obligations, are included in "Other accrued liabilities" and "Other noncurrent liabilities" based on these expected timing of funding these obligations, since they are funded as needed from Company assets. | ||||||||||||
A reconciliation of the beginning and ending balances of the projected benefit obligations and the fair value of plans’ assets for the Company’s defined benefit pension plans as of the plans’ most recent measurement dates is as follows: | ||||||||||||
Year Ended December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Projected Benefit Obligations: | ||||||||||||
Beginning of measurement period | $ | 787,053 | $ | 813,312 | ||||||||
Service cost | 2,667 | 2,922 | ||||||||||
Interest cost | 35,269 | 33,309 | ||||||||||
Employee contributions | 478 | 598 | ||||||||||
Actuarial loss (gain) | 103,497 | (24,772 | ) | |||||||||
Benefits paid | (56,418 | ) | (38,877 | ) | ||||||||
Foreign currency effects | (3,799 | ) | 561 | |||||||||
End of measurement period | 868,747 | 787,053 | ||||||||||
Fair Value of Plans’ Assets: | ||||||||||||
Beginning of measurement period | 681,620 | 643,725 | ||||||||||
Actual return on plans’ assets | 79,761 | 48,890 | ||||||||||
Employer contributions | 23,585 | 26,890 | ||||||||||
Employee contributions | 478 | 598 | ||||||||||
Benefits paid | (56,418 | ) | (38,877 | ) | ||||||||
Foreign currency effects | (3,256 | ) | 394 | |||||||||
End of measurement period | 725,770 | 681,620 | ||||||||||
Unfunded Status | $ | (142,977 | ) | $ | (105,433 | ) | ||||||
Due to the frozen status of the U.S. plans and the closed status of the U.K. plans, the accumulated benefit obligations and the projected benefit obligations are not materially different. | ||||||||||||
The underfunded status of the Company’s defined benefit pension plans and post-retirement medical benefits plan recognized in the Consolidated Balance Sheets at December 31 consisted of: | ||||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
U.S. Qualified Plan | $ | 126,857 | $ | 77,483 | ||||||||
U.K. Plans | 8,059 | 15,317 | ||||||||||
Other international plans | 7,427 | 10,160 | ||||||||||
Subtotal, included in "Accrued pension liabilities" | 142,343 | 102,960 | ||||||||||
Prepaid pension asset included in "Other noncurrent assets" | (3,417 | ) | (1,072 | ) | ||||||||
Unfunded status of nonqualified defined benefit deferred pension plans included in "Other accrued liabilities" | 325 | 324 | ||||||||||
Unfunded status of nonqualified defined benefit pension plans included in "Other noncurrent liabilities" | 3,726 | 3,221 | ||||||||||
Total unfunded status | $ | 142,977 | $ | 105,433 | ||||||||
Accumulated other comprehensive loss, before income taxes | $ | (333,749 | ) | $ | (276,497 | ) | ||||||
The following tables set forth the 2014 and 2013 changes in accumulated other comprehensive loss for the Company’s defined benefit retirement plans and post-retirement medical benefits plan on a combined basis. | ||||||||||||
Defined Benefit Pension Plans | Post-Retirement Medical Benefits Plan | |||||||||||
(In thousands) | ||||||||||||
Net unrecognized actuarial (loss) gain, December 31, 2012 | $ | (320,742 | ) | $ | 1,674 | |||||||
Amortization of net loss (gain) during 2013 | 13,263 | (209 | ) | |||||||||
Net gain arising during 2013 | 30,679 | — | ||||||||||
Currency translation for 2013 | (1,162 | ) | — | |||||||||
Net unrecognized actuarial (loss) gain, December 31, 2013 | (277,962 | ) | 1,465 | |||||||||
Amortization of net loss (gain) during 2014 | 11,828 | (153 | ) | |||||||||
Net loss arising during 2014 | (69,273 | ) | (400 | ) | ||||||||
Currency translation for 2014 | 746 | — | ||||||||||
Net unrecognized actuarial (loss) gain, December 31, 2014 | $ | (334,661 | ) | $ | 912 | |||||||
Unrecognized losses reflect changes in the discount rates and differences between expected and actual asset returns, which are being amortized over future periods. These unrecognized losses may be recovered in future periods through actuarial gains. However, unless the minimum amount required to be amortized is below a corridor amount equal to 10.0% of the greater of the projected benefit obligation or the market-related value of plan assets, these unrecognized actuarial losses are required to be amortized and recognized in future periods. Net unrecognized actuarial losses included in accumulated other comprehensive loss and expected to be recognized in net periodic benefit costs during the year ending December 31, 2015 for the U.S. and U.K. defined benefit pension plans are $12,913,000 ($8,613,000 net of tax). | ||||||||||||
Pension expense is affected by the accounting policy used to determine the value of plan assets at the measurement date. The Company applies the expected return on plan assets using fair market value as of the annual measurement date. The fair market value method results in greater volatility to pension expense than the calculated value method. The amounts recognized in the Consolidated Balance Sheets reflect a snapshot of the state of the Company's long-term pension liabilities at the plan measurement date and the effect of mark-to-market accounting on plan assets. Net periodic benefit cost related to all of the Company’s defined benefit pension plans recognized in the Company’s Consolidated Statements of Income for the years ended December 31, 2014, 2013, and 2012 included the following components: | ||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Service cost | $ | 2,667 | $ | 2,922 | $ | 2,220 | ||||||
Interest cost | 35,270 | 33,309 | 35,137 | |||||||||
Expected return on assets | (45,481 | ) | (42,949 | ) | (42,505 | ) | ||||||
Amortization of actuarial loss | 11,828 | 13,263 | 9,832 | |||||||||
Net periodic benefit cost | $ | 4,284 | $ | 6,545 | $ | 4,684 | ||||||
Benefit cost for the U.S. defined benefit pension plans does not include service cost since the plan is frozen. | ||||||||||||
Over the next ten years, the following benefit payments are expected to be required to be made from the Company’s U.S. and U.K. defined benefit pension plans: | ||||||||||||
Year Ending December 31, | Expected Benefit Payments | |||||||||||
(In thousands) | ||||||||||||
2015 | $ | 42,227 | ||||||||||
2016 | 43,259 | |||||||||||
2017 | 44,038 | |||||||||||
2018 | 44,729 | |||||||||||
2019 | 45,396 | |||||||||||
2020-2024 | 233,228 | |||||||||||
The Company reviews its employee demographic assumptions annually and updates the assumptions as necessary. During 2014, the Company revised the mortality assumptions for the U.S. plans to incorporate the new set of mortality tables issued by the Society of Actuaries, adjusted to reflect the Company's specific experience and future expectations. This resulted in an increase in the projected benefit obligation of approximately $35,400,000 for the U.S. plans. Certain assumptions used in computing the benefit obligations and net periodic benefit cost for the U.S. and U.K. defined benefit pension plans were as follows: | ||||||||||||
U.S. Defined Benefit Plans: | 2014 | 2013 | ||||||||||
Discount rate used to compute benefit obligations | 4.06 | % | 4.86 | % | ||||||||
Discount rate used to compute periodic benefit cost | 4.86 | % | 4.06 | % | ||||||||
Expected long-term rates of return on plans' assets | 6.5 | % | 6.75 | % | ||||||||
U.K. Defined Benefit Plans: | 2014 | 2013 | ||||||||||
Discount rate used to compute benefit obligations | 3.9 | % | 4.3 | % | ||||||||
Discount rate used to compute periodic benefit cost | 4.3 | % | 4.4 | % | ||||||||
Expected long-term rates of return on plans’ assets | 7.12 | % | 7.06 | % | ||||||||
The discount rate assumptions reflect the rates at which the Company believes the benefit obligations could be effectively settled. The discount rates were determined based on the yield for a portfolio of investment grade corporate bonds with maturity dates matched to the estimated future payments of the plans’ benefit obligations. The expected long-term rates of return on plan assets were based on the plans’ asset mix, historical returns on equity securities and fixed income investments, and an assessment of expected future returns. The expected long-term rates of return on plan assets assumption used to determine 2015 net periodic pension cost are estimated to be 6.50% and 7.12% for the U.S. and U.K. plans, respectively. If actual long-term rates of return differ from those assumed or if the Company used materially different assumptions, actual funding obligations could differ materially from these estimates. Due to the frozen status of the U.S. plan and closed status of the U.K. plans, increases in compensation rates are not material to the computations of benefit obligations or net periodic benefit cost. | ||||||||||||
Plans’ Assets | ||||||||||||
Asset allocations at the respective measurement dates, by asset category, for the Company’s U.S. and U.K. qualified defined benefit pension plans were as follows: | ||||||||||||
U.S. Plan | U.K. Plans | |||||||||||
December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||
Equity securities | 33.4 | % | 29.8 | % | 24.1 | % | 26 | % | ||||
Fixed income investments | 64.9 | % | 67.6 | % | 59.2 | % | 55.3 | % | ||||
Alternative strategies | 0.2 | % | 0.4 | % | 16 | % | 17 | % | ||||
Cash, cash equivalents and short-term investment funds | 1.5 | % | 2.2 | % | 0.7 | % | 1.7 | % | ||||
Total asset allocation | 100 | % | 100 | % | 100 | % | 100 | % | ||||
Investment objectives for the Company’s U.S. and U.K. pension plan assets are to ensure availability of funds for payment of plan benefits as they become due; provide for a reasonable amount of long-term growth of capital, without undue exposure to volatility; protect the assets from erosion of purchasing power; and provide investment results that meet or exceed the plans' actuarially assumed long-term rate of return. | ||||||||||||
Alternative strategies include funds that invest in derivative instruments such as futures, forward contracts, options and swaps, and funds that invest in real estate. These investments are used to help manage risks. | ||||||||||||
The long-term goal for the U.S. and U.K. plans is to reach fully-funded status and to maintain that status. The investment policies recognize that the plans’ asset return requirements and risk tolerances will change over time. Accordingly, reallocation of the portfolios’ mix of return-seeking assets and liability-hedging assets will be performed as the plans’ funded status improves. | ||||||||||||
See Note 12, "Fair Value Measurements" for the fair value disclosures of the U.S. and U.K. qualified defined benefit pension plan assets. The assets of the Company's other international plans are primarily insurance contracts, which are measured at contract value and are not measured at fair value. Obligations of the U.S. nonqualified plans are paid from Company assets. |
Common_Stock_and_Earnings_per_
Common Stock and Earnings per Share | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||
Common Stock and Earnings per Share | Common Stock and Earnings per Share | ||||||||||||||||||||
Shares of the Company's two classes of common stock are traded on the NYSE under the symbols CRDA and CRDB, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights and the Company's ability to pay greater cash dividends on the non-voting Class A Common Stock than on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class. As described in Note 11, "Stock-Based Compensation," certain shares of CRDA are issued with restrictions under incentive compensation plans. | |||||||||||||||||||||
Effective August 16, 2014, the the Company's then-existing repurchase authorization was replaced with a new authorization pursuant to which the Company has been authorized to repurchase up to 2,000,000 shares of CRDA or CRDB (or both) through July 2017 (the "2014 Repurchase Authorization"). Under the 2014 Repurchase Authorization, repurchases may be made in open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions. | |||||||||||||||||||||
During the year ended December 31, 2014, the Company reacquired 409,192 shares of CRDA at an average cost of $8.28 under the 2014 Repurchase Authorization. No shares of CRDB were repurchased during the year ended December 31, 2014. At December 31, 2014, the Company has remaining authorization to repurchase 1,973,000 shares under the 2014 Repurchase Authorization. | |||||||||||||||||||||
Net Income Attributable to Shareholders of Crawford & Company per Common Share | |||||||||||||||||||||
The Company computes earnings per share of CRDA and CRDB using the two-class method, which allocates the undistributed earnings for each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the non-voting CRDA shares than on the voting CRDB shares, subject to certain limitations. In periods when the dividend is the same for CRDA and CRDB or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRDA and CRDB. During 2014, 2013 and 2012, the Board of Directors declared a higher dividend on CRDA than on CRDB. | |||||||||||||||||||||
The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows: | |||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | ||||||||||||||||||
CRDA | CRDB | CRDA | CRDB | CRDA | CRDB | ||||||||||||||||
(In thousands, except earnings per share) | |||||||||||||||||||||
Earnings per share - basic: | |||||||||||||||||||||
Numerator: | |||||||||||||||||||||
Allocation of undistributed earnings | $ | 10,408 | $ | 8,499 | $ | 23,063 | $ | 19,075 | $ | 21,246 | $ | 17,762 | |||||||||
Dividends paid | 7,273 | 4,444 | 5,384 | 3,456 | 5,930 | 3,950 | |||||||||||||||
Net income available to common shareholders, basic | 17,681 | 12,943 | 28,447 | 22,531 | 27,176 | 21,712 | |||||||||||||||
Denominator: | |||||||||||||||||||||
Weighted-average common shares outstanding, basic | 30,237 | 24,690 | 29,853 | 24,690 | 29,536 | 24,693 | |||||||||||||||
Earnings per share - basic | $ | 0.58 | $ | 0.52 | $ | 0.95 | $ | 0.91 | $ | 0.92 | $ | 0.88 | |||||||||
The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows: | |||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | ||||||||||||||||||
CRDA | CRDB | CRDA | CRDB | CRDA | CRDB | ||||||||||||||||
(In thousands, except earnings per share) | |||||||||||||||||||||
Earnings per share - diluted: | |||||||||||||||||||||
Numerator: | |||||||||||||||||||||
Allocation of undistributed earnings | $ | 10,522 | $ | 8,385 | $ | 23,407 | $ | 18,731 | $ | 21,484 | $ | 17,524 | |||||||||
Dividends paid | 7,273 | 4,444 | 5,384 | 3,456 | 5,930 | 3,950 | |||||||||||||||
Net income available to common shareholders, diluted | 17,795 | 12,829 | 28,791 | 22,187 | 27,414 | 21,474 | |||||||||||||||
Denominator: | |||||||||||||||||||||
Weighted-average common shares outstanding, basic | 30,237 | 24,690 | 29,853 | 24,690 | 29,536 | 24,693 | |||||||||||||||
Weighted-average effect of dilutive securities | 746 | — | 1,002 | — | 736 | — | |||||||||||||||
Weighted-average number of shares outstanding, diluted | 30,983 | 24,690 | 30,855 | 24,690 | 30,272 | 24,693 | |||||||||||||||
Earnings per share - diluted | $ | 0.57 | $ | 0.52 | $ | 0.93 | $ | 0.9 | $ | 0.91 | $ | 0.87 | |||||||||
Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRDA because their inclusion would have been antidilutive: | |||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | ||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Shares underlying stock options excluded due to the options' respective exercise prices being greater than the average stock price during the period | — | 1,212 | 1,154 | ||||||||||||||||||
Performance stock grants excluded because performance conditions had not been met (1) | 1,568 | 1,290 | 1,169 | ||||||||||||||||||
(1) | Compensation cost is recognized for these performance stock grants based on expected achievement rates; however no consideration is given for these performance stock grants when calculating earnings per share until the performance measurements have actually been achieved. As of December 31, 2014, the Company does not expect these performance measurements to be achieved by December 31, 2015. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||||||||
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss | |||||||||||
Comprehensive income (loss) for the Company consists of the total of net income, foreign currency translation adjustments, and accrued pension and retiree medical liability adjustments. The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company’s Consolidated Balance Sheets were as follows: | ||||||||||||
Foreign currency translation adjustments | Retirement liabilities | AOCL attributable to shareholders of Crawford & Company | ||||||||||
(In thousands) | ||||||||||||
Balance at December 31, 2012 | $ | 7,778 | $ | (207,259 | ) | $ | (199,481 | ) | ||||
Other comprehensive loss before reclassifications | (4,234 | ) | — | (4,234 | ) | |||||||
Unrealized net gains arising during the year | — | 15,671 | 15,671 | |||||||||
Amounts reclassified from accumulated other comprehensive income (1) | — | 8,834 | 8,834 | |||||||||
Net current period other comprehensive (loss) income | (4,234 | ) | 24,505 | 20,271 | ||||||||
Balance at December 31, 2013 | 3,544 | (182,754 | ) | (179,210 | ) | |||||||
Other comprehensive loss before reclassifications | (8,203 | ) | — | (8,203 | ) | |||||||
Unrealized net losses arising during the year | — | (43,181 | ) | (43,181 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income to net income (1) | — | 8,636 | 8,636 | |||||||||
Net current period other comprehensive loss | (8,203 | ) | (34,545 | ) | (42,748 | ) | ||||||
Balance at December 31, 2014 | $ | (4,659 | ) | $ | (217,299 | ) | $ | (221,958 | ) | |||
(1) | Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Selling, general, and administrative expenses" in the Company's Consolidated Statements of Income. See Note 8, "Retirement Plans" for additional details. | |||||||||||
The other comprehensive loss amounts attributable to noncontrolling interests shown in the Company's Consolidated Statements of Shareholders' Investment are foreign currency translation adjustments. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Share-based Compensation [Abstract] | |||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||
The Company has various stock-based incentive compensation plans for its employees and members of its Board of Directors. Only shares of CRDA can be issued under these plans. The fair value of an equity award is estimated on the grant date without regard to service or performance conditions. The fair value is recognized as compensation expense over the requisite service period for all awards that vest. When recognizing compensation expense, estimates are made for the number of awards that are expected to vest, and subsequent adjustments are made to reflect both changes in the number of shares expected to vest and actual vesting. Compensation expense recognized at the end of any year equals at least the portion of the grant-date value of an award that has vested at that date. | |||||||||||||
The pretax compensation expense recognized for all stock-based compensation plans was $1,189,000, $3,835,000, and $3,660,000 for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||
The total income tax benefit recognized in the Consolidated Statements of Income for stock-based compensation arrangements was approximately $311,000, $1,338,000, and $1,221,000 for the years ended December 31, 2014, 2013, and 2012, respectively. Some of the Company’s stock-based compensation awards are granted under plans which are designed not to be taxable as compensation to the recipient based on tax laws of the U.S. or other applicable country. Accordingly, the Company does not recognize tax benefits on all of its stock-based compensation expense. Adjustments to additional paid-in capital for differences between deductions taken on its income tax returns related to stock-based compensation plans and the related income tax benefits previously recognized for financial reporting purposes were not significant in any year. | |||||||||||||
Stock Options | |||||||||||||
The Company has granted nonqualified and incentive stock options to key employees and directors. All stock options were for shares of CRDA. Option awards were granted with an exercise price equal to the fair market value of the Company’s stock on the date of grant. The Company’s stock option plans have been approved by shareholders, and the Company’s Board of Directors is authorized to make specific grants of stock options under active plans. Employee stock options typically are subject to graded vesting over three years (33% each year) and have a typical life of ten years. Compensation cost for stock options is recognized on a straight-line basis over the requisite service period for the entire award. For the years ended December 31, 2014, 2013, and 2012, compensation expense of $474,000, $640,000, and $0, respectively, was recognized for employee stock option awards. | |||||||||||||
A summary of option activity as of December 31, 2014, 2013, and 2012, and changes during each year, is presented below: | |||||||||||||
Shares | Weighted-Average Exercise Price | Weighted-Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||||||
(In thousands) | (In thousands) | ||||||||||||
Outstanding at December 31, 2011 | 1,348 | $ | 6.33 | 2.9 years | $ | — | |||||||
Forfeited or expired | (234 | ) | 8.57 | ||||||||||
Outstanding at December 31, 2012 | 1,114 | 5.86 | 2.5 years | 459 | |||||||||
Granted | 749 | 5.08 | |||||||||||
Exercised | (49 | ) | 5.57 | ||||||||||
Forfeited or expired | (154 | ) | 5.22 | ||||||||||
Outstanding at December 31, 2013 | 1,660 | 5.57 | 5.1 years | 3,517 | |||||||||
Exercised | (449 | ) | 5.11 | ||||||||||
Forfeited or expired | (375 | ) | 6.51 | ||||||||||
Outstanding at December 31, 2014 | 836 | $ | 5.4 | 6.7 years | $ | 2,647 | |||||||
Vested and Exercisable at December 31, 2014 | 353 | $ | 5.84 | 4.6 years | $ | 964 | |||||||
No stock options were granted in 2014 or 2012. The weighted average grant date fair value of stock options granted during the year ended December 31, 2013 was $1.86. Options exercised in 2014 and 2013 had an intrinsic value of $1,622,000 and $49,000, respectively. No options were exercised in 2012. The fair value of options that vested in 2014 was $846,000. No options vested in 2013 or 2012. | |||||||||||||
At December 31, 2014, the unrecognized compensation cost related to unvested employee stock options was $236,000. Directors’ stock options had no unrecognized compensation cost since directors’ options were vested when granted, and the grant-date fair values were fully expensed on grant date. | |||||||||||||
The fair value of each option was estimated on the date of grant using the Black-Scholes-Merton option-pricing formula, with the following weighted average assumptions: | |||||||||||||
2013 | |||||||||||||
Expected dividend yield | 4.5 | % | |||||||||||
Expected volatility | 57.7 | % | |||||||||||
Risk-free interest rate | 1.22 | % | |||||||||||
Expected term of options | 7 years | ||||||||||||
The expected dividend yield used for 2013 was based on the Company's historical dividend yield for 2011 and 2012. The expected volatility of the price of CRDA was based on historical realized volatility. The risk-free interest rate was based on the U.S. Treasury Daily Yield Curve Rate on the grant date, with a term equal to the expected term used in the pricing formula. The expected term of the option took into account both the contractual term of the option and the effects of expected exercise behavior. | |||||||||||||
Performance-Based Stock Grants | |||||||||||||
Performance share grants are made to certain key employees of the Company. Such employees are eligible to earn shares of CRDA upon the achievement of certain individual and/or corporate objectives. Grants of performance shares are made at the discretion of the Company’s Board of Directors, or the Board’s Compensation Committee, and are subject to graded or cliff vesting over three-year periods. Shares are not issued until the vesting requirements have been met. Dividends are not paid or accrued on unvested/unissued shares. The grant-date fair value of a performance share grant is based on the market value of CRDA on the date of grant, reduced for the present value of any dividends expected to be paid on CRDA prior to the vesting of the award. Compensation expense for each award is recognized ratably from the grant date to the vesting date for each tranche. | |||||||||||||
A summary of the status of the Company’s nonvested performance shares as of December 31, 2014, 2013, and 2012, and changes during each year, is presented below: | |||||||||||||
Shares | Weighted-Average Grant-Date Fair Value | ||||||||||||
Nonvested at December 31, 2011 | 860,500 | $ | 3.42 | ||||||||||
Granted | 908,000 | 3.7 | |||||||||||
Vested | (531,791 | ) | 3.48 | ||||||||||
Forfeited or unearned | (67,584 | ) | 3.48 | ||||||||||
Nonvested at December 31, 2012 | 1,169,125 | 3.68 | |||||||||||
Granted | 981,000 | 4.75 | |||||||||||
Vested | (449,958 | ) | 3.76 | ||||||||||
Forfeited or unearned | (59,167 | ) | 4.03 | ||||||||||
Nonvested at December 31, 2013 | 1,641,000 | 4.26 | |||||||||||
Granted | 1,086,000 | 6.93 | |||||||||||
Vested | (193,289 | ) | 5.47 | ||||||||||
Forfeited or unearned | (758,000 | ) | 3.85 | ||||||||||
Nonvested at December 31, 2014 | 1,775,711 | $ | 5.93 | ||||||||||
The total fair value of the performance shares that vested in 2014, 2013, and 2012 was $1,057,000, $1,693,000, and $1,849,000, respectively. | |||||||||||||
Compensation expense recognized for all performance shares totaled a credit of $(518,000) for the year ended December 31, 2014, and expense of $2,223,000, and $2,645,000 for the years ended December 31, 2013 and 2012, respectively. Compensation cost for these awards is net of estimated or actual award forfeitures. The credit in compensation expense for the year ended December 31, 2014 resulted from reductions in expense related to cliff vesting shares granted in 2014, 2013, and 2012, as the Company determined that the performance conditions for these shares were not likely to be met. Each of these plans required cumulative earnings per share targets over a three-year period. Certain performance shares vest ratably over three years, without cumulative earnings per share targets. As of December 31, 2014, there was an estimated $778,000 of unearned compensation cost for nonvested performance shares. This unearned compensation cost is expected to be fully recognized by the end of 2015. | |||||||||||||
Restricted Shares | |||||||||||||
The Company’s Board of Directors may elect to issue restricted shares of CRDA in lieu of, or in addition to, cash payments to certain key employees. Employees receiving these shares are subject to restrictions on their ability to sell the shares. Such restrictions generally lapse ratably over vesting periods ranging from several months to five years. The grant-date fair value of a restricted share of CRDA is based on the market value of the stock on the date of grant. Compensation cost is recognized on a straight-line basis over the requisite service period since these awards only have service conditions once granted. | |||||||||||||
A summary of the status of the Company’s restricted shares of CRDA as of December 31, 2014, 2013, and 2012 and changes during each year, is presented below: | |||||||||||||
Shares | Weighted-Average Grant-Date Fair Value | ||||||||||||
Nonvested at December 31, 2011 | 8,670 | $ | 4.69 | ||||||||||
Granted | 239,913 | 4.03 | |||||||||||
Vested | (177,498 | ) | 4 | ||||||||||
Forfeited or unearned | (3,918 | ) | 4.38 | ||||||||||
Nonvested at December 31, 2012 | 67,167 | 4.29 | |||||||||||
Granted | 86,017 | 5.88 | |||||||||||
Vested | (84,184 | ) | 5.27 | ||||||||||
Nonvested at December 31, 2013 | 69,000 | 5.07 | |||||||||||
Granted | 154,145 | 7.85 | |||||||||||
Vested | (129,811 | ) | 6.44 | ||||||||||
Forfeited or unearned | (5,000 | ) | 6.59 | ||||||||||
Nonvested at December 31, 2014 | 88,334 | $ | 7.83 | ||||||||||
Compensation expense recognized for all restricted shares for the years ended December 31, 2014, 2013, and 2012 was $848,000, $664,000, and $607,000, respectively. As of December 31, 2014, there was $497,000 of total unearned compensation cost related to nonvested restricted shares which is expected to be recognized by June 30, 2017. | |||||||||||||
Employee Stock Purchase Plans | |||||||||||||
The Company has three employee stock purchase plans: the U.S. Plan, the U.K. Plan, and the International Plan. Eligible employees in Canada, Puerto Rico, and the U.S. Virgin Islands may also participate in the U.S. Plan. The International Plan is for eligible employees located in certain other countries who are not covered by the U.S. Plan or the U.K. Plan. All plans are compensatory. | |||||||||||||
For all plans, the requisite service period is the period of time over which the employees contribute to the plans through payroll withholdings. For purposes of recognizing compensation expense, estimates are made for the total withholdings expected over the entire withholding period. The market price of a share of stock at the beginning of the withholding period is then used to estimate the total number of shares that will be purchased using the total estimated withholdings. Compensation cost is recognized ratably over the withholding period. | |||||||||||||
Under the U.S. Plan, the Company is authorized to issue up to 1,500,000 shares of CRDA to eligible employees. Participating employees can elect to have up to $21,000 of their eligible annual earnings withheld to purchase shares at the end of the one-year withholding period which starts each July 1 and ends the following June 30. The purchase price of the stock is 85% of the lesser of the closing price of a share of such stock on the first day or the last day of the withholding period. Participating employees may cease payroll withholdings during the withholding period and/or request a refund of all amounts withheld before any shares are purchased. | |||||||||||||
Since the U.S. Plan involves a look-back option, the calculation of compensation cost is separated into two components. The first component is calculated as 15% (the employee discount) of a nonvested share of CRDA. The second component involves using the Black-Scholes-Merton option-pricing formula to value a one year option to purchase 85% of a share of CRDA. This value is adjusted to reflect the effect of any estimated dividends that the employee will not receive during the life of the option component. | |||||||||||||
During the years ended December 31, 2014 and 2013, a total of 154,519 and 146,891 shares, respectively, of CRDA were issued under the U.S. Plan to the Company’s employees at purchase prices of $4.33 and $3.29 in 2014 and 2013, respectively. At December 31, 2014, an estimated 96,000 shares will be issued and purchased under the U.S. Plan in 2015. During the years ended December 31, 2014, 2013, and 2012, compensation expense of $259,000, $198,000, and $270,000, respectively, was recognized for the U.S. Plan. | |||||||||||||
Under the U.K. Plan, the Company is authorized to issue up to 2,000,000 shares of CRDA. Under the U.K. Plan, eligible employees can elect to have up to £250 withheld from payroll each month to purchase shares after the end of a three-year savings period. The purchase price of a share of stock is 85% of the market price of the stock at a date prior to the grant date as determined under the U.K. Plan. Participating employees may cease payroll withholdings and/or request a refund of all amounts withheld before any shares are purchased. | |||||||||||||
For purposes of calculating the compensation expense for shares issuable under the U.K. Plan, the fair value of a share is equal to 15% (the employee discount) of the market price of a share of CRDA at the beginning of the withholding period. | |||||||||||||
At December 31, 2014, an estimated 531,000 shares will be eligible for purchase under the U.K. Plan at the end of the current withholding periods. This estimate is subject to change based on future fluctuations in the value of the British pound against the U.S. dollar, future changes in the market price of CRDA, and future employee participation rates. The purchase price per share of CRDA under the U.K. Plan ranges from $2.05 to $6.22. For the years ended December 31, 2014, 2013, and 2012, compensation expense of $126,000, $110,000, and $138,000, respectively, was recognized for the U.K. Plan. During 2014, 2013, and 2012, a total of 264,998 shares, 495,968, shares and 15,008 shares of CRDA were issued under the U.K. Plan, respectively. | |||||||||||||
Under the International Plan, up to 1,000,000 shares of CRDA may be issued. Participating employees can elect to have up to $21,250 of their eligible annual earnings withheld to purchase up to 5,000 shares of CRDA at the end of the one-year withholding period which starts each July 1 and ends the following June 30. The purchase price of the stock is 85% of the lesser of the closing price for a share of such stock on the first day or the last day of the withholding period. Participating employees may cease payroll withholdings during the withholding period and/or request a refund of all amounts withheld before any shares are purchased. During 2014 and 2013, 11,900 and 10,794 shares were issued under the International Plan, respectively. Compensation expense was immaterial for this plan in both years. No shares were issued under the International Plan in 2012. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||||||||||||||||||
GAAP defines fair value as the price that would be received to sell an asset or to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: | ||||||||||||||||||||||||||||||||
• | Level 1— Observable inputs that reflect quoted prices in active markets for identical assets or liabilities. | |||||||||||||||||||||||||||||||
• | Level 2 — Observable inputs other than quoted prices included in Level 1. The Company values assets and liabilities included in this level using dealer and broker quotations, certain pricing models, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data. | |||||||||||||||||||||||||||||||
• | Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. | |||||||||||||||||||||||||||||||
Recurring Fair Value Measurements | ||||||||||||||||||||||||||||||||
The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy: | ||||||||||||||||||||||||||||||||
December 31, | 2014 | |||||||||||||||||||||||||||||||
Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | |||||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Money market funds (1) | $ | 11 | $ | — | $ | — | $ | 11 | ||||||||||||||||||||||||
Derivative not designated as hedging instrument: | ||||||||||||||||||||||||||||||||
Cross currency basis swap (2) | — | 3,140 | — | 3,140 | ||||||||||||||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||||||||
Contingent earnout liability (3) | — | — | 1,153 | 1,153 | ||||||||||||||||||||||||||||
December 31, | 2013 | |||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Money market funds (1) | $ | 47 | $ | — | $ | — | $ | 47 | ||||||||||||||||||||||||
Derivative not designated as hedging instruments: | ||||||||||||||||||||||||||||||||
Cross currency basis swap (2) | — | 1,104 | — | 1,104 | ||||||||||||||||||||||||||||
____________________ | ||||||||||||||||||||||||||||||||
(1) | The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included on the Company’s Consolidated Balance Sheets in "Cash and cash equivalents." | |||||||||||||||||||||||||||||||
(2) | The fair value of the Company's cross currency basis swap was derived from a discounted cash flow analysis based on the terms of the swap and the forward curves for foreign currency rates and interest rates adjusted for the counterparty's credit risk. The fair value of this cross currency basis swap is included in "Other noncurrent assets" on the Company’s Consolidated Balance Sheets, based upon the term of the cross currency basis swap. | |||||||||||||||||||||||||||||||
(3) | The fair value of the contingent earnout liability for the Buckley Scott acquisition was estimated using an internally-prepared probability-weighted discounted cash flow analysis. The fair value analysis relied upon both Level 2 data (publicly observable data such as market interest rates and capital structures of peer companies) and Level 3 data (internal data such as the Company's operating projections). As such, these are Level 3 fair value measurements. The valuation is sensitive to Level 3 data, with the maximum possible earnout of $1,153,000. As such, the fair value is not expected to vary materially from the balance recorded. The fair value of the contingent earnout liability is included in "Other noncurrent liabilities" on the Company’s Consolidated Balance Sheets, based upon the term of the contingent earnout agreement. | |||||||||||||||||||||||||||||||
Fair Value Disclosures | ||||||||||||||||||||||||||||||||
There were no transfers of assets between fair value levels during the years ended December 31, 2014 or 2013. The categorization of assets and liabilities within the fair value hierarchy and the measurement techniques are reviewed quarterly. Any transfers between levels are deemed to have occurred at the end of the quarter. | ||||||||||||||||||||||||||||||||
The fair values of accounts receivable, unbilled revenues, accounts payable and short-term borrowings approximate their respective carrying values due to the short-term maturities of the instruments. The interest rate on the Company's variable rate long-term debt resets at least every 90 days; therefore, the recorded value approximates fair value. These assets and liabilities are measured within Level 2 of the fair value hierarchy. | ||||||||||||||||||||||||||||||||
Nonrecurring Fair Value Measurements | ||||||||||||||||||||||||||||||||
During the year ended December 31, 2014, the Company reduced the fair value of a contingent consideration liability for a previous acquisition from $2,000,000 to zero. In addition, the Company impaired and expensed $1,271,000 of intangible assets from the same acquisition. Both amounts were excluded from the Legal Settlement Administration segment operating earnings and were included in "Unallocated corporate and shared costs and credits." In the Consolidated Statements of Income, the amounts are included as a component of "Selling, general, and administrative expenses." Management concluded that expectations about future results indicated the contingent consideration will not be paid and, accordingly, the value of the intangible assets was impaired. | ||||||||||||||||||||||||||||||||
The fair values of both items were estimated using an internally-prepared probability-weighted discounted cash flow analysis. The fair value analysis relied upon both Level 2 data (publicly observable data such as market interest rates and capital structures of peer companies) and Level 3 data (internal data such as the Company's operating projections). As such, these were Level 3 fair value measurements. | ||||||||||||||||||||||||||||||||
Fair Value Measurements for Defined Benefit Pension Plan Assets | ||||||||||||||||||||||||||||||||
The fair value hierarchy is also applied to certain other assets that indirectly impact the Company's consolidated financial statements. Assets contributed by the Company to its defined benefit pension plans become the property of the individual plans. Even though the Company no longer has control over these assets, it is indirectly impacted by subsequent fair value adjustments to these assets. The actual return on these assets impacts the Company's future net periodic benefit cost, as well as amounts recognized in its consolidated balance sheets. The Company uses the fair value hierarchy to measure the fair value of assets held by its U.S. and U.K. defined benefit pension plans. | ||||||||||||||||||||||||||||||||
The following table summarizes the level within the fair value hierarchy used to determine the fair value of the Company's pension plan assets for its U.S. plan at December 31, 2014 and 2013: | ||||||||||||||||||||||||||||||||
December 31, | 2014 | 2013 | ||||||||||||||||||||||||||||||
Level 1 | Level 2 | Total | Level 1 | Level 2 | Total | |||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Asset Category: | ||||||||||||||||||||||||||||||||
Cash and Cash Equivalents | $ | 228 | $ | — | $ | 228 | $ | 3,833 | $ | — | $ | 3,833 | ||||||||||||||||||||
Short-term Investment Funds | — | 6,168 | 6,168 | — | 5,072 | 5,072 | ||||||||||||||||||||||||||
Equity Securities: | ||||||||||||||||||||||||||||||||
U.S. | — | 104,073 | 104,073 | — | 83,649 | 83,649 | ||||||||||||||||||||||||||
International | — | 36,604 | 36,604 | — | 38,090 | 38,090 | ||||||||||||||||||||||||||
Fixed Income Securities: | ||||||||||||||||||||||||||||||||
U.S. | 19,244 | 236,952 | 256,196 | 20,874 | 242,092 | 262,966 | ||||||||||||||||||||||||||
International | — | 17,378 | 17,378 | — | 13,191 | 13,191 | ||||||||||||||||||||||||||
Other | — | 738 | 738 | — | 1,443 | 1,443 | ||||||||||||||||||||||||||
TOTAL | $ | 19,472 | $ | 401,913 | $ | 421,385 | $ | 24,707 | $ | 383,537 | $ | 408,244 | ||||||||||||||||||||
The following table summarizes the level within the fair value hierarchy used to determine the fair value of the Company's pension plan assets for its U.K. plans at December 31, 2014 and 2013: | ||||||||||||||||||||||||||||||||
December 31, | 2014 | 2013 | ||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Asset Category: | ||||||||||||||||||||||||||||||||
Cash and Cash Equivalents | $ | 1,968 | $ | — | $ | — | $ | 1,968 | $ | 4,322 | $ | — | $ | — | $ | 4,322 | ||||||||||||||||
Equity Securities: | ||||||||||||||||||||||||||||||||
U.S. | — | 29,051 | — | 29,051 | — | 29,457 | — | 29,457 | ||||||||||||||||||||||||
International | — | 35,506 | — | 35,506 | — | 34,579 | — | 34,579 | ||||||||||||||||||||||||
Fixed Income Securities: | ||||||||||||||||||||||||||||||||
Money market funds | — | 103,754 | — | 103,754 | — | 60,644 | — | 60,644 | ||||||||||||||||||||||||
Government securities | — | 42,672 | — | 42,672 | 8,778 | 50,180 | — | 58,958 | ||||||||||||||||||||||||
Corporate bonds and debt securities | — | 11,669 | — | 11,669 | — | 15,958 | — | 15,958 | ||||||||||||||||||||||||
Mortgage-backed securities | — | 782 | — | 782 | — | 789 | — | 789 | ||||||||||||||||||||||||
Alternative strategy funds | — | 28,283 | — | 28,283 | 129 | 28,523 | — | 28,652 | ||||||||||||||||||||||||
Real estate funds | — | — | 14,740 | 14,740 | — | — | 13,319 | 13,319 | ||||||||||||||||||||||||
TOTAL | $ | 1,968 | $ | 251,717 | $ | 14,740 | $ | 268,425 | $ | 13,229 | $ | 220,130 | $ | 13,319 | $ | 246,678 | ||||||||||||||||
Short-term investment funds consist primarily of funds with a maturity of 60 days or less and are valued at amortized cost which approximates fair value. | ||||||||||||||||||||||||||||||||
Equity securities consist primarily of common and preferred stocks of publicly traded U.S. companies and international companies and common collective funds. Publicly traded equities are valued at the closing prices reported in the active market in which the individual securities are traded. Preferred securities are stated at quoted market prices for the identical security in an inactive market (Level 2). Common collective funds are valued at the net asset value per share multiplied by the number of shares held as of the measurement date. | ||||||||||||||||||||||||||||||||
Fixed income securities consist of money market funds, government securities, corporate bonds and debt securities, mortgage-backed securities and other common collective funds. Government securities are valued by third-party pricing sources and are valued daily in an active market (Level 1). Corporate bonds are valued using either the yields currently available on comparable securities of issuers with similar credit ratings or using a discounted cash flows approach that utilizes observable inputs, such as current yields of similar instruments, and includes adjustments for valuation adjustments from internal pricing models which use observable inputs such as issuer details, interest rates, yield curves, default rates and quoted prices for similar assets (Level 2). Mortgage-backed securities are valued by pricing service providers that use broker-dealer quotations or valuation estimates from their internal pricing models (Level 2). Other common collective funds are valued at the net asset value per share multiplied by the number of shares held as of the measurement date (Level 2). | ||||||||||||||||||||||||||||||||
Alternative strategy funds consist of funds invested in listings on active exchanges (Level 1) and amounts in funds valued at the net asset value per share multiplied by the number of shares held as of the measurement date (Level 2). Alternative strategy funds may include derivative instruments such as futures, forward contracts, options and swaps and are used to help manage risks. Derivative instruments are generally valued by the investment managers or in certain instances by third party pricing sources (Level 2). | ||||||||||||||||||||||||||||||||
Real estate funds are primarily property unit trusts whose values are primarily reported by the fund manager and are based on valuation of the underlying investments which include inputs such as cost, discounted cash flows, independent appraisals and market-based comparable data (Level 3). The fair values may, due to the inherent uncertainty of valuation for those investments, differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. | ||||||||||||||||||||||||||||||||
The following table provides a reconciliation of the beginning and ending balance of Level 3 assets within the Company's U.K. pension plan during the years ended December 31, 2014 and 2013: | ||||||||||||||||||||||||||||||||
Real Estate Funds | ||||||||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 13,238 | ||||||||||||||||||||||||||||||
Actual return on plan assets: | ||||||||||||||||||||||||||||||||
Related to assets still held at the reporting date | 55 | |||||||||||||||||||||||||||||||
Purchases, sales and settlements—net | 26 | |||||||||||||||||||||||||||||||
Balance at December 31, 2013 | 13,319 | |||||||||||||||||||||||||||||||
Actual return on plan assets: | ||||||||||||||||||||||||||||||||
Related to assets still held at the reporting date | 1,412 | |||||||||||||||||||||||||||||||
Purchases, sales and settlements—net | 9 | |||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 14,740 | ||||||||||||||||||||||||||||||
Segment_and_Geographic_Informa
Segment and Geographic Information | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||
Segment and Geographic Information | Segment and Geographic Information | |||||||||||||||||||
The Company’s four reportable segments represent components of the business for which separate financial information is available, and which is evaluated regularly by the Chief Operating Decision Maker ("CODM") in deciding how to allocate resources and in assessing operating performance. The segments are organized based upon the nature of services and/or geographic areas served and are: Americas, which primarily serves the property and casualty insurance company markets in the U.S., Canada, Latin America, and the Caribbean; EMEA/AP which serves the property and casualty insurance company and self-insurance markets in Europe, including the U.K., the Middle East, Africa, and the Asia-Pacific region (which includes Australia and New Zealand); Broadspire which serves the self-insurance marketplace, primarily in the U.S.; and Legal Settlement Administration which serves the securities, bankruptcy, and other legal settlement markets, primarily in the U.S. Intersegment sales are recorded at cost and are not material. | ||||||||||||||||||||
Operating earnings is the primary financial performance measure used by the Company’s senior management and the CODM to evaluate the financial performance of the Company’s four operating segments and make resource allocation decisions. The Company believes this measure is useful to investors in that it allows them to evaluate segment operating performance using the same criteria used by the Company’s senior management and CODM. Operating earnings will differ from net income computed in accordance with GAAP since operating earnings represent segment earnings before certain unallocated corporate and shared costs and credits, goodwill and intangible asset impairment charges, net corporate interest expense, stock option expense, amortization of customer-relationship intangible assets, special charges and credits, income taxes, and net income or loss attributable to noncontrolling interests. | ||||||||||||||||||||
Segment operating earnings includes allocations of certain corporate and shared costs. If the Company changes its allocation methods or changes the types of costs that are allocated to its four operating segments, prior period amounts presented in the current period financial statements are adjusted to conform to the current allocation process. In 2014, the amortization expense of capitalized internally developed software related to projects under direct control of Americas and Broadspire segment management was transferred from corporate and shared costs to direct costs of these two segments. The amortization expense in 2013 and 2012 has been revised to conform to this current presentation. This change had no impact on previously reported operating earnings of these segments, as these costs had been fully allocated. | ||||||||||||||||||||
In the normal course of its business, the Company sometimes pays for certain out-of-pocket expenses that are thereafter reimbursed by its clients. Under GAAP, these out-of-pocket expenses and associated reimbursements are required to be included when reporting expenses and revenues, respectively, in the Company’s consolidated results of operations. However, in evaluating segment results, Company management excludes these reimbursements and related expenses from segment results, as they offset each other. | ||||||||||||||||||||
Financial information as of and for the years ended December 31, 2014, 2013, and 2012 related to the Company’s reportable segments is presented below. | ||||||||||||||||||||
Americas | EMEA/AP | Broadspire | Legal Settlement Administration | Total | ||||||||||||||||
(In thousands) | ||||||||||||||||||||
2014 | ||||||||||||||||||||
Revenues before reimbursements | $ | 359,319 | $ | 344,350 | $ | 268,890 | $ | 170,292 | $ | 1,142,851 | ||||||||||
Segment operating earnings | 23,663 | 19,720 | 15,469 | 22,849 | 81,701 | |||||||||||||||
Depreciation and amortization (1) | 4,747 | 5,193 | 8,448 | 5,895 | 24,283 | |||||||||||||||
Assets | 124,992 | 240,760 | 103,894 | 122,129 | 591,775 | |||||||||||||||
2013 | ||||||||||||||||||||
Revenues before reimbursements | $ | 342,240 | $ | 350,164 | $ | 252,242 | $ | 218,799 | $ | 1,163,445 | ||||||||||
Segment operating earnings | 18,532 | 32,158 | 8,245 | 46,752 | 105,687 | |||||||||||||||
Depreciation and amortization (1) | 4,007 | 5,167 | 7,381 | 5,252 | 21,807 | |||||||||||||||
Assets | 131,765 | 261,127 | 109,933 | 111,869 | 614,694 | |||||||||||||||
2012 | ||||||||||||||||||||
Revenues before reimbursements | $ | 334,431 | $ | 366,718 | $ | 238,960 | $ | 236,608 | $ | 1,176,717 | ||||||||||
Segment operating earnings | 11,878 | 48,481 | 21 | 60,284 | 120,664 | |||||||||||||||
Depreciation and amortization (1) | 4,309 | 5,105 | 6,811 | 4,263 | 20,488 | |||||||||||||||
Assets | 137,609 | 284,981 | 110,984 | 106,878 | 640,452 | |||||||||||||||
______________________ | ||||||||||||||||||||
(1) | Excludes amortization expense of finite-lived customer relationships and trade name intangible assets. | |||||||||||||||||||
Substantially all revenues earned in the Broadspire and Legal Settlement Administration segments are earned in the U.S. Substantially all of the revenues earned in the EMEA/AP segment are earned outside of the U.S. | ||||||||||||||||||||
Revenues by major service line in the U.S. and by area for other regions in the Americas segment and by major service line for the Broadspire segment are shown in the following table. It is not practicable to provide revenues by service line for the EMEA/AP segment. | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Americas | ||||||||||||||||||||
U.S. Claims Field Operations | $ | 95,859 | $ | 103,594 | $ | 105,932 | ||||||||||||||
U.S. Technical Services | 24,822 | 28,209 | 29,122 | |||||||||||||||||
U.S. Catastrophe Services | 44,188 | 36,067 | 38,504 | |||||||||||||||||
Subtotal U.S. Claims Services | 164,869 | 167,870 | 173,558 | |||||||||||||||||
U.S. Contractor Connection | 50,517 | 36,046 | 27,470 | |||||||||||||||||
Subtotal U.S. Property & Casualty | 215,386 | 203,916 | 201,028 | |||||||||||||||||
Canada—all service lines | 129,246 | 122,748 | 120,767 | |||||||||||||||||
Latin America/Caribbean—all service lines | 14,687 | 15,576 | 12,636 | |||||||||||||||||
Total Revenues before Reimbursements—Americas | $ | 359,319 | $ | 342,240 | $ | 334,431 | ||||||||||||||
Broadspire | ||||||||||||||||||||
Workers' Compensation and Liability Claims Management | $ | 112,334 | $ | 107,624 | $ | 100,051 | ||||||||||||||
Medical Management | 140,903 | 128,802 | 122,833 | |||||||||||||||||
Risk Management Information Services | 15,653 | 15,816 | 16,076 | |||||||||||||||||
Total Revenues before Reimbursements—Broadspire | $ | 268,890 | $ | 252,242 | $ | 238,960 | ||||||||||||||
The Company considers all Legal Settlement Administration revenues to be derived from one service line. For the year ended December 31, 2012, it had revenues before reimbursements associated with two related special projects that exceeded 10% of the Company's consolidated revenues before reimbursements. Revenues from these special projects were $165.6 million in 2012. | ||||||||||||||||||||
Capital expenditures for the years ended December 31, 2014, 2013, and 2012 are shown in the following table: | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Americas | $ | 7,109 | $ | 6,210 | $ | 4,944 | ||||||||||||||
EMEA/AP | 5,186 | 4,663 | 5,225 | |||||||||||||||||
Broadspire | 7,705 | 6,452 | 7,187 | |||||||||||||||||
Legal Settlement Administration | 2,476 | 5,257 | 9,167 | |||||||||||||||||
Corporate | 6,721 | 8,431 | 6,653 | |||||||||||||||||
Total capital expenditures | $ | 29,197 | $ | 31,013 | $ | 33,176 | ||||||||||||||
The total of the Company’s reportable segments’ revenues before reimbursements reconciled to total consolidated revenues for the years ended December 31, 2014, 2013, and 2012 was as follows: | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Segments’ revenues before reimbursements | $ | 1,142,851 | $ | 1,163,445 | $ | 1,176,717 | ||||||||||||||
Reimbursements | 74,112 | 89,985 | 89,421 | |||||||||||||||||
Total consolidated revenues | $ | 1,216,963 | $ | 1,253,430 | $ | 1,266,138 | ||||||||||||||
The Company’s reportable segments’ total operating earnings reconciled to consolidated income before income taxes for the years ended December 31, 2014, 2013, and 2012 were as follows: | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Operating earnings of all reportable segments | $ | 81,701 | $ | 105,687 | $ | 120,664 | ||||||||||||||
Unallocated corporate and shared costs and credits | (8,582 | ) | (10,829 | ) | (10,504 | ) | ||||||||||||||
Net corporate interest expense | (6,031 | ) | (6,423 | ) | (8,607 | ) | ||||||||||||||
Stock option expense | (859 | ) | (948 | ) | (408 | ) | ||||||||||||||
Amortization of customer-relationship intangible assets | (6,341 | ) | (6,385 | ) | (6,373 | ) | ||||||||||||||
Special charges and credits | — | — | (11,332 | ) | ||||||||||||||||
Income before income taxes | $ | 59,888 | $ | 81,102 | $ | 83,440 | ||||||||||||||
The Company’s reportable segments’ total assets reconciled to consolidated total assets of the Company at December 31, 2014 and 2013 are presented in the following table. All foreign-denominated cash and cash equivalents are reported within the Americas and EMEA/AP segments, while all U.S. cash and cash equivalents are reported as corporate assets in the following table: | ||||||||||||||||||||
December 31, | 2014 | 2013 | ||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Assets of reportable segments | $ | 591,775 | $ | 614,694 | ||||||||||||||||
Corporate assets: | ||||||||||||||||||||
Cash and cash equivalents | 7,333 | 8,015 | ||||||||||||||||||
Unallocated allowances on receivables | (3,536 | ) | (4,450 | ) | ||||||||||||||||
Property and equipment | 7,636 | 9,481 | ||||||||||||||||||
Capitalized software costs, net | 69,906 | 65,848 | ||||||||||||||||||
Assets of deferred compensation plan | 15,519 | 15,140 | ||||||||||||||||||
Capitalized loan costs | 3,707 | 4,394 | ||||||||||||||||||
Deferred income tax assets | 66,927 | 61,375 | ||||||||||||||||||
Prepaid expenses and other current assets | 17,070 | 9,559 | ||||||||||||||||||
Other noncurrent assets | 12,982 | 6,002 | ||||||||||||||||||
Total corporate assets | 197,544 | 175,364 | ||||||||||||||||||
Total assets | $ | 789,319 | $ | 790,058 | ||||||||||||||||
Revenues and long-lived assets for the countries in which revenues or long-lived assets represent more than 10 percent of the consolidated totals are set out in the two tables below. For the purposes of these geographic area disclosures, long-lived assets include items such as property and equipment and capital lease assets but exclude intangible assets, including goodwill. In the Americas segment, only the U.S. and Canada are considered material for disclosure. | ||||||||||||||||||||
U.S. | Canada | Other | Total Americas Segment | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
2014 | ||||||||||||||||||||
Revenues before reimbursements | $ | 215,386 | $ | 129,246 | $ | 14,687 | $ | 359,319 | ||||||||||||
Long-lived assets | 3,626 | 2,274 | 726 | 6,626 | ||||||||||||||||
2013 | ||||||||||||||||||||
Revenues before reimbursements | 203,916 | 122,748 | 15,576 | 342,240 | ||||||||||||||||
Long-lived assets | 2,832 | 3,571 | 913 | 7,316 | ||||||||||||||||
2012 | ||||||||||||||||||||
Revenues before reimbursements | 201,028 | 120,767 | 12,636 | 334,431 | ||||||||||||||||
Long-lived assets | 2,522 | 4,566 | 1,029 | 8,117 | ||||||||||||||||
In the EMEA/AP segment, only the U.K. is considered material for disclosure; CEMEA and Asia Pacific regions are shown in order to reconcile to the segment totals. | ||||||||||||||||||||
U.K. | CEMEA | Asia/Pacific | Total EMEA/AP Segment | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
2014 | ||||||||||||||||||||
Revenues before reimbursements | $ | 128,561 | $ | 111,749 | $ | 104,040 | $ | 344,350 | ||||||||||||
Long-lived assets | 12,116 | 1,995 | 4,609 | 18,720 | ||||||||||||||||
2013 | ||||||||||||||||||||
Revenues before reimbursements | 119,747 | 112,374 | 118,043 | 350,164 | ||||||||||||||||
Long-lived assets | 9,691 | 2,251 | 4,876 | 16,818 | ||||||||||||||||
2012 | ||||||||||||||||||||
Revenues before reimbursements | 133,436 | 97,396 | 135,886 | 366,718 | ||||||||||||||||
Long-lived assets | 9,715 | 2,286 | 5,353 | 17,354 | ||||||||||||||||
Client_Funds
Client Funds | 12 Months Ended |
Dec. 31, 2014 | |
Client Funds [Abstract] | |
Client Funds | Client Funds |
The Company maintains funds in custodial accounts at financial institutions to administer claims for certain clients. These funds are not available for the Company’s general operating activities and, as such, have not been recorded in the accompanying Consolidated Balance Sheets. The amount of these funds totaled $364,144,000 and $337,424,000 at December 31, 2014 and 2013, respectively. In addition, the Company’s Legal Settlement Administration segment administers funds in noncustodial accounts at financial institutions that totaled $451,033,000 and $504,074,000 at December 31, 2014 and 2013, respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
As part of the Company’s Credit Facility, the Company maintains a letter of credit facility to satisfy certain of its own contractual requirements. At December 31, 2014, the aggregate committed amount of letters of credit outstanding under the facility was $17,511,000. | |
From time to time, the Company enters into certain agreements for the purchase or sale of assets or businesses that contain provisions that may require the Company to make additional payments in the future depending upon the achievement of specified operating results of the acquired company, or provide the Company with an option or similar right to purchase additional assets. The 2014 acquisition of Buckley Scott includes an earnout provision based on achieving certain financial results during the two-year period following the completion of the acquisition, with a current estimated fair value of $1,153,000. For additional information on these obligations and rights, see Note 2, "Acquisitions and Dispositions of Businesses." | |
In the normal course of its business, the Company is sometimes named as a defendant or responsible party in suits or other actions by insureds or claimants contesting decisions made by the Company or its clients with respect to the settlement of claims. Additionally, certain clients of the Company have in the past brought, and may, in the future bring, claims for indemnification on the basis of alleged actions by the Company, its agents, or its employees in rendering services to clients. The majority of these claims are of the type covered by insurance maintained by the Company. However, the Company is responsible for the deductibles and self-insured retentions under various insurance coverages. In the opinion of Company management, adequate provisions have been made for such known and foreseeable risks. | |
The Company is subject to numerous federal, state, and foreign employment laws, and from time to time the Company faces claims by its employees and former employees under such laws. Such claims or litigation involving the Company or any of the Company’s current or former employees could divert management’s time and attention from the Company’s business operations and could potentially result in substantial costs of defense, settlement or other disposition, which could have a material adverse effect on the Company’s results of operations, financial position, and cash flows. In the opinion of Company management, adequate provisions have been made for items that are probable and reasonably estimable. |
Special_Charges_and_Credits_an
Special Charges and Credits and Other Income | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Special Charges and Credits and Other Income | Special Charges and Credits and Other Income | |||||||||||||||||||
Special Charges and Credits | ||||||||||||||||||||
There were no special charges or credits during 2014 or 2013. During 2012, the Company recorded pretax special charges of $11,332,000, consisting of $1,163,000 for severance costs, $642,000 for retention bonuses, $849,000 for temporary labor costs, and $140,000 for other expenses for a project to outsource certain aspects of our U.S. technology infrastructure; $4,285,000 to adjust the estimated loss on a leased facility the Company no longer uses; and $3,404,000 for severance costs and $849,000 for lease termination costs, primarily related to restructuring activities in its North American operations. | ||||||||||||||||||||
As of December 31, 2014, the following liabilities remained on the Company's Consolidated Balance Sheets related to the special charges recorded in 2012. The rollforward of these costs for the years ended December 31, 2014 and 2013 follows: | ||||||||||||||||||||
(in thousands) | Deferred rent | Accrued compensation and related costs | Other accrued liabilities | Other noncurrent liabilities | Total | |||||||||||||||
Balance at December 31, 2012 | $ | 2,148 | $ | 2,303 | $ | 1,509 | $ | 1,253 | $ | 7,213 | ||||||||||
Adjustments to accruals | 516 | — | 35 | (204 | ) | 347 | ||||||||||||||
Cash payments | — | (1,805 | ) | (1,241 | ) | (465 | ) | (3,511 | ) | |||||||||||
Balance at December 31, 2013 | 2,664 | 498 | 303 | 584 | 4,049 | |||||||||||||||
Adjustments to accruals | (1,233 | ) | — | 278 | (308 | ) | (1,263 | ) | ||||||||||||
Cash payments | — | (367 | ) | (273 | ) | (276 | ) | (916 | ) | |||||||||||
Balance at December 31, 2014 | $ | 1,431 | $ | 131 | $ | 308 | $ | — | $ | 1,870 | ||||||||||
Other Income | ||||||||||||||||||||
Other income includes dividend income from the Company's unconsolidated subsidiaries and miscellaneous other income. Included in "Other income" for the year ended December 31, 2014 was an $836,000 gain realized from the sale of interest in the former corporate headquarters property sold in 2006 and a $418,000 gain from the contingent consideration provision of a 2013 agreement selling certain rights to a customer contract in Latin America. The Company has no further investment interest in the former corporate headquarters property. Included in "Other income" for the year ended December 31, 2013 was a $2,286,000 gain from the sale of the rights to the above-described customer contract. Except for the gain from the redevelopment of the former corporate headquarters property, these amounts are included in the Americas segment operating earnings. |
Subsequent_Events
Subsequent Events | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Subsequent Events [Abstract] | |||||
Subsequent Events | Subsequent Events | ||||
On December 1, 2014, the Company acquired 100% of the capital stock of GAB Robins, a U.K.-based international loss adjusting and claims management provider, for $71,812,000. Because the financial results of certain of the Company's international subsidiaries, including those in the U.K. through which GAB Robins will report, are included in the Company's consolidated financial statements on a two-month delayed basis, the results of GAB Robins' business since the acquisition date have not been included in the Company's consolidated results of operations. In addition, $78,355,000 of borrowings by the UK Borrower under the Credit Facility used to complete the GAB Robins acquisition are not included in outstanding borrowings on the Company's Consolidated Balance Sheet at December 31, 2014, because the U.K.-based borrowing entity has an October 31 fiscal year end, and the balance sheet of that entity was consolidated as of October 31, 2014. GAB Robins has also not been included in the internal control structure of the Company for the year ended December 31, 2014. The impact of the GAB Robins acquisition will be included in the Company's balance sheet and results of operations and cash flows beginning February 1, 2015. | |||||
Net assets acquired totaled $25,858,000, including $5,735,000 of cash acquired. The difference between the purchase price and the net assets acquired represents definite-lived intangibles of $35,082,000, consisting of customer relationship and trade names, and $17,888,000 of goodwill. Goodwill acquired represents the estimated value of the assembled workforce and expected synergies with existing businesses. A deferred tax liability of $7,016,000 was recognized on the acquired intangible assets. The purchase price includes $6,329,000 placed in escrow for up to two years related to certain acquired contingencies and working capital adjustments per the terms of the acquisition agreement. The acquisition was funded primarily through additional borrowings under the Credit Facility. | |||||
The acquisition is currently being reviewed by the United Kingdom Competition & Markets Authority ("CMA") as a part of its routine acquisition review process, and the Company cannot begin the integration process until this review is completed. Although the Company currently expects that this review will be concluded during the first half of 2015, no assurances of the timing, or any material conditions being placed on this approval can be provided. The success of the GAB Robins acquisition will depend, in part, on the Company's ability to realize the anticipated synergies and cost savings from integrating the GAB Robins business with its existing business on a timely basis. | |||||
Based upon the timing of the acquisition, the allocation of the purchase price presented below is preliminary and subject to change, as the Company gathers additional information related to assets acquired and liabilities assumed, including unbilled accounts receivable, intangible assets, other assets, accrued liabilities, deferred taxes, and uncertain tax positions. The purchase price allocation may also be impacted by net debt and net working capital adjustments under the terms of the acquisition agreement.The Company is in the process of obtaining final third-party valuations of certain intangible assets; thus, the provisional measurements of intangible assets, goodwill, and deferred income taxes are subject to change. | |||||
The following table summarizes the Company's initial allocation of the purchase price for GAB Robins: | |||||
(December 1, 2014) February 1, 2015 | |||||
(In thousands) | |||||
Purchase Price | $ | 71,812 | |||
Preliminary Allocation of Purchase Price: | |||||
Cash and cash equivalents | 5,735 | ||||
Other tangible assets | 34,706 | ||||
Goodwill | 17,888 | ||||
Intangible assets | 35,082 | ||||
Deferred income taxes | 7,078 | ||||
Liabilities | (28,677 | ) | |||
Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Before Noncontrolling Interests | 71,812 | ||||
Noncontrolling interests | 2,483 | ||||
Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net of Noncontrolling Interests | $ | 69,329 | |||
Significant_Accounting_and_Rep1
Significant Accounting and Reporting Policies (Policies) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Principles of Consolidation | The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) and include the accounts of the Company, its majority-owned subsidiaries, and variable interest entities in which the Company is deemed to be the primary beneficiary. Significant intercompany transactions are eliminated in consolidation. Financial results from the Company's operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines are reported and consolidated on a two-month delayed basis in accordance with the provisions of Accounting Standards Codification ("ASC") 810, “Consolidation,” in order to provide sufficient time for accumulation of their results. Accordingly, the Company's December 31, 2014, 2013, and 2012 consolidated financial statements include the financial position of such operations as of October 31, 2014 and 2013, respectively, and the results of their operations and cash flows for the fiscal periods ended October 31, 2014, 2013, and 2012, respectively. | |||
The Company has controlling ownership interests in several entities that are not wholly-owned by the Company. The financial results and financial positions of these controlled entities are included in the Company’s consolidated financial statements, including both the controlling interests and the noncontrolling interests. The noncontrolling interests represent the equity interests in these entities that are not attributable, either directly or indirectly, to the Company. Noncontrolling interests are reported as a separate component of the Company’s Shareholders’ Investment. On the Company’s Consolidated Statements of Income, net income is attributed to the controlling interests and the noncontrolling interests separately. | ||||
The Company consolidates the results of a variable interest entity ("VIE") when it is determined to be the primary beneficiary. In accordance with GAAP, in determining whether the Company is the primary beneficiary of a VIE for financial reporting purposes, it considers whether it has the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE and whether it has the obligation to absorb losses or the right to receive returns that would be significant to the VIE. | ||||
Management's Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. | |||
Revenue Recognition | The Company’s revenues are primarily comprised of claims processing or program administration fees and are generated from the Company’s four operating segments. | |||
Both the Americas segment and the EMEA/AP segment earn revenues by providing field investigation and evaluation of property and casualty claims for insurance companies and self-insured entities and by providing access to Company-owned networks of direct repair service providers. The Company’s Broadspire segment earns revenues by providing field investigation and claims evaluation of workers’ compensation and liability claims, initial loss reporting services for its clients' claimants, loss mitigation services such as medical bill review, medical case management and vocational rehabilitation, administration of trust funds established to pay claims, and risk management information services. The Legal Settlement Administration segment earns revenues by providing administration services related to settlements of securities cases, product liability cases, Chapter 11 bankruptcy noticing and distribution, and other legal settlements by identifying and qualifying class members, determining and dispensing settlement payments, and administering settlement funds. | ||||
Fees for professional services are recognized in unbilled revenues at the time such services are rendered, at estimated collectible amounts. Substantially all unbilled revenues are billed within one year. | ||||
Deferred revenues represent the estimated unearned portion of fees derived from certain fixed-rate claim service agreements. The Company’s fixed-fee service arrangements typically call for the Company to handle claims on either a one- or two-year basis, or for the lifetime of the claim. In cases where the claim is handled on a non-lifetime basis, an additional fee is typically received on each anniversary date that the claim remains open. For service arrangements where the Company provides services for the life of the claim, the Company receives only one fee for the life of the claim, regardless of the duration of the claim. Deferred revenues are recognized into revenues based on the estimated rate at which the services are provided. These rates are primarily based on a historical evaluation of actual claim durations by major line of coverage, and assumptions based on average case closure rates and pricing for each claim type. | ||||
In the normal course of business, the Company incurs certain out-of-pocket expenses that are thereafter reimbursed by the Company’s clients. Under GAAP, these out-of-pocket expenses and associated reimbursements are required to be included when reporting expenses and revenues, respectively, in the Company’s consolidated results of operations. The amounts of reimbursed expenses and related revenues from reimbursements offset each other in the Company’s consolidated statements of operations with no impact to its net income. | ||||
Intersegment sales are recorded at cost and are not material. | ||||
Cash and Cash Equivalents | Cash and cash equivalents consist of cash on hand and marketable securities with original maturities of three months or less. The fair value of cash and cash equivalents approximates book value due to their short-term nature. | |||
Accounts Receivable and Allowance for Doubtful Accounts | The Company extends credit based on an evaluation of a client’s financial condition and, generally, collateral is not required. Accounts receivable are typically due upon receipt of the invoice and are stated on the Company’s Consolidated Balance Sheets at amounts due from clients net of an estimated allowance for doubtful accounts. Accounts outstanding longer than the contractual payment terms are considered past due. The fair value of accounts receivable approximates book value due to their short-term contractual stipulations. | |||
The Company maintains an allowance for doubtful accounts for estimated losses resulting primarily from the inability of clients to make required payments and for adjustments to invoiced amounts. Losses resulting from the inability of clients to make required payments are accounted for as bad debt expense, while adjustments to invoices are accounted for as reductions to revenue. These allowances are established using historical write-off information to project future experience and by considering the current creditworthiness of clients, any known specific collection problems, and an assessment of current industry and economic conditions. Actual experience may differ significantly from historical or expected loss results. The Company writes off accounts receivable when they become uncollectible, and any payments subsequently received are accounted for as recoveries. | ||||
Goodwill, Indefinite-Lived Intangible Assets, and Other Long-Lived Assets | Goodwill is an asset that represents the excess of the purchase price over the fair value of the separately identifiable net assets (tangible and intangible) acquired in business combinations. Indefinite-lived intangible assets consist of trade names associated with acquired businesses. Other long-lived assets consist primarily of property and equipment, capitalized software, and amortizable intangible assets related to customer relationships, technology, and trade names with finite lives. Goodwill and indefinite-lived intangible assets are not amortized, but are subject to impairment testing at least annually. | |||
Subsequent to a business acquisition in which goodwill and indefinite-lived intangibles are recorded as assets, post-acquisition accounting requires that both be tested to determine whether there has been an impairment. The Company performs an impairment test of goodwill, indefinite-lived intangible assets, and other long-lived assets at least annually on October 1 of each year. The Company regularly evaluates whether events and circumstances have occurred which indicate potential impairment of goodwill, indefinite-lived intangible assets, or other long-lived assets. When factors indicate that such assets should be evaluated for possible impairment between the scheduled annual impairment tests, the Company performs an impairment test. The Company believes its goodwill, indefinite-lived intangible assets, and other long-lived assets were appropriately valued and not impaired at December 31, 2014. | ||||
Goodwill impairment testing is a two-step process performed on a reporting unit basis. For goodwill impairment testing purposes, in 2014 the Company separately identified the reporting units of the Americas segment as a) U.S. Contractor Connection and b) the Americas excluding U.S. Contractor Connection. The value of goodwill for each reporting unit was allocated based on the relative estimated fair values of these two reporting units determined by a discounted cash flow analysis. Prior to 2014, U.S. Contractor Connection was tested within the Americas reporting unit. The other reporting units tested were Broadspire, EMEA/AP, and Legal Settlement Administration. In step 1 of the testing process, the fair value of each reporting unit is determined and compared with its book value. If the fair value of the reporting unit exceeds its book value, goodwill is not deemed impaired. If the book value of the reporting unit exceeds its fair value, the testing proceeds to step 2. In step 2, the reporting unit’s fair value is allocated to its assets and liabilities following acquisition accounting procedures to determine the implied fair value of goodwill. This hypothetical acquisition accounting process is applied only for the purpose of determining whether goodwill must be reduced; it is not used to adjust the book values of other assets or liabilities. There is an impairment if (and to the extent) the book value of goodwill exceeds its implied fair value. An impairment loss reduces the recorded goodwill and cannot subsequently be reversed. | ||||
For step 1 of goodwill impairment testing, the book value of each of the Company’s reporting units is compared with the estimated fair value of the reporting unit as determined utilizing an income approach. The income approach is based on projected debt-free cash flow which is discounted to the present value using discount factors that consider the timing and risk of the cash flows. The Company believes that this approach is appropriate because it provides a fair value estimate based upon the reporting unit’s expected long-term operating cash flow performance. The discount rates used reflect the Company’s assessment of a market participant’s view of the risks associated with the projected cash flows. Other significant assumptions include terminal value growth rates, terminal value margin rates, future capital expenditures and changes in future working capital requirements. While there are inherent uncertainties related to the assumptions used and to management’s application of these assumptions or any other assumptions, the Company believes that the income approach provides a reasonable estimate of the fair value of its reporting units. | ||||
For impairment testing of indefinite-lived intangible assets, the book value is compared with the fair value, which represents the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the asset. The fair values of the trade names are established using the relief-from-royalty method. This method recognizes that, by virtue of owning the trade name as opposed to licensing it, a company or reporting unit is relieved from paying a royalty, usually expressed as a percentage of sales, for the asset's use. The present value of the after-tax costs savings (i.e., royalty relief) at an appropriate discount rate indicates the value of the trade name. The Company determined the discount rate based on its performance compared to similar market participants, factored by risk in forecasting using a modified capital asset pricing model. | ||||
If changes to the Company’s reporting structure impact the composition of the Company’s reporting units, existing goodwill is reallocated to the revised reporting units based on their relative estimated fair values as determined by a discounted cash flow analysis. If all of the assets and liabilities of an acquired business are assigned to a specific reporting unit, then the goodwill associated with that acquisition is assigned to that reporting unit at acquisition unless another reporting unit is also expected to benefit from the acquisition. | ||||
Property and Equipment | Property and equipment are stated at cost less accumulated depreciation. The Company depreciates the cost of property and equipment, including assets recorded under capital leases, over the shorter of the remaining lease term or the estimated useful lives of the related assets, primarily using the straight-line method. The estimated useful lives for property and equipment classifications are as follows: | |||
Classification | Estimated Useful Lives | |||
Furniture and fixtures | 3-10 years | |||
Data processing equipment | 3-5 years | |||
Automobiles and other | 3-4 years | |||
Buildings and improvements | 7-40 years | |||
Capitalized Software | Capitalized software reflects costs related to internally developed or purchased software used by the Company that has expected future economic benefits. Certain internal and external costs incurred during the application development stage are capitalized. Costs incurred during the preliminary project and post implementation stages, including training and maintenance costs, are expensed as incurred. The majority of these capitalized software costs consist of internal payroll costs and external payments for software purchases and related services. These capitalized software costs are amortized over periods ranging from three to ten years, depending on the estimated life of each software application. | |||
Self-Insured Risks | The Company self-insures certain risks consisting primarily of professional liability, auto liability, and employee medical, disability, and workers’ compensation liability. Insurance coverage is obtained for catastrophic property and casualty exposures, including professional liability on a claims-made basis, and those risks required to be insured by law or contract. Most of these self-insured risks are in the U.S. Provisions for claims under the self-insured programs are made based on the Company’s estimates of the aggregate liabilities for claims incurred, losses that have occurred but have not been reported to the Company, and for adverse developments on reported losses. The estimated liabilities are calculated based on historical claims experience, the expected lives of the claims, and other factors considered relevant by management. Changes in these estimates may occur as additional information becomes available. The estimated liabilities for claims incurred under the Company’s self-insured workers’ compensation and employee disability programs are discounted at the prevailing risk-free interest rate for U.S. government securities of an appropriate duration. All other self-insured liabilities are undiscounted. | |||
Income Taxes | The Company accounts for certain income and expense items differently for financial reporting and income tax purposes. Provisions for deferred taxes are made in recognition of these temporary differences. The most significant differences relate to revenue recognition, accrued compensation, pension plans, self-insurance, and depreciation and amortization. | |||
For financial reporting purposes, the provision for income taxes is the sum of income taxes both currently payable and payable on a deferred basis. Currently payable income taxes represent the liability related to the income tax returns for the current year, while the net deferred tax expense or benefit represents the change in the balance of deferred income tax assets or liabilities as reported on the Company’s Consolidated Balance Sheets that are not related to balances in "Accumulated other comprehensive loss." The changes in deferred income tax assets and liabilities are determined based upon changes in the differences between the basis of assets and liabilities for financial reporting purposes and the basis of assets and liabilities for income tax purposes, measured by the enacted statutory tax rates in effect for the year in which the Company estimates these differences will reverse. The Company must estimate the timing of the reversal of temporary differences, as well as whether taxable income in future periods will be sufficient to fully recognize any gross deferred tax assets. A valuation allowance is provided when it is deemed more-likely-than-not that some portion or all of a deferred tax asset will not be realized. | ||||
Other factors which influence the effective tax rate used for financial reporting purposes include changes in enacted statutory tax rates, changes in the composition of taxable income from the jurisdictions in which the Company operates, the ability of the Company to utilize net operating loss and tax credit carryforwards, and the Company’s accounting for any uncertain tax positions. See Note 7, “Income Taxes.” | ||||
Sales and Other Taxes | In certain jurisdictions, both in the U.S. and internationally, various governments and taxing authorities require the Company to assess and collect sales and other taxes, such as value added taxes, on certain services that the Company renders and bills to its customers. The majority of the Company’s revenues are not currently subject to these types of taxes. These taxes are not recorded as additional revenues or expenses in the Company's Statements of Income, but are recorded on the balance sheet as pass-through amounts until remitted. | |||
Foreign Currency | For operations outside the U.S. that prepare financial statements in currencies other than the U.S. dollar, results of operations and cash flows are translated into U.S. dollars at average exchange rates during the period, and assets and liabilities are translated at end-of-period exchange rates. The resulting translation adjustments, on a net basis, are included in comprehensive (loss) income in the Company’s Consolidated Statements of Comprehensive (Loss) Income, and the accumulated translation adjustment is reported as a component of "Accumulated other comprehensive loss" in the Company’s Consolidated Balance Sheets. | |||
Advertising Costs | Advertising costs are expensed in the period in which the costs are incurred. | |||
Adoption of New Accounting Standards | Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern | |||
In August 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-15, "Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern." Under ASU 2014-15, management of public companies will be required to assess an entity's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The standard will be effective for the Company on January 1, 2017. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company does not expect this ASU will have an impact on its financial statements or disclosures upon adoption. | ||||
Revenue from Contracts with Customers | ||||
In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers." Under ASU 2014-09, companies will be required to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration (that is, payment) to which the company expects to be entitled in exchange for those goods or services. The new standard also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively (for example, service revenue and contract modifications) and modify guidance for multiple-element arrangements. The revenue standard has been introduced into the FASB’s Accounting Standards Codification as Topic 606 and replaced the previous guidance on revenue recognition in Topic 605. ASU 2014-09 will be effective for the Company on January 1, 2017, with transition to the new standard following either a full retrospective approach or a modified retrospective approach (i.e., an approach that would allow the standard to be applied by recording a cumulative effect of the standard in the current period, with no restatement of the comparative periods, but with additional disclosures required). Early adoption is not permitted. The Company is currently evaluating the effect this standard may have on its results of operations, financial condition and cash flows. | ||||
Lease | The Company and its subsidiaries lease certain office space, computer equipment, and automobiles under operating leases. For office leases that contain scheduled rent increases or rent concessions, the Company recognizes monthly rent expense based on a calculated average monthly rent amount that considers the rent increases and rent concessions over the life of the lease term. Leasehold improvements of a capital nature that are made to leased office space under operating leases are amortized over the shorter of the term of the lease or the estimated useful life of the improvement. License and maintenance costs related to leased vehicles are paid by the Company and are expensed as incurred. | |||
Undistributed Earnings of Foreign Subsidiaries | The Company generally does not provide for additional U.S. and foreign income taxes on undistributed earnings of foreign subsidiaries because they are considered to be indefinitely reinvested. The Company’s intent is for such earnings to be reinvested by the subsidiaries or to be repatriated only when it would be tax effective through the utilization of foreign tax credits. An exception to this general policy could occur if a very unusual event or project generated profits significantly in excess of ongoing business reinvestment needs. If such an event occurs, the Company would analyze its anticipated investment needs in that region and provide for U.S. taxes for earnings that are not expected to be permanently reinvested. Such an event occurred in 2013 and 2012, and the Company provided for additional U.S. and foreign income taxes on such profits. All historical earnings and future foreign earnings needed for business reinvestment needs will remain permanently reinvested and will be used to provide working capital for these operations, fund defined benefit pension plan obligations, repay non-U.S. debt, fund capital improvements, and fund future acquisitions. | |||
Pension Plans | Pension expense is affected by the accounting policy used to determine the value of plan assets at the measurement date. The Company applies the expected return on plan assets using fair market value as of the annual measurement date. The fair market value method results in greater volatility to pension expense than the calculated value method. The amounts recognized in the Consolidated Balance Sheets reflect a snapshot of the state of the Company's long-term pension liabilities at the plan measurement date and the effect of mark-to-market accounting on plan assets. | |||
Comprehensive Income | Comprehensive income (loss) for the Company consists of the total of net income, foreign currency translation adjustments, and accrued pension and retiree medical liability adjustments. |
Significant_Accounting_and_Rep2
Significant Accounting and Reporting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||
Allowance for doubtful accounts | A summary of the activities in the allowance for doubtful accounts for the years ended December 31, 2014, 2013, and 2012 is as follows: | |||||||||||
2014 | 2013 | 2012 | ||||||||||
(In thousands) | ||||||||||||
Allowance for doubtful accounts, January 1 | $ | 10,234 | $ | 10,584 | $ | 10,615 | ||||||
Add/ (Deduct): | ||||||||||||
Provision for bad debt expense | 2,117 | 1,396 | 2,384 | |||||||||
Write-offs, net of recoveries | (812 | ) | (2,112 | ) | (2,256 | ) | ||||||
Currency translation and other changes | (579 | ) | 366 | (159 | ) | |||||||
Allowance for doubtful accounts, December 31 | $ | 10,960 | $ | 10,234 | $ | 10,584 | ||||||
Property, and equipment | The estimated useful lives for property and equipment classifications are as follows: | |||||||||||
Classification | Estimated Useful Lives | |||||||||||
Furniture and fixtures | 3-10 years | |||||||||||
Data processing equipment | 3-5 years | |||||||||||
Automobiles and other | 3-4 years | |||||||||||
Buildings and improvements | 7-40 years | |||||||||||
Property and equipment, including assets under capital leases, consisted of the following at December 31, 2014 and 2013: | ||||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Land | $ | 371 | $ | 582 | ||||||||
Buildings and improvements | 26,014 | 31,038 | ||||||||||
Furniture and fixtures | 49,774 | 50,883 | ||||||||||
Data processing equipment | 65,505 | 71,070 | ||||||||||
Automobiles | 1,609 | 1,753 | ||||||||||
Total property and equipment | 143,273 | 155,326 | ||||||||||
Less accumulated depreciation | (102,414 | ) | (109,643 | ) | ||||||||
Net property and equipment | $ | 40,859 | $ | 45,683 | ||||||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Schedule of goodwill | The following table shows the changes in the carrying amount of goodwill for the years ended December 31, 2014 and 2013: | |||||||||||||||||||
Americas | Broadspire | Legal Settlement Administration | EMEA/AP | Total | ||||||||||||||||
(In thousands) | ||||||||||||||||||||
Balance at December 31, 2012: | ||||||||||||||||||||
Goodwill | $ | 43,792 | $ | 151,133 | $ | 19,599 | $ | 68,604 | $ | 283,128 | ||||||||||
Accumulated Impairment Losses | — | (151,133 | ) | — | — | (151,133 | ) | |||||||||||||
Net Goodwill | 43,792 | — | 19,599 | 68,604 | 131,995 | |||||||||||||||
2013 Activity: | ||||||||||||||||||||
Goodwill of acquired businesses | — | — | — | 4,454 | 4,454 | |||||||||||||||
Impairment of goodwill of business held for sale | — | — | — | (556 | ) | (556 | ) | |||||||||||||
Foreign currency effects | (1,606 | ) | — | — | (1,510 | ) | (3,116 | ) | ||||||||||||
Balance at December 31, 2013: | ||||||||||||||||||||
Goodwill | 42,186 | 151,133 | 19,599 | 71,548 | 284,466 | |||||||||||||||
Accumulated Impairment Losses | — | (151,133 | ) | — | (556 | ) | (151,689 | ) | ||||||||||||
Net Goodwill | 42,186 | — | 19,599 | 70,992 | 132,777 | |||||||||||||||
2014 Activity: | ||||||||||||||||||||
Goodwill of acquired business | — | — | — | 1,542 | 1,542 | |||||||||||||||
Impairment of goodwill of disposed business | — | — | — | (11 | ) | (11 | ) | |||||||||||||
Other activity | — | — | — | 1,149 | 1,149 | |||||||||||||||
Foreign currency effects | (1,978 | ) | — | — | (1,594 | ) | (3,572 | ) | ||||||||||||
Balance at December 31, 2014: | ||||||||||||||||||||
Goodwill | 40,208 | 151,133 | 19,599 | 72,645 | 283,585 | |||||||||||||||
Accumulated Impairment Losses | — | (151,133 | ) | — | (567 | ) | (151,700 | ) | ||||||||||||
Net Goodwill | $ | 40,208 | $ | — | $ | 19,599 | $ | 72,078 | $ | 131,885 | ||||||||||
Schedule of finite-lived intangible assets | The following is a summary of finite-lived intangible assets acquired through business acquisitions as of December 31, 2014 and 2013: | |||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Net Carrying Value | Weighted-Average Amortization Period | |||||||||||||||||
(In thousands, except years) | ||||||||||||||||||||
December 31, 2014: | ||||||||||||||||||||
Customer relationships | $ | 93,468 | $ | (50,030 | ) | $ | 43,438 | 6.6 years | ||||||||||||
Technology-based | 5,913 | (4,794 | ) | 1,119 | 1.5 years | |||||||||||||||
Trade name | 343 | (202 | ) | 141 | 0.6 years | |||||||||||||||
Total | $ | 99,724 | $ | (55,026 | ) | $ | 44,698 | 5.9 years | ||||||||||||
December 31, 2013: | ||||||||||||||||||||
Customer relationships | $ | 92,775 | $ | (43,791 | ) | $ | 48,984 | 7.8 years | ||||||||||||
Technology-based | 5,913 | (4,051 | ) | 1,862 | 2.5 years | |||||||||||||||
Trade name | 200 | (150 | ) | 50 | 0.7 years | |||||||||||||||
Total | $ | 98,888 | $ | (47,992 | ) | $ | 50,896 | 7.1 years | ||||||||||||
Schedule of finite-lived intangible assets, future amortization Expense | At December 31, 2014, annual estimated aggregate amortization expense for intangible assets subject to amortization was as follows: | |||||||||||||||||||
Annual Amortization Expense | ||||||||||||||||||||
Year Ending December 31, | (In thousands) | |||||||||||||||||||
2015 | $ | 7,113 | ||||||||||||||||||
2016 | 6,699 | |||||||||||||||||||
2017 | 6,172 | |||||||||||||||||||
2018 | 6,172 | |||||||||||||||||||
2019 | 6,172 | |||||||||||||||||||
Schedule of indefinite-lived intangible assets | The following is a summary of indefinite-lived intangible assets at December 31, 2014 and 2013: | |||||||||||||||||||
Gross Carrying Amount | Accumulated Impairments | Net Carrying Value | ||||||||||||||||||
(In thousands) | ||||||||||||||||||||
December 31, 2014: | ||||||||||||||||||||
Trade names | $ | 31,797 | $ | (600 | ) | $ | 31,197 | |||||||||||||
December 31, 2013: | ||||||||||||||||||||
Trade names | $ | 31,807 | $ | (600 | ) | $ | 31,207 | |||||||||||||
ShortTerm_and_LongTerm_Debt_In1
Short-Term and Long-Term Debt, Including Capital Leases (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Long-term debt instruments | Long-term debt consisted of the following at December 31, 2014 and 2013: | |||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Credit Facility | $ | 155,002 | $ | 135,000 | ||||||||
Capital lease obligations | 1,809 | 2,645 | ||||||||||
Total long-term debt and capital leases | 156,811 | 137,645 | ||||||||||
Less: portion of Credit Facility classified as short-term | (2,002 | ) | (35,000 | ) | ||||||||
Less: current installments | (763 | ) | (875 | ) | ||||||||
Total long-term debt and capital leases, less current installments | $ | 154,046 | $ | 101,770 | ||||||||
Schedule of maturities of long-term debt | Principal repayments of long-term debt, including current portions and capital leases, as of December 31, 2014 are expected to be as follows: | |||||||||||
Long-term Debt | Capital Lease Obligations | Total | ||||||||||
Year Ending December 31, | (In thousands) | |||||||||||
2015 | $ | 2,002 | $ | 763 | $ | 2,765 | ||||||
2016 | — | 692 | 692 | |||||||||
2017 | — | 317 | 317 | |||||||||
2018 | 153,000 | 37 | 153,037 | |||||||||
2019 | — | — | — | |||||||||
Total | $ | 155,002 | $ | 1,809 | $ | 156,811 | ||||||
Commitments_Under_Operating_Le1
Commitments Under Operating Leases (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Leases, Operating [Abstract] | ||||||||||||
Schedule of rent expense | Rental expenses, net of amortization of any incentives provided by lessors, for operating leases consisted of the following: | |||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Office space | $ | 43,277 | $ | 43,715 | $ | 44,437 | ||||||
Automobiles | 7,615 | 7,711 | 8,110 | |||||||||
Computers and equipment | 378 | 344 | 289 | |||||||||
Total operating leases | $ | 51,270 | $ | 51,770 | $ | 52,836 | ||||||
Schedule of future minimum rental payments for operating leases | At December 31, 2014, future minimum payments under non-cancelable operating leases with terms of more than 12 months were as follows: | |||||||||||
Year Ending December 31, | (In thousands) | |||||||||||
2015 | $ | 41,785 | ||||||||||
2016 | 35,962 | |||||||||||
2017 | 25,998 | |||||||||||
2018 | 18,379 | |||||||||||
2019 | 16,019 | |||||||||||
2020 and Thereafter | 26,381 | |||||||||||
Future minimum sublease rentals | Under executed sublease arrangements at December 31, 2014, the sublessors are obligated to pay the Company minimum sublease payments as follows: | |||||||||||
Year Ending December 31, | (In thousands) | |||||||||||
2015 | $ | 3,080 | ||||||||||
2016 | 3,460 | |||||||||||
2017 | 3,532 | |||||||||||
2018 | 3,608 | |||||||||||
2019 | 3,684 | |||||||||||
2020-2021 | 7,602 | |||||||||||
Total minimum sublease payments to be received | $ | 24,966 | ||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Schedule of income before income taxes | Income before income taxes consisted of the following: | |||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
U.S. | $ | 40,840 | $ | 50,234 | $ | 48,514 | ||||||
Foreign | 19,048 | 30,868 | 34,926 | |||||||||
Income before income taxes | $ | 59,888 | $ | 81,102 | $ | 83,440 | ||||||
Schedule of provision for income taxes | The provision for income taxes consisted of the following: | |||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Current: | ||||||||||||
U.S. federal and state | $ | 4,867 | $ | 3,680 | $ | 1,375 | ||||||
Foreign | 8,724 | 10,461 | 12,956 | |||||||||
Deferred: | ||||||||||||
U.S. federal and state | 13,645 | 14,004 | 19,831 | |||||||||
Foreign | 1,544 | 1,621 | (476 | ) | ||||||||
Provision for income taxes | $ | 28,780 | $ | 29,766 | $ | 33,686 | ||||||
Schedule of effective income tax rate reconciliation | The provision for income taxes is reconciled to the federal statutory income tax rate of 35% as follows: | |||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Federal income taxes at statutory rate | $ | 20,961 | $ | 28,385 | $ | 29,204 | ||||||
State income taxes, net of federal benefit | 1,975 | 988 | 1,273 | |||||||||
Foreign taxes | 1,544 | (778 | ) | (1,640 | ) | |||||||
Change in valuation allowance | 3,023 | 2,479 | 3,095 | |||||||||
Research and development credits | (266 | ) | (1,909 | ) | 49 | |||||||
Foreign tax credits | (1,043 | ) | (3,542 | ) | (1,524 | ) | ||||||
Nondeductible meals and entertainment | 1,662 | 1,102 | 807 | |||||||||
Tax rate changes | 1,002 | 1,749 | 927 | |||||||||
Other | (78 | ) | 1,292 | 1,495 | ||||||||
Provision for income taxes | $ | 28,780 | $ | 29,766 | $ | 33,686 | ||||||
Schedule of deferred tax assets | Deferred income taxes consisted of the following at December 31, 2014 and 2013: | |||||||||||
2014 | 2013 | |||||||||||
(In thousands) | ||||||||||||
Accrued compensation | $ | 10,497 | $ | 13,463 | ||||||||
Accrued pension liabilities | 47,740 | 34,109 | ||||||||||
Self-insured risks | 10,025 | 10,280 | ||||||||||
Deferred revenues | 10,562 | 10,785 | ||||||||||
Accrued rent | 2,148 | 2,553 | ||||||||||
Interest | 6,036 | 4,832 | ||||||||||
Tax credit carryforwards | 44,837 | 54,470 | ||||||||||
Loss carryforwards | 20,094 | 19,447 | ||||||||||
Other | 2,223 | 3,816 | ||||||||||
Gross deferred income tax assets | 154,162 | 153,755 | ||||||||||
Accounts receivable allowance | 10,724 | 9,899 | ||||||||||
Unbilled revenues | 14,813 | 18,738 | ||||||||||
Depreciation and amortization | 60,553 | 62,552 | ||||||||||
Other post-retirement benefits | 343 | 561 | ||||||||||
Unrepatriated earnings | — | 3,297 | ||||||||||
Gross deferred income tax liabilities | 86,433 | 95,047 | ||||||||||
Net deferred income tax assets before valuation allowance | 67,729 | 58,708 | ||||||||||
Valuation allowance | (15,231 | ) | (12,518 | ) | ||||||||
Net deferred income tax assets | $ | 52,498 | $ | 46,190 | ||||||||
Amounts recognized in the Consolidated Balance Sheets consist of : | ||||||||||||
Current deferred income tax assets included in "Prepaid expenses and other current assets" | $ | 565 | $ | 471 | ||||||||
Current deferred income tax liabilities included in "Deferred income taxes" | (14,523 | ) | (15,063 | ) | ||||||||
Long-term deferred income tax assets included in "Deferred income tax assets" | 66,927 | 61,375 | ||||||||||
Long-term deferred income tax liabilities included in "Other noncurrent liabilities" | (471 | ) | (593 | ) | ||||||||
Net deferred income tax assets | $ | 52,498 | $ | 46,190 | ||||||||
Summary of valuation allowance | Changes in our deferred tax valuation allowance are recorded as adjustments to the provision for income taxes. An analysis of our deferred tax asset valuation allowances is as follows for the years ended December 31, 2014, 2013, and 2012. | |||||||||||
2014 | 2013 | 2012 | ||||||||||
(In thousands) | ||||||||||||
Balance, beginning of year | $ | 12,518 | $ | 7,927 | $ | 4,459 | ||||||
Increase in valuation allowance for state credits | — | 2,277 | — | |||||||||
Other changes | 2,713 | 2,314 | 3,468 | |||||||||
Balance, end of year | $ | 15,231 | $ | 12,518 | $ | 7,927 | ||||||
Summary of unrecognized income tax benefits | A reconciliation of the beginning and ending balance of unrecognized income tax benefits follows: | |||||||||||
(In thousands) | ||||||||||||
Balance at December 31, 2011 | $ | 1,806 | ||||||||||
Additions for tax provisions related to the current year | 330 | |||||||||||
Lapses of applicable statutes of limitation | (382 | ) | ||||||||||
Balance at December 31, 2012 | 1,754 | |||||||||||
Additions for tax positions related to the current year | 4,826 | |||||||||||
Additions for tax positions related to prior years | 2,036 | |||||||||||
Lapses of applicable statutes of limitation | (692 | ) | ||||||||||
Balance at December 31, 2013 | 7,924 | |||||||||||
Reductions for tax positions related to the current year | (1,664 | ) | ||||||||||
Additions for tax positions related to prior years | 49 | |||||||||||
Lapses of applicable statutes of limitation | (412 | ) | ||||||||||
Balance at December 31, 2014 | $ | 5,897 | ||||||||||
Retirement_Plans_Tables
Retirement Plans (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||
Schedule of benefit obligations in excess of fair value of plan assets | The majority of the Company's defined benefit pension plans have projected benefit obligations in excess of the fair value of plan assets. For these plans (excluding the nonqualified plans discussed separately below), the projected benefit obligations and the fair value of plan assets were as follows as of December 31, 2014 and 2013: | |||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Projected benefit obligations | $ | 806,269 | $ | 773,551 | ||||||||
Fair value of plans' assets | 659,875 | 667,046 | ||||||||||
Schedule of fair value of plan assets in excess of benefit obligations | Certain of the Company's U.K. Plans have fair values of plan assets that exceed the projected benefit obligations. For these plans, the projected benefit obligations and the fair value of plan assets were as follows as of December 31, 2014 and 2013: | |||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Projected benefit obligations | $ | 62,478 | $ | 13,502 | ||||||||
Fair value of plans' assets | 65,895 | 14,574 | ||||||||||
Schedule of accumulated benefit obligations in excess of fair value of plan assets | A reconciliation of the beginning and ending balances of the projected benefit obligations and the fair value of plans’ assets for the Company’s defined benefit pension plans as of the plans’ most recent measurement dates is as follows: | |||||||||||
Year Ended December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
Projected Benefit Obligations: | ||||||||||||
Beginning of measurement period | $ | 787,053 | $ | 813,312 | ||||||||
Service cost | 2,667 | 2,922 | ||||||||||
Interest cost | 35,269 | 33,309 | ||||||||||
Employee contributions | 478 | 598 | ||||||||||
Actuarial loss (gain) | 103,497 | (24,772 | ) | |||||||||
Benefits paid | (56,418 | ) | (38,877 | ) | ||||||||
Foreign currency effects | (3,799 | ) | 561 | |||||||||
End of measurement period | 868,747 | 787,053 | ||||||||||
Fair Value of Plans’ Assets: | ||||||||||||
Beginning of measurement period | 681,620 | 643,725 | ||||||||||
Actual return on plans’ assets | 79,761 | 48,890 | ||||||||||
Employer contributions | 23,585 | 26,890 | ||||||||||
Employee contributions | 478 | 598 | ||||||||||
Benefits paid | (56,418 | ) | (38,877 | ) | ||||||||
Foreign currency effects | (3,256 | ) | 394 | |||||||||
End of measurement period | 725,770 | 681,620 | ||||||||||
Unfunded Status | $ | (142,977 | ) | $ | (105,433 | ) | ||||||
Schedule of net funded status | The underfunded status of the Company’s defined benefit pension plans and post-retirement medical benefits plan recognized in the Consolidated Balance Sheets at December 31 consisted of: | |||||||||||
December 31, | 2014 | 2013 | ||||||||||
(In thousands) | ||||||||||||
U.S. Qualified Plan | $ | 126,857 | $ | 77,483 | ||||||||
U.K. Plans | 8,059 | 15,317 | ||||||||||
Other international plans | 7,427 | 10,160 | ||||||||||
Subtotal, included in "Accrued pension liabilities" | 142,343 | 102,960 | ||||||||||
Prepaid pension asset included in "Other noncurrent assets" | (3,417 | ) | (1,072 | ) | ||||||||
Unfunded status of nonqualified defined benefit deferred pension plans included in "Other accrued liabilities" | 325 | 324 | ||||||||||
Unfunded status of nonqualified defined benefit pension plans included in "Other noncurrent liabilities" | 3,726 | 3,221 | ||||||||||
Total unfunded status | $ | 142,977 | $ | 105,433 | ||||||||
Accumulated other comprehensive loss, before income taxes | $ | (333,749 | ) | $ | (276,497 | ) | ||||||
Schedule of net unrecognized actuarial gain (loss) | The following tables set forth the 2014 and 2013 changes in accumulated other comprehensive loss for the Company’s defined benefit retirement plans and post-retirement medical benefits plan on a combined basis. | |||||||||||
Defined Benefit Pension Plans | Post-Retirement Medical Benefits Plan | |||||||||||
(In thousands) | ||||||||||||
Net unrecognized actuarial (loss) gain, December 31, 2012 | $ | (320,742 | ) | $ | 1,674 | |||||||
Amortization of net loss (gain) during 2013 | 13,263 | (209 | ) | |||||||||
Net gain arising during 2013 | 30,679 | — | ||||||||||
Currency translation for 2013 | (1,162 | ) | — | |||||||||
Net unrecognized actuarial (loss) gain, December 31, 2013 | (277,962 | ) | 1,465 | |||||||||
Amortization of net loss (gain) during 2014 | 11,828 | (153 | ) | |||||||||
Net loss arising during 2014 | (69,273 | ) | (400 | ) | ||||||||
Currency translation for 2014 | 746 | — | ||||||||||
Net unrecognized actuarial (loss) gain, December 31, 2014 | $ | (334,661 | ) | $ | 912 | |||||||
Schedule of net periodic benefit costs | Net periodic benefit cost related to all of the Company’s defined benefit pension plans recognized in the Company’s Consolidated Statements of Income for the years ended December 31, 2014, 2013, and 2012 included the following components: | |||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||
(In thousands) | ||||||||||||
Service cost | $ | 2,667 | $ | 2,922 | $ | 2,220 | ||||||
Interest cost | 35,270 | 33,309 | 35,137 | |||||||||
Expected return on assets | (45,481 | ) | (42,949 | ) | (42,505 | ) | ||||||
Amortization of actuarial loss | 11,828 | 13,263 | 9,832 | |||||||||
Net periodic benefit cost | $ | 4,284 | $ | 6,545 | $ | 4,684 | ||||||
Schedule of expected benefit payments | Over the next ten years, the following benefit payments are expected to be required to be made from the Company’s U.S. and U.K. defined benefit pension plans: | |||||||||||
Year Ending December 31, | Expected Benefit Payments | |||||||||||
(In thousands) | ||||||||||||
2015 | $ | 42,227 | ||||||||||
2016 | 43,259 | |||||||||||
2017 | 44,038 | |||||||||||
2018 | 44,729 | |||||||||||
2019 | 45,396 | |||||||||||
2020-2024 | 233,228 | |||||||||||
Schedule of assumptions used | Certain assumptions used in computing the benefit obligations and net periodic benefit cost for the U.S. and U.K. defined benefit pension plans were as follows: | |||||||||||
U.S. Defined Benefit Plans: | 2014 | 2013 | ||||||||||
Discount rate used to compute benefit obligations | 4.06 | % | 4.86 | % | ||||||||
Discount rate used to compute periodic benefit cost | 4.86 | % | 4.06 | % | ||||||||
Expected long-term rates of return on plans' assets | 6.5 | % | 6.75 | % | ||||||||
U.K. Defined Benefit Plans: | 2014 | 2013 | ||||||||||
Discount rate used to compute benefit obligations | 3.9 | % | 4.3 | % | ||||||||
Discount rate used to compute periodic benefit cost | 4.3 | % | 4.4 | % | ||||||||
Expected long-term rates of return on plans’ assets | 7.12 | % | 7.06 | % | ||||||||
Schedule of allocation of plan assets | Asset allocations at the respective measurement dates, by asset category, for the Company’s U.S. and U.K. qualified defined benefit pension plans were as follows: | |||||||||||
U.S. Plan | U.K. Plans | |||||||||||
December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||
Equity securities | 33.4 | % | 29.8 | % | 24.1 | % | 26 | % | ||||
Fixed income investments | 64.9 | % | 67.6 | % | 59.2 | % | 55.3 | % | ||||
Alternative strategies | 0.2 | % | 0.4 | % | 16 | % | 17 | % | ||||
Cash, cash equivalents and short-term investment funds | 1.5 | % | 2.2 | % | 0.7 | % | 1.7 | % | ||||
Total asset allocation | 100 | % | 100 | % | 100 | % | 100 | % |
Common_Stock_and_Earnings_per_1
Common Stock and Earnings per Share (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||
Schedule of earnings per share, basic | The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows: | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | ||||||||||||||||||
CRDA | CRDB | CRDA | CRDB | CRDA | CRDB | ||||||||||||||||
(In thousands, except earnings per share) | |||||||||||||||||||||
Earnings per share - basic: | |||||||||||||||||||||
Numerator: | |||||||||||||||||||||
Allocation of undistributed earnings | $ | 10,408 | $ | 8,499 | $ | 23,063 | $ | 19,075 | $ | 21,246 | $ | 17,762 | |||||||||
Dividends paid | 7,273 | 4,444 | 5,384 | 3,456 | 5,930 | 3,950 | |||||||||||||||
Net income available to common shareholders, basic | 17,681 | 12,943 | 28,447 | 22,531 | 27,176 | 21,712 | |||||||||||||||
Denominator: | |||||||||||||||||||||
Weighted-average common shares outstanding, basic | 30,237 | 24,690 | 29,853 | 24,690 | 29,536 | 24,693 | |||||||||||||||
Earnings per share - basic | $ | 0.58 | $ | 0.52 | $ | 0.95 | $ | 0.91 | $ | 0.92 | $ | 0.88 | |||||||||
Schedule of earnings per share, diluted | The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows: | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | ||||||||||||||||||
CRDA | CRDB | CRDA | CRDB | CRDA | CRDB | ||||||||||||||||
(In thousands, except earnings per share) | |||||||||||||||||||||
Earnings per share - diluted: | |||||||||||||||||||||
Numerator: | |||||||||||||||||||||
Allocation of undistributed earnings | $ | 10,522 | $ | 8,385 | $ | 23,407 | $ | 18,731 | $ | 21,484 | $ | 17,524 | |||||||||
Dividends paid | 7,273 | 4,444 | 5,384 | 3,456 | 5,930 | 3,950 | |||||||||||||||
Net income available to common shareholders, diluted | 17,795 | 12,829 | 28,791 | 22,187 | 27,414 | 21,474 | |||||||||||||||
Denominator: | |||||||||||||||||||||
Weighted-average common shares outstanding, basic | 30,237 | 24,690 | 29,853 | 24,690 | 29,536 | 24,693 | |||||||||||||||
Weighted-average effect of dilutive securities | 746 | — | 1,002 | — | 736 | — | |||||||||||||||
Weighted-average number of shares outstanding, diluted | 30,983 | 24,690 | 30,855 | 24,690 | 30,272 | 24,693 | |||||||||||||||
Earnings per share - diluted | $ | 0.57 | $ | 0.52 | $ | 0.93 | $ | 0.9 | $ | 0.91 | $ | 0.87 | |||||||||
Schedule of antidilutive securities excluded from computation of earnings per share | Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRDA because their inclusion would have been antidilutive: | ||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | ||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Shares underlying stock options excluded due to the options' respective exercise prices being greater than the average stock price during the period | — | 1,212 | 1,154 | ||||||||||||||||||
Performance stock grants excluded because performance conditions had not been met (1) | 1,568 | 1,290 | 1,169 | ||||||||||||||||||
(1) | Compensation cost is recognized for these performance stock grants based on expected achievement rates; however no consideration is given for these performance stock grants when calculating earnings per share until the performance measurements have actually been achieved. As of December 31, 2014, the Company does not expect these performance measurements to be achieved by December 31, 2015. |
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||||||||
Accumulated Other Comprehensive Loss | The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company’s Consolidated Balance Sheets were as follows: | |||||||||||
Foreign currency translation adjustments | Retirement liabilities | AOCL attributable to shareholders of Crawford & Company | ||||||||||
(In thousands) | ||||||||||||
Balance at December 31, 2012 | $ | 7,778 | $ | (207,259 | ) | $ | (199,481 | ) | ||||
Other comprehensive loss before reclassifications | (4,234 | ) | — | (4,234 | ) | |||||||
Unrealized net gains arising during the year | — | 15,671 | 15,671 | |||||||||
Amounts reclassified from accumulated other comprehensive income (1) | — | 8,834 | 8,834 | |||||||||
Net current period other comprehensive (loss) income | (4,234 | ) | 24,505 | 20,271 | ||||||||
Balance at December 31, 2013 | 3,544 | (182,754 | ) | (179,210 | ) | |||||||
Other comprehensive loss before reclassifications | (8,203 | ) | — | (8,203 | ) | |||||||
Unrealized net losses arising during the year | — | (43,181 | ) | (43,181 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income to net income (1) | — | 8,636 | 8,636 | |||||||||
Net current period other comprehensive loss | (8,203 | ) | (34,545 | ) | (42,748 | ) | ||||||
Balance at December 31, 2014 | $ | (4,659 | ) | $ | (217,299 | ) | $ | (221,958 | ) | |||
(1) | Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Selling, general, and administrative expenses" in the Company's Consolidated Statements of Income. See Note 8, "Retirement Plans" for additional details. |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Share-based Compensation [Abstract] | |||||||||||||
Summary of option activity | A summary of option activity as of December 31, 2014, 2013, and 2012, and changes during each year, is presented below: | ||||||||||||
Shares | Weighted-Average Exercise Price | Weighted-Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||||||
(In thousands) | (In thousands) | ||||||||||||
Outstanding at December 31, 2011 | 1,348 | $ | 6.33 | 2.9 years | $ | — | |||||||
Forfeited or expired | (234 | ) | 8.57 | ||||||||||
Outstanding at December 31, 2012 | 1,114 | 5.86 | 2.5 years | 459 | |||||||||
Granted | 749 | 5.08 | |||||||||||
Exercised | (49 | ) | 5.57 | ||||||||||
Forfeited or expired | (154 | ) | 5.22 | ||||||||||
Outstanding at December 31, 2013 | 1,660 | 5.57 | 5.1 years | 3,517 | |||||||||
Exercised | (449 | ) | 5.11 | ||||||||||
Forfeited or expired | (375 | ) | 6.51 | ||||||||||
Outstanding at December 31, 2014 | 836 | $ | 5.4 | 6.7 years | $ | 2,647 | |||||||
Vested and Exercisable at December 31, 2014 | 353 | $ | 5.84 | 4.6 years | $ | 964 | |||||||
Black-Scholes Merton option pricing assumptions | The fair value of each option was estimated on the date of grant using the Black-Scholes-Merton option-pricing formula, with the following weighted average assumptions: | ||||||||||||
2013 | |||||||||||||
Expected dividend yield | 4.5 | % | |||||||||||
Expected volatility | 57.7 | % | |||||||||||
Risk-free interest rate | 1.22 | % | |||||||||||
Expected term of options | 7 years | ||||||||||||
Nonvested performance shares | A summary of the status of the Company’s nonvested performance shares as of December 31, 2014, 2013, and 2012, and changes during each year, is presented below: | ||||||||||||
Shares | Weighted-Average Grant-Date Fair Value | ||||||||||||
Nonvested at December 31, 2011 | 860,500 | $ | 3.42 | ||||||||||
Granted | 908,000 | 3.7 | |||||||||||
Vested | (531,791 | ) | 3.48 | ||||||||||
Forfeited or unearned | (67,584 | ) | 3.48 | ||||||||||
Nonvested at December 31, 2012 | 1,169,125 | 3.68 | |||||||||||
Granted | 981,000 | 4.75 | |||||||||||
Vested | (449,958 | ) | 3.76 | ||||||||||
Forfeited or unearned | (59,167 | ) | 4.03 | ||||||||||
Nonvested at December 31, 2013 | 1,641,000 | 4.26 | |||||||||||
Granted | 1,086,000 | 6.93 | |||||||||||
Vested | (193,289 | ) | 5.47 | ||||||||||
Forfeited or unearned | (758,000 | ) | 3.85 | ||||||||||
Nonvested at December 31, 2014 | 1,775,711 | $ | 5.93 | ||||||||||
Restricted shares | A summary of the status of the Company’s restricted shares of CRDA as of December 31, 2014, 2013, and 2012 and changes during each year, is presented below: | ||||||||||||
Shares | Weighted-Average Grant-Date Fair Value | ||||||||||||
Nonvested at December 31, 2011 | 8,670 | $ | 4.69 | ||||||||||
Granted | 239,913 | 4.03 | |||||||||||
Vested | (177,498 | ) | 4 | ||||||||||
Forfeited or unearned | (3,918 | ) | 4.38 | ||||||||||
Nonvested at December 31, 2012 | 67,167 | 4.29 | |||||||||||
Granted | 86,017 | 5.88 | |||||||||||
Vested | (84,184 | ) | 5.27 | ||||||||||
Nonvested at December 31, 2013 | 69,000 | 5.07 | |||||||||||
Granted | 154,145 | 7.85 | |||||||||||
Vested | (129,811 | ) | 6.44 | ||||||||||
Forfeited or unearned | (5,000 | ) | 6.59 | ||||||||||
Nonvested at December 31, 2014 | 88,334 | $ | 7.83 | ||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||
Schedule of fair value, assets and liabilities measured on recurring basis | The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy: | |||||||||||||||||||||||||||||||
December 31, | 2014 | |||||||||||||||||||||||||||||||
Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | |||||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Money market funds (1) | $ | 11 | $ | — | $ | — | $ | 11 | ||||||||||||||||||||||||
Derivative not designated as hedging instrument: | ||||||||||||||||||||||||||||||||
Cross currency basis swap (2) | — | 3,140 | — | 3,140 | ||||||||||||||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||||||||
Contingent earnout liability (3) | — | — | 1,153 | 1,153 | ||||||||||||||||||||||||||||
December 31, | 2013 | |||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Money market funds (1) | $ | 47 | $ | — | $ | — | $ | 47 | ||||||||||||||||||||||||
Derivative not designated as hedging instruments: | ||||||||||||||||||||||||||||||||
Cross currency basis swap (2) | — | 1,104 | — | 1,104 | ||||||||||||||||||||||||||||
____________________ | ||||||||||||||||||||||||||||||||
(1) | The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included on the Company’s Consolidated Balance Sheets in "Cash and cash equivalents." | |||||||||||||||||||||||||||||||
(2) | The fair value of the Company's cross currency basis swap was derived from a discounted cash flow analysis based on the terms of the swap and the forward curves for foreign currency rates and interest rates adjusted for the counterparty's credit risk. The fair value of this cross currency basis swap is included in "Other noncurrent assets" on the Company’s Consolidated Balance Sheets, based upon the term of the cross currency basis swap. | |||||||||||||||||||||||||||||||
(3) | The fair value of the contingent earnout liability for the Buckley Scott acquisition was estimated using an internally-prepared probability-weighted discounted cash flow analysis. The fair value analysis relied upon both Level 2 data (publicly observable data such as market interest rates and capital structures of peer companies) and Level 3 data (internal data such as the Company's operating projections). As such, these are Level 3 fair value measurements. The valuation is sensitive to Level 3 data, with the maximum possible earnout of $1,153,000. As such, the fair value is not expected to vary materially from the balance recorded. The fair value of the contingent earnout liability is included in "Other noncurrent liabilities" on the Company’s Consolidated Balance Sheets, based upon the term of the contingent earnout agreement. | |||||||||||||||||||||||||||||||
Pension plan assets within fair value hierarchy | The following table summarizes the level within the fair value hierarchy used to determine the fair value of the Company's pension plan assets for its U.S. plan at December 31, 2014 and 2013: | |||||||||||||||||||||||||||||||
December 31, | 2014 | 2013 | ||||||||||||||||||||||||||||||
Level 1 | Level 2 | Total | Level 1 | Level 2 | Total | |||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Asset Category: | ||||||||||||||||||||||||||||||||
Cash and Cash Equivalents | $ | 228 | $ | — | $ | 228 | $ | 3,833 | $ | — | $ | 3,833 | ||||||||||||||||||||
Short-term Investment Funds | — | 6,168 | 6,168 | — | 5,072 | 5,072 | ||||||||||||||||||||||||||
Equity Securities: | ||||||||||||||||||||||||||||||||
U.S. | — | 104,073 | 104,073 | — | 83,649 | 83,649 | ||||||||||||||||||||||||||
International | — | 36,604 | 36,604 | — | 38,090 | 38,090 | ||||||||||||||||||||||||||
Fixed Income Securities: | ||||||||||||||||||||||||||||||||
U.S. | 19,244 | 236,952 | 256,196 | 20,874 | 242,092 | 262,966 | ||||||||||||||||||||||||||
International | — | 17,378 | 17,378 | — | 13,191 | 13,191 | ||||||||||||||||||||||||||
Other | — | 738 | 738 | — | 1,443 | 1,443 | ||||||||||||||||||||||||||
TOTAL | $ | 19,472 | $ | 401,913 | $ | 421,385 | $ | 24,707 | $ | 383,537 | $ | 408,244 | ||||||||||||||||||||
The following table summarizes the level within the fair value hierarchy used to determine the fair value of the Company's pension plan assets for its U.K. plans at December 31, 2014 and 2013: | ||||||||||||||||||||||||||||||||
December 31, | 2014 | 2013 | ||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Asset Category: | ||||||||||||||||||||||||||||||||
Cash and Cash Equivalents | $ | 1,968 | $ | — | $ | — | $ | 1,968 | $ | 4,322 | $ | — | $ | — | $ | 4,322 | ||||||||||||||||
Equity Securities: | ||||||||||||||||||||||||||||||||
U.S. | — | 29,051 | — | 29,051 | — | 29,457 | — | 29,457 | ||||||||||||||||||||||||
International | — | 35,506 | — | 35,506 | — | 34,579 | — | 34,579 | ||||||||||||||||||||||||
Fixed Income Securities: | ||||||||||||||||||||||||||||||||
Money market funds | — | 103,754 | — | 103,754 | — | 60,644 | — | 60,644 | ||||||||||||||||||||||||
Government securities | — | 42,672 | — | 42,672 | 8,778 | 50,180 | — | 58,958 | ||||||||||||||||||||||||
Corporate bonds and debt securities | — | 11,669 | — | 11,669 | — | 15,958 | — | 15,958 | ||||||||||||||||||||||||
Mortgage-backed securities | — | 782 | — | 782 | — | 789 | — | 789 | ||||||||||||||||||||||||
Alternative strategy funds | — | 28,283 | — | 28,283 | 129 | 28,523 | — | 28,652 | ||||||||||||||||||||||||
Real estate funds | — | — | 14,740 | 14,740 | — | — | 13,319 | 13,319 | ||||||||||||||||||||||||
TOTAL | $ | 1,968 | $ | 251,717 | $ | 14,740 | $ | 268,425 | $ | 13,229 | $ | 220,130 | $ | 13,319 | $ | 246,678 | ||||||||||||||||
Reconciliation of level 3 assets | The following table provides a reconciliation of the beginning and ending balance of Level 3 assets within the Company's U.K. pension plan during the years ended December 31, 2014 and 2013: | |||||||||||||||||||||||||||||||
Real Estate Funds | ||||||||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 13,238 | ||||||||||||||||||||||||||||||
Actual return on plan assets: | ||||||||||||||||||||||||||||||||
Related to assets still held at the reporting date | 55 | |||||||||||||||||||||||||||||||
Purchases, sales and settlements—net | 26 | |||||||||||||||||||||||||||||||
Balance at December 31, 2013 | 13,319 | |||||||||||||||||||||||||||||||
Actual return on plan assets: | ||||||||||||||||||||||||||||||||
Related to assets still held at the reporting date | 1,412 | |||||||||||||||||||||||||||||||
Purchases, sales and settlements—net | 9 | |||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 14,740 | ||||||||||||||||||||||||||||||
Segment_and_Geographic_Informa1
Segment and Geographic Information (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||
Schedule of segment reporting information | Financial information as of and for the years ended December 31, 2014, 2013, and 2012 related to the Company’s reportable segments is presented below. | |||||||||||||||||||
Americas | EMEA/AP | Broadspire | Legal Settlement Administration | Total | ||||||||||||||||
(In thousands) | ||||||||||||||||||||
2014 | ||||||||||||||||||||
Revenues before reimbursements | $ | 359,319 | $ | 344,350 | $ | 268,890 | $ | 170,292 | $ | 1,142,851 | ||||||||||
Segment operating earnings | 23,663 | 19,720 | 15,469 | 22,849 | 81,701 | |||||||||||||||
Depreciation and amortization (1) | 4,747 | 5,193 | 8,448 | 5,895 | 24,283 | |||||||||||||||
Assets | 124,992 | 240,760 | 103,894 | 122,129 | 591,775 | |||||||||||||||
2013 | ||||||||||||||||||||
Revenues before reimbursements | $ | 342,240 | $ | 350,164 | $ | 252,242 | $ | 218,799 | $ | 1,163,445 | ||||||||||
Segment operating earnings | 18,532 | 32,158 | 8,245 | 46,752 | 105,687 | |||||||||||||||
Depreciation and amortization (1) | 4,007 | 5,167 | 7,381 | 5,252 | 21,807 | |||||||||||||||
Assets | 131,765 | 261,127 | 109,933 | 111,869 | 614,694 | |||||||||||||||
2012 | ||||||||||||||||||||
Revenues before reimbursements | $ | 334,431 | $ | 366,718 | $ | 238,960 | $ | 236,608 | $ | 1,176,717 | ||||||||||
Segment operating earnings | 11,878 | 48,481 | 21 | 60,284 | 120,664 | |||||||||||||||
Depreciation and amortization (1) | 4,309 | 5,105 | 6,811 | 4,263 | 20,488 | |||||||||||||||
Assets | 137,609 | 284,981 | 110,984 | 106,878 | 640,452 | |||||||||||||||
______________________ | ||||||||||||||||||||
(1) | Excludes amortization expense of finite-lived customer relationships and trade name intangible assets. | |||||||||||||||||||
Schedule of revenues by service line by reporting segments | Revenues by major service line in the U.S. and by area for other regions in the Americas segment and by major service line for the Broadspire segment are shown in the following table. It is not practicable to provide revenues by service line for the EMEA/AP segment. | |||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Americas | ||||||||||||||||||||
U.S. Claims Field Operations | $ | 95,859 | $ | 103,594 | $ | 105,932 | ||||||||||||||
U.S. Technical Services | 24,822 | 28,209 | 29,122 | |||||||||||||||||
U.S. Catastrophe Services | 44,188 | 36,067 | 38,504 | |||||||||||||||||
Subtotal U.S. Claims Services | 164,869 | 167,870 | 173,558 | |||||||||||||||||
U.S. Contractor Connection | 50,517 | 36,046 | 27,470 | |||||||||||||||||
Subtotal U.S. Property & Casualty | 215,386 | 203,916 | 201,028 | |||||||||||||||||
Canada—all service lines | 129,246 | 122,748 | 120,767 | |||||||||||||||||
Latin America/Caribbean—all service lines | 14,687 | 15,576 | 12,636 | |||||||||||||||||
Total Revenues before Reimbursements—Americas | $ | 359,319 | $ | 342,240 | $ | 334,431 | ||||||||||||||
Broadspire | ||||||||||||||||||||
Workers' Compensation and Liability Claims Management | $ | 112,334 | $ | 107,624 | $ | 100,051 | ||||||||||||||
Medical Management | 140,903 | 128,802 | 122,833 | |||||||||||||||||
Risk Management Information Services | 15,653 | 15,816 | 16,076 | |||||||||||||||||
Total Revenues before Reimbursements—Broadspire | $ | 268,890 | $ | 252,242 | $ | 238,960 | ||||||||||||||
Reconciliation of capital expenditures from segments to consolidated | Capital expenditures for the years ended December 31, 2014, 2013, and 2012 are shown in the following table: | |||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Americas | $ | 7,109 | $ | 6,210 | $ | 4,944 | ||||||||||||||
EMEA/AP | 5,186 | 4,663 | 5,225 | |||||||||||||||||
Broadspire | 7,705 | 6,452 | 7,187 | |||||||||||||||||
Legal Settlement Administration | 2,476 | 5,257 | 9,167 | |||||||||||||||||
Corporate | 6,721 | 8,431 | 6,653 | |||||||||||||||||
Total capital expenditures | $ | 29,197 | $ | 31,013 | $ | 33,176 | ||||||||||||||
Reconciliation of revenues from segments to consolidated | The total of the Company’s reportable segments’ revenues before reimbursements reconciled to total consolidated revenues for the years ended December 31, 2014, 2013, and 2012 was as follows: | |||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Segments’ revenues before reimbursements | $ | 1,142,851 | $ | 1,163,445 | $ | 1,176,717 | ||||||||||||||
Reimbursements | 74,112 | 89,985 | 89,421 | |||||||||||||||||
Total consolidated revenues | $ | 1,216,963 | $ | 1,253,430 | $ | 1,266,138 | ||||||||||||||
Reconciliation of segment operating earnings from segments to consolidated | The Company’s reportable segments’ total operating earnings reconciled to consolidated income before income taxes for the years ended December 31, 2014, 2013, and 2012 were as follows: | |||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2012 | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
Operating earnings of all reportable segments | $ | 81,701 | $ | 105,687 | $ | 120,664 | ||||||||||||||
Unallocated corporate and shared costs and credits | (8,582 | ) | (10,829 | ) | (10,504 | ) | ||||||||||||||
Net corporate interest expense | (6,031 | ) | (6,423 | ) | (8,607 | ) | ||||||||||||||
Stock option expense | (859 | ) | (948 | ) | (408 | ) | ||||||||||||||
Amortization of customer-relationship intangible assets | (6,341 | ) | (6,385 | ) | (6,373 | ) | ||||||||||||||
Special charges and credits | — | — | (11,332 | ) | ||||||||||||||||
Income before income taxes | $ | 59,888 | $ | 81,102 | $ | 83,440 | ||||||||||||||
Reconciliation of assets from segment to consolidated | The Company’s reportable segments’ total assets reconciled to consolidated total assets of the Company at December 31, 2014 and 2013 are presented in the following table. All foreign-denominated cash and cash equivalents are reported within the Americas and EMEA/AP segments, while all U.S. cash and cash equivalents are reported as corporate assets in the following table: | |||||||||||||||||||
December 31, | 2014 | 2013 | ||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Assets of reportable segments | $ | 591,775 | $ | 614,694 | ||||||||||||||||
Corporate assets: | ||||||||||||||||||||
Cash and cash equivalents | 7,333 | 8,015 | ||||||||||||||||||
Unallocated allowances on receivables | (3,536 | ) | (4,450 | ) | ||||||||||||||||
Property and equipment | 7,636 | 9,481 | ||||||||||||||||||
Capitalized software costs, net | 69,906 | 65,848 | ||||||||||||||||||
Assets of deferred compensation plan | 15,519 | 15,140 | ||||||||||||||||||
Capitalized loan costs | 3,707 | 4,394 | ||||||||||||||||||
Deferred income tax assets | 66,927 | 61,375 | ||||||||||||||||||
Prepaid expenses and other current assets | 17,070 | 9,559 | ||||||||||||||||||
Other noncurrent assets | 12,982 | 6,002 | ||||||||||||||||||
Total corporate assets | 197,544 | 175,364 | ||||||||||||||||||
Total assets | $ | 789,319 | $ | 790,058 | ||||||||||||||||
Schedule of disclosure on geographic areas, revenue and long-lived assets in individual foreign countries by country | Revenues and long-lived assets for the countries in which revenues or long-lived assets represent more than 10 percent of the consolidated totals are set out in the two tables below. For the purposes of these geographic area disclosures, long-lived assets include items such as property and equipment and capital lease assets but exclude intangible assets, including goodwill. In the Americas segment, only the U.S. and Canada are considered material for disclosure. | |||||||||||||||||||
U.S. | Canada | Other | Total Americas Segment | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
2014 | ||||||||||||||||||||
Revenues before reimbursements | $ | 215,386 | $ | 129,246 | $ | 14,687 | $ | 359,319 | ||||||||||||
Long-lived assets | 3,626 | 2,274 | 726 | 6,626 | ||||||||||||||||
2013 | ||||||||||||||||||||
Revenues before reimbursements | 203,916 | 122,748 | 15,576 | 342,240 | ||||||||||||||||
Long-lived assets | 2,832 | 3,571 | 913 | 7,316 | ||||||||||||||||
2012 | ||||||||||||||||||||
Revenues before reimbursements | 201,028 | 120,767 | 12,636 | 334,431 | ||||||||||||||||
Long-lived assets | 2,522 | 4,566 | 1,029 | 8,117 | ||||||||||||||||
In the EMEA/AP segment, only the U.K. is considered material for disclosure; CEMEA and Asia Pacific regions are shown in order to reconcile to the segment totals. | ||||||||||||||||||||
U.K. | CEMEA | Asia/Pacific | Total EMEA/AP Segment | |||||||||||||||||
(In thousands) | ||||||||||||||||||||
2014 | ||||||||||||||||||||
Revenues before reimbursements | $ | 128,561 | $ | 111,749 | $ | 104,040 | $ | 344,350 | ||||||||||||
Long-lived assets | 12,116 | 1,995 | 4,609 | 18,720 | ||||||||||||||||
2013 | ||||||||||||||||||||
Revenues before reimbursements | 119,747 | 112,374 | 118,043 | 350,164 | ||||||||||||||||
Long-lived assets | 9,691 | 2,251 | 4,876 | 16,818 | ||||||||||||||||
2012 | ||||||||||||||||||||
Revenues before reimbursements | 133,436 | 97,396 | 135,886 | 366,718 | ||||||||||||||||
Long-lived assets | 9,715 | 2,286 | 5,353 | 17,354 | ||||||||||||||||
Special_Charges_and_Credits_Ta
Special Charges and Credits (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Schedule of accrued liabilities | As of December 31, 2014, the following liabilities remained on the Company's Consolidated Balance Sheets related to the special charges recorded in 2012. The rollforward of these costs for the years ended December 31, 2014 and 2013 follows: | |||||||||||||||||||
(in thousands) | Deferred rent | Accrued compensation and related costs | Other accrued liabilities | Other noncurrent liabilities | Total | |||||||||||||||
Balance at December 31, 2012 | $ | 2,148 | $ | 2,303 | $ | 1,509 | $ | 1,253 | $ | 7,213 | ||||||||||
Adjustments to accruals | 516 | — | 35 | (204 | ) | 347 | ||||||||||||||
Cash payments | — | (1,805 | ) | (1,241 | ) | (465 | ) | (3,511 | ) | |||||||||||
Balance at December 31, 2013 | 2,664 | 498 | 303 | 584 | 4,049 | |||||||||||||||
Adjustments to accruals | (1,233 | ) | — | 278 | (308 | ) | (1,263 | ) | ||||||||||||
Cash payments | — | (367 | ) | (273 | ) | (276 | ) | (916 | ) | |||||||||||
Balance at December 31, 2014 | $ | 1,431 | $ | 131 | $ | 308 | $ | — | $ | 1,870 | ||||||||||
Subsequent_EventsTables
Subsequent Events-(Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Subsequent Events [Abstract] | |||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the Company's initial allocation of the purchase price for GAB Robins: | ||||
(December 1, 2014) February 1, 2015 | |||||
(In thousands) | |||||
Purchase Price | $ | 71,812 | |||
Preliminary Allocation of Purchase Price: | |||||
Cash and cash equivalents | 5,735 | ||||
Other tangible assets | 34,706 | ||||
Goodwill | 17,888 | ||||
Intangible assets | 35,082 | ||||
Deferred income taxes | 7,078 | ||||
Liabilities | (28,677 | ) | |||
Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Before Noncontrolling Interests | 71,812 | ||||
Noncontrolling interests | 2,483 | ||||
Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net of Noncontrolling Interests | $ | 69,329 | |||
Significant_Accounting_and_Rep3
Significant Accounting and Reporting Policies-Narrative (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
class_of_stock | ||
segments | ||
country | ||
Variable Interest Entity [Line Items] | ||
Number of operating segments (segments) | 4 | |
Number of countries in which entity operates (more than) | 70 | |
Number of classes of common stock (class of stock) | 2 | |
Outside of the U.S. | ||
Variable Interest Entity [Line Items] | ||
Time deposits, at carrying value | 2,293,000 | |
Primary beneficiary | ||
Variable Interest Entity [Line Items] | ||
Deferred compensation plan liabilities | 11,051,000 | 10,322,000 |
Deferred compensation plan assets | 15,519,000 | 15,140,000 |
Class A Common Stock | ||
Variable Interest Entity [Line Items] | ||
Approval rate to waive equal consideration rights (ratio) | 75.00% | |
Lloyd Warwick International | ||
Variable Interest Entity [Line Items] | ||
Variable interest entity, ownership percentage | 51.00% | |
Variable interest entity, maximum loss exposure | 10,000,000 | |
Asset carrying amount | 6,045,000 | |
Liability carrying amount | 8,346,000 | |
Financial or other support | 7,378,000 |
Significant_Accounting_and_Rep4
Significant Accounting and Reporting Policies Significant Accounting and Reporting Policies-Receivables (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Allowance for doubtful accounts, beginning of period | $10,234 | $10,584 | $10,615 |
Provision for bad debt expense | 2,117 | 1,396 | 2,384 |
Write-offs, net of recoveries | -812 | -2,112 | -2,256 |
Currency translation and other changes | -579 | 366 | -159 |
Allowance for doubtful accounts, end of period | 10,960 | 10,234 | 10,584 |
Sales Allowances, Services | $1,786 | $2,812 | $2,712 |
Significant_Accounting_and_Rep5
Significant Accounting and Reporting Policies Significant Accounting and Reporting Policies-Property and Equipment (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $143,273 | $155,326 | |
Less accumulated depreciation | -102,414 | -109,643 | |
Net Property and Equipment | 40,859 | 45,683 | |
Property, plant and equipment, additions from capital leases | 21 | 340 | 2,422 |
Depreciation and amortization of leased asset | 16,606 | 15,446 | 15,429 |
Amortization of intangible assets | 7,084 | 7,127 | 7,141 |
Self insurance reserve | 24,532 | 25,630 | |
Self insurance reserve, current | 14,491 | 13,100 | |
Foreign currency transaction gain (loss), before tax | -274 | -1,084 | -268 |
Advertising expense | 2,981 | 2,793 | 3,317 |
Capitalized software | |||
Property, Plant and Equipment [Line Items] | |||
Amortization of intangible assets | 13,954 | 11,330 | 10,226 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 371 | 582 | |
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 26,014 | 31,038 | |
Buildings and improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 7 years | ||
Buildings and improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 40 years | ||
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 49,774 | 50,883 | |
Furniture and fixtures | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 3 years | ||
Furniture and fixtures | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 10 years | ||
Data processing equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 65,505 | 71,070 | |
Data processing equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 3 years | ||
Data processing equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 5 years | ||
Automobiles | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $1,609 | $1,753 | |
Automobiles | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 3 years | ||
Automobiles | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 4 years |
Acquisitions_and_Dispositions_1
Acquisitions and Dispositions of Businesses (Details) (USD $) | 9 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2012 | Jul. 15, 2014 | Feb. 28, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||||
Goodwill | $131,885 | $131,995 | $132,777 | |||
Cash surrendered from sale of business | 0 | 1,554 | 0 | |||
EMEA/AP | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 72,078 | 68,604 | 70,992 | |||
Noncontrolling interest, ownership percentage by noncontrolling owners (percent) | 49.00% | |||||
Business combination, right to purchase noncontrolling interest, term | 6 months | |||||
Fair value inputs, earnings before interest, taxes, depreciation, and amortization multiple | 7 | |||||
Fair Value Measurements, Valuation Processes, Description | P36M | |||||
Business combination, right of first refusal, term | 30 days | |||||
Buckley Scott | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, percentage of voting interests acquired | 100.00% | |||||
Payments to acquire businesses, gross | 3,812 | |||||
Business combination, recognized identifiable assets acquired and liabilities assumed, net | 1,532 | |||||
Business combination, recognized identifiable assets acquired and liabilities assumed, cash and equivalents | 488 | |||||
Deferred income tax liabilities, noncurrent | 473 | |||||
Fair value assumptions, expected term | 2 years | |||||
Goodwill | 1,542 | |||||
Buckley Scott | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived intangible assets acquired | 2,195 | |||||
Finite-lived intangible asset, useful life | 15 years | |||||
Buckley Scott | Trade name | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived intangible assets acquired | 169 | |||||
Finite-lived intangible asset, useful life | 2 years | |||||
Lloyd Warwick International | ||||||
Business Acquisition [Line Items] | ||||||
Variable interest entity, ownership percentage | 51.00% | |||||
Crawford South Africa | ||||||
Business Acquisition [Line Items] | ||||||
Sale of stock, percentage of ownership before transaction | 74.90% | |||||
Net assets sold | 2,542 | |||||
Cash surrendered from sale of business | 1,554 | |||||
Loan receivable, term of agreement | 2 years | |||||
Loss on disposition of business | $474 | |||||
Royalty percentage from future revenues (percent) | 2.00% | |||||
Royalty arrangement, notice to terminate | 12 months |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets Schedule of Goodwill (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill [Line Items] | |||
Goodwill | $283,585 | $284,466 | $283,128 |
Accumulated Impairment Losses | -151,700 | -151,689 | -151,133 |
Net Goodwill | 131,885 | 132,777 | 131,995 |
Goodwill of acquired businesses | 1,542 | 4,454 | |
Impairment of goodwill of business held for sale/disposed | -11 | -556 | |
Other activity | 1,149 | ||
Foreign currency effects | -3,572 | -3,116 | |
Americas | |||
Goodwill [Line Items] | |||
Goodwill | 40,208 | 42,186 | 43,792 |
Accumulated Impairment Losses | 0 | 0 | 0 |
Net Goodwill | 40,208 | 42,186 | 43,792 |
Foreign currency effects | -1,978 | -1,606 | |
Broadspire | |||
Goodwill [Line Items] | |||
Goodwill | 151,133 | 151,133 | 151,133 |
Accumulated Impairment Losses | -151,133 | -151,133 | -151,133 |
Net Goodwill | 0 | 0 | 0 |
Legal Settlement Administration | |||
Goodwill [Line Items] | |||
Goodwill | 19,599 | 19,599 | 19,599 |
Accumulated Impairment Losses | 0 | 0 | 0 |
Net Goodwill | 19,599 | 19,599 | 19,599 |
EMEA/AP | |||
Goodwill [Line Items] | |||
Goodwill | 72,645 | 71,548 | 68,604 |
Accumulated Impairment Losses | -567 | -556 | 0 |
Net Goodwill | 72,078 | 70,992 | 68,604 |
Goodwill of acquired businesses | 1,542 | 4,454 | |
Impairment of goodwill of business held for sale/disposed | -11 | -556 | |
Other activity | 1,149 | ||
Foreign currency effects | ($1,594) | ($1,510) |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets Schedule of Acquired Finite-Lived Intangible Asset by Major Class (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $99,724 | $98,888 | |
Accumulated Amortization | -55,026 | -47,992 | |
Net Carrying Value | 44,698 | 50,896 | |
Weighted-Average Amortization Period | 5 years 10 months 24 days | 7 years 1 month 6 days | |
Amortization of intangible assets | 7,084 | 7,127 | 7,141 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2015 | 7,113 | ||
2016 | 6,699 | ||
2017 | 6,172 | ||
2018 | 6,172 | ||
2019 | 6,172 | ||
Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 93,468 | 92,775 | |
Accumulated Amortization | -50,030 | -43,791 | |
Net Carrying Value | 43,438 | 48,984 | |
Weighted-Average Amortization Period | 6 years 7 months 6 days | 7 years 9 months 18 days | |
Technology-based | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 5,913 | 5,913 | |
Accumulated Amortization | -4,794 | -4,051 | |
Net Carrying Value | 1,119 | 1,862 | |
Weighted-Average Amortization Period | 1 year 6 months | 2 years 6 months 0 days | |
Trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 343 | 200 | |
Accumulated Amortization | -202 | -150 | |
Net Carrying Value | 141 | 50 | |
Weighted-Average Amortization Period | 7 months 6 days | 8 months 12 days | |
Minimum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Maximum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||
Corporate | Customer relationships and trade names | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $6,341 | $6,385 | $6,373 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets Schedule of Acquired Indefinite-Lived Intangible Assets (Details) (Trade name, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Trade name | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets (excluding goodwill), gross | $31,797 | $31,807 |
Indefinite-lived intangible assets, accumulated impairments | -600 | -600 |
Indefinite-lived intangible assets (excluding goodwill) | $31,197 | $31,207 |
ShortTerm_and_LongTerm_Debt_In2
Short-Term and Long-Term Debt, Including Capital Leases Long-term debt instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Capital lease obligations | $1,809 | $2,645 |
Total long-term debt and capital leases | 156,811 | 137,645 |
Less: portion of Credit Facility classified as short-term | -2,002 | -35,000 |
Less: current installments | -763 | -875 |
Long-term debt and capital leases, less current installments | 154,046 | 101,770 |
Credit Facility | ||
Debt Instrument [Line Items] | ||
Credit Facility | $155,002 | $135,000 |
ShortTerm_and_LongTerm_Debt_In3
Short-Term and Long-Term Debt, Including Capital Leases Credit Facility (Narrative) (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 01, 2015 | |
Integer | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest period | 1 month | |||
Letters of credit outstanding amount | $17,511,000 | $17,837,000 | ||
Line of credit facility, remaining borrowing capacity | 149,134,000 | 247,163,000 | ||
Aggregate of earnouts paid | 1.5 | |||
Number of quarters | 4 | |||
Less: portion of Credit Facility classified as short-term | -2,002,000 | -35,000,000 | ||
Interest expense, debt | 6,812,000 | 7,191,000 | 9,574,000 | |
Interest paid | 5,880,000 | 6,379,000 | 8,728,000 | |
Minimum | ||||
Debt Instrument [Line Items] | ||||
Capital lease obligations, term of lease | 24 months | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Capital lease obligations, term of lease | 60 months | |||
Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, current borrowing capacity | 400,000,000 | |||
Credit Facility | 155,002,000 | 135,000,000 | ||
Line of Credit Facility, required minimum leverage ratio (basis points) | 3.25 | |||
Credit Facility | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 1.00% | |||
Credit Facility | Federal Funds Rate | Base Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 0.50% | |||
Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 1.50% | |||
Credit Facility | Minimum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 0.50% | |||
Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 2.25% | |||
Credit Facility | Maximum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 1.25% | |||
Credit Facility | UK Borrower | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, current borrowing capacity | 185,000,000 | |||
Credit Facility | Canadian Borrower | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, current borrowing capacity | 40,000,000 | |||
Credit Facility | Australian Borrower | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, current borrowing capacity | 15,000,000 | |||
Letter of credit | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, current borrowing capacity | 100,000,000 | |||
Capital Stock of Company's and Guarantor's Present and Future Domestic Subsidiaries | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, guarantee obligation, percentage of stock (percent) | 100.00% | |||
Voting Stock of Present and Future First-Tier Foreign Subsidiaries of the Company or Guarantor | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, guarantee obligation, percentage of stock (percent) | 65.00% | |||
Non-Voting Stock of Present and Future First-Tier Foreign Subsidiaries of the Company or Guarantor | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, guarantee obligation, percentage of stock (percent) | 100.00% | |||
Capital stock of Foreign Borrowers | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, guarantee obligation, percentage of stock (percent) | 100.00% | |||
GAB Robins | UK Borrower | Subsequent events | ||||
Debt Instrument [Line Items] | ||||
Other long-term debt, noncurrent | $78,355,000 |
ShortTerm_and_LongTerm_Debt_In4
Short-Term and Long-Term Debt, Including Capital Leases Schedule of maturities of long-term debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
Long-term Debt, 2015 | $2,002 | |
Long-term Debt, 2016 | 0 | |
Long-term Debt, 2017 | 0 | |
Long-term Debt, 2018 | 153,000 | |
Long-term Debt, 2019 | 0 | |
Long-term Debt | 155,002 | |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
Capital Lease Obligations, 2015 | 763 | |
Capital Lease Obligations, 2016 | 692 | |
Capital Lease Obligations, 2017 | 317 | |
Capital Lease Obligations, 2018 | 37 | |
Capital Lease Obligations, 2019 | 0 | |
Capital Leases, Future Minimum Payments Due | 1,809 | |
Long-term Debt and Capital Lease Obligations, Fiscal Year Maturity [Abstract] | ||
Total, 2015 | 2,765 | |
Total, 2016 | 692 | |
Total, 2017 | 317 | |
Total, 2018 | 153,037 | |
Total, 2019 | 0 | |
Total long-term debt and capital leases | $156,811 | $137,645 |
Derivative_Instruments_Details
Derivative Instruments (Details) (Currency swap, Not Designated as Hedging Instrument) | 1 Months Ended | ||
Feb. 28, 2011 | Feb. 28, 2011 | Dec. 31, 2014 | |
USD ($) | CAD | USD ($) | |
Derivative [Line Items] | |||
Derivative, notional amount | 34,749,000 | ||
Derivative instrument, periodic payment, basis amount | 589,000 | ||
Derivative instruments, periodic receivable, basis amount | 593,000 | ||
Derivative Asset, fair value, amount offset against collateral | $0 |
Commitments_Under_Operating_Le2
Commitments Under Operating Leases (Details) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | |||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 30, 2014 | Jan. 31, 2013 | 1-May-12 | Mar. 16, 2010 | Feb. 09, 2010 | Aug. 01, 2006 | Jan. 31, 2012 |
Integer | sqft | sqft | sqft | |||||||
Operating Leased Assets [Line Items] | ||||||||||
Rent expense | $51,270 | $51,770 | $52,836 | |||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
2015 | 41,785 | |||||||||
2016 | 35,962 | |||||||||
2017 | 25,998 | |||||||||
2018 | 18,379 | |||||||||
2019 | 16,019 | |||||||||
2020 and Thereafter | 26,381 | |||||||||
Number of leased buildings in Plantation, FL | 2 | |||||||||
Future Minimum Sublease Rentals, Operating Leases, Fiscal Year Maturity [Abstract] | ||||||||||
2015 | 3,080 | |||||||||
2016 | 3,460 | |||||||||
2017 | 3,532 | |||||||||
2018 | 3,608 | |||||||||
2019 | 3,684 | |||||||||
2020-2021 | 7,602 | |||||||||
Total minimum sublease payments to be received | 24,966 | |||||||||
Office space | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Rent expense | 43,277 | 43,715 | 44,437 | |||||||
Office space | Jacksonville, FL | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Area of real estate property (square feet) | 50,000 | |||||||||
Future minimum payments due | 5,328 | |||||||||
Term of lease | 7 years 5 months | |||||||||
Office space | Berkeley Heights, New Jersey | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Area of real estate property (square feet) | 24,000 | |||||||||
Future minimum payments due | 6,042 | |||||||||
Term of lease | 10 years | |||||||||
Office space | Seattle, Washington | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Area of real estate property (square feet) | 45,000 | |||||||||
Future minimum payments due | 9,780 | |||||||||
Term of lease | 10 years | |||||||||
Office space | Lake Success, New York | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Area of real estate property (square feet) | 44,000 | 67,000 | ||||||||
Future minimum payments due | 13,110 | |||||||||
Term of lease | 11 years | |||||||||
Office space | Sunrise, Florida | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Area of real estate property (square feet) | 64,000 | |||||||||
Future minimum payments due | 7,010 | |||||||||
Term of lease | 10 years | |||||||||
Office space | Atlanta, Georgia | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Area of real estate property (square feet) | 160,000 | |||||||||
Future minimum payments due | 12,277 | |||||||||
Term of lease | 11 years | |||||||||
Office space | Plantation, Florida | ||||||||||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||||||
Future minimum payments due | 30,860 | |||||||||
Future Minimum Sublease Rentals, Operating Leases, Fiscal Year Maturity [Abstract] | ||||||||||
Loss on subleases | 4,285 | |||||||||
Automobiles | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Rent expense | 7,615 | 7,711 | 8,110 | |||||||
Computers and equipment | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Rent expense | $378 | $344 | $289 |
Income_TaxesIncome_loss_before
Income Taxes-Income (loss) before income taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
U.S. | $40,840 | $50,234 | $48,514 |
Foreign | 19,048 | 30,868 | 34,926 |
Income Before Income Taxes | $59,888 | $81,102 | $83,440 |
Income_TaxesProvision_for_Inco
Income Taxes-Provision for Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | |||
U.S. federal and state | $4,867 | $3,680 | $1,375 |
Foreign | 8,724 | 10,461 | 12,956 |
Deferred: | |||
U.S. federal and state | 13,645 | 14,004 | 19,831 |
Foreign | 1,544 | 1,621 | -476 |
Provision for income taxes | 28,780 | 29,766 | 33,686 |
Cash payments for income taxes | $13,017 | $21,030 | $14,378 |
Income_TaxesReconciliation_to_
Income Taxes-Reconciliation to federal statutory rate (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Valuation Allowance [Line Items] | |||
Federal statutory income tax rate | 35.00% | ||
Federal income taxes at statutory rate | $20,961 | $28,385 | $29,204 |
State income taxes, net of federal benefit | 1,975 | 988 | 1,273 |
Foreign taxes | 1,544 | -778 | -1,640 |
Change in valuation allowance | 3,023 | 2,479 | 3,095 |
Research and development credits | -266 | -1,909 | 49 |
Foreign tax credits | -1,043 | -3,542 | -1,524 |
Nondeductible meals and entertainment | 1,662 | 1,102 | 807 |
Tax rate changes | 1,002 | 1,749 | 927 |
Other | -78 | 1,292 | 1,495 |
Provision for income taxes | 28,780 | 29,766 | 33,686 |
Undistributed earnings of foreign subsidiaries | 173,800 | ||
U.K. | |||
Valuation Allowance [Line Items] | |||
Other tax expense (benefit) | $1,300 |
Income_TaxesDeferred_income_ta
Income Taxes-Deferred income taxes (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Deferred tax assets, gross | ||||
Accrued compensation | $10,497,000 | $13,463,000 | ||
Accrued pension liabilities | 47,740,000 | 34,109,000 | ||
Self-insured risks | 10,025,000 | 10,280,000 | ||
Deferred revenues | 10,562,000 | 10,785,000 | ||
Accrued rent | 2,148,000 | 2,553,000 | ||
Interest | 6,036,000 | 4,832,000 | ||
Tax credit carryforwards | 44,837,000 | 54,470,000 | ||
Loss carryforwards | 20,094,000 | 19,447,000 | ||
Other | 2,223,000 | 3,816,000 | ||
Gross deferred income tax assets | 154,162,000 | 153,755,000 | ||
Deferred tax liabilities, gross | ||||
Accounts receivable allowance | 10,724,000 | 9,899,000 | ||
Unbilled revenues | 14,813,000 | 18,738,000 | ||
Depreciation and amortization | 60,553,000 | 62,552,000 | ||
Other post-retirement benefits | 343,000 | 561,000 | ||
Unrepatriated earnings | 0 | 3,297,000 | ||
Gross deferred income tax liabilities | 86,433,000 | 95,047,000 | ||
Net deferred income tax assets before valuation allowance | 67,729,000 | 58,708,000 | ||
Valuation allowance | -15,231,000 | -12,518,000 | -7,927,000 | -4,459,000 |
Net deferred income tax assets | 52,498,000 | 46,190,000 | ||
Amounts recognized in the Consolidated Balance Sheets consist of : | ||||
Current deferred income tax assets included in Prepaid expenses and other current assets | 565,000 | 471,000 | ||
Deferred income taxes | -14,523,000 | -15,063,000 | ||
Deferred income tax assets | 66,927,000 | 61,375,000 | ||
Long-term deferred income tax liabilities included in Other noncurrent liabilities | -471,000 | -593,000 | ||
Net deferred income tax assets | 52,498,000 | 46,190,000 | ||
Deferred Tax Assets, Operating Loss Carryforwards, Alternative [Abstract] | ||||
Loss carryforwards | 21,038,000 | |||
Unrecognized tax benefits, loss carryforwards | 944,000 | |||
Operating loss carryforwards, not subject to expiration | 10,017,000 | |||
Operating loss carryforwards, subject to expiration | $11,021,000 | |||
Operating loss carryforwards, expiration period | 20 years |
Income_Taxes_Deferred_tax_valu
Income Taxes- Deferred tax valuation (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Valuation Allowance, Deferred Tax Asset [Roll Forward] | |||
Balance, beginning of year | $12,518 | $7,927 | $4,459 |
Increase in valuation allowance for state credits | 0 | 2,277 | 0 |
Other changes | 2,713 | 2,314 | 3,468 |
Balance, end of year | $15,231 | $12,518 | $7,927 |
Income_TaxesReconciliation_of_
Income Taxes-Reconciliation of unrecognized tax benefits (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Unrecognized income tax benefits [Rollforward] | |||
Beginning of year | $7,924,000 | $1,754,000 | $1,806,000 |
Additions for tax positions related to the current year | 4,826,000 | 330,000 | |
Reductions for tax positions related to the current year | -1,664,000 | ||
Additions for tax positions related to prior years | 49,000 | 2,036,000 | |
Lapses of applicable statutes of limitation | -412,000 | -692,000 | -382,000 |
Ending of year | 5,897,000 | 7,924,000 | 1,754,000 |
Unrecognized tax benefits, interest on income taxes accrued | 104,000 | 134,000 | 619,000 |
Unrecognized tax benefits that would impact effective tax rate | 2,475,000 | 2,693,000 | 1,401,000 |
Expected reductions to unrecognized income tax benefits within next 12 months | $0 |
Retirement_PlansNarrative_Deta
Retirement Plans-Narrative (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan, cost recognized | $24,249 | $21,507 | $23,749 |
Corridor amount | 10.00% | ||
Net unrecognized actuarial losses expected to be recognized in 2015 | 12,913 | ||
Net unrecognized actuarial losses expected to be recognized in 2015, net of tax | 8,613 | ||
U.S. | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Number of Frozen, Nonqualified Unfunded Defined Benefit Pension Plans | 2 | ||
U.S. pension plans | U.S. | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, planned contributions for each of next 4 years | 9,000 | ||
Period of defined benefit plan, employer contributions | 4 years | ||
Expected employer contributions | 9,000 | ||
U.K. pension plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Number of defined benefit plans | 3 | ||
U.K. pension plans | U.K. | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected employer contributions | $6,750 |
Retirement_Plans_Retirement_Pl
Retirement Plans Retirement Plans- Projected Benefit Obligations and Fair Value of Plan Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Plans with PBO in Excess of Plan Assets [Abstract] | ||
Projected benefit obligations | $806,269 | $773,551 |
Fair value of plans' assets | 659,875 | 667,046 |
Plans with Plan Assets in Excess of Benefit Obligations [Abstract] | ||
Projected benefit obligations | 62,478 | 13,502 |
Fair value of plans' assets | $65,895 | $14,574 |
Retirement_Plans_Retirement_Pl1
Retirement Plans Retirement Plans-Reconciliation of Projected Benefit Obligation and Fair Value of Plan Assets (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Projected Benefit Obligations: | ||
Beginning of measurement period | $787,053 | $813,312 |
Service cost | 2,667 | 2,922 |
Interest cost | 35,269 | 33,309 |
Employee contributions | 478 | 598 |
Actuarial loss (gain) | 103,497 | -24,772 |
Benefits paid | -56,418 | -38,877 |
Foreign currency effects | -3,799 | 561 |
End of measurement period | 868,747 | 787,053 |
Fair Value of Plans’ Assets: | ||
Beginning of measurement period | 681,620 | 643,725 |
Actual return on plans’ assets | 79,761 | 48,890 |
Employer contributions | 23,585 | 26,890 |
Employee contributions | 478 | 598 |
Benefits paid | -56,418 | -38,877 |
Foreign currency effects | -3,256 | 394 |
End of measurement period | 725,770 | 681,620 |
Unfunded Status | ($142,977) | ($105,433) |
Retirement_Plans_Retirement_Pl2
Retirement Plans Retirement Plans-Fund Status (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent | $3,726 | $3,221 |
Subtotal, included in Accrued pension liabilities | 142,343 | 102,960 |
Prepaid pension asset included in Other noncurrent assets | -3,417 | -1,072 |
Unfunded status of nonqualified defined benefit deferred pension plans included in Other accrued liabilities | 325 | 324 |
Total unfunded status | 142,977 | 105,433 |
Accumulated other comprehensive loss, before income taxes | -333,749 | -276,497 |
U.S. | U.S. pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent | 126,857 | 77,483 |
U.K. | U.K. pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent | 8,059 | 15,317 |
EMEA | U.K. pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent | $7,427 | $10,160 |
Retirement_Plans_Retirement_Pl3
Retirement Plans Retirement Plans-AOCI (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Retirement liabilities | ||
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), Net Gains (Losses), before Tax [Roll Forward] | ||
Net unrecognized actuarial (loss) gain at beginning of period | ($277,962) | ($320,742) |
Amortization of net loss (gain) during period | 11,828 | 13,263 |
Net gain (loss) arising during period | -69,273 | 30,679 |
Currency translation during period | 746 | -1,162 |
Net unrecognized actuarial (loss) gain at end of period | -334,661 | -277,962 |
Post Retirement Benefits Plan | ||
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), Net Gains (Losses), before Tax [Roll Forward] | ||
Net unrecognized actuarial (loss) gain at beginning of period | 1,465 | 1,674 |
Amortization of net loss (gain) during period | -153 | -209 |
Net gain (loss) arising during period | -400 | |
Net unrecognized actuarial (loss) gain at end of period | $912 | $1,465 |
Retirement_Plans_Retirement_Pl4
Retirement Plans Retirement Plans-Net Periodic Benefit Costs and Benefit Payments (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | |||
Service cost | $2,667 | $2,922 | |
Interest cost | 35,269 | 33,309 | |
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract] | |||
2015 | 42,227 | ||
2016 | 43,259 | ||
2017 | 44,038 | ||
2018 | 44,729 | ||
2019 | 45,396 | ||
2020-2024 | 233,228 | ||
Retirement liabilities | |||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | |||
Service cost | 2,667 | 2,922 | 2,220 |
Interest cost | 35,270 | 33,309 | 35,137 |
Expected return on assets | -45,481 | -42,949 | -42,505 |
Amortization of actuarial loss | 11,828 | 13,263 | 9,832 |
Net periodic benefit cost | $4,284 | $6,545 | $4,684 |
Retirement_Plans_Retirement_Pl5
Retirement Plans Retirement Plans-Assumptions (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 |
U.S. | U.S. pension plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Impact of change in mortality tables on projected benefit obligation | $35,400 | ||
Discount rate used to compute benefit obligations | 4.06% | 4.86% | |
Discount rate used to compute periodic benefit cost | 4.86% | 4.06% | |
Expected long-term rates of return on plans' assets | 6.50% | 6.75% | |
U.K. | U.K. pension plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate used to compute benefit obligations | 3.90% | 4.30% | |
Discount rate used to compute periodic benefit cost | 4.30% | 4.40% | |
Expected long-term rates of return on plans' assets | 7.12% | 7.06% | |
Scenario, Forecast | U.S. | U.S. pension plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rates of return on plans' assets | 6.50% | ||
Scenario, Forecast | U.K. | U.K. pension plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rates of return on plans' assets | 7.12% |
Retirement_Plans_Retirement_Pl6
Retirement Plans Retirement Plans-Plan Asset Allocation (Details) | Dec. 31, 2014 | Dec. 31, 2013 |
U.S. | U.S. pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 100.00% | 100.00% |
U.S. | U.S. pension plans | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 33.40% | 29.80% |
U.S. | U.S. pension plans | Fixed income investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 64.90% | 67.60% |
U.S. | U.S. pension plans | Alternative strategies | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 0.20% | 0.40% |
U.S. | U.S. pension plans | Cash, cash equivalents and short-term investment funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 1.50% | 2.20% |
U.K. | U.K. pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 100.00% | 100.00% |
U.K. | U.K. pension plans | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 24.10% | 26.00% |
U.K. | U.K. pension plans | Fixed income investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 59.20% | 55.30% |
U.K. | U.K. pension plans | Alternative strategies | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 16.00% | 17.00% |
U.K. | U.K. pension plans | Cash, cash equivalents and short-term investment funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total asset allocation | 0.70% | 1.70% |
Common_StockNarrative_Details
Common Stock-Narrative (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Aug. 16, 2014 | |
class_of_stock | ||
Class of Stock [Line Items] | ||
Number of classes of common stock (class of stock) | 2 | |
Class A Common Stock | ||
Class of Stock [Line Items] | ||
Approval rate to waive equal consideration rights (ratio) | 75.00% | |
Shares repurchased | 409,192 | |
Average cost (usd per share) | 8.28 | |
Class B Common Stock | ||
Class of Stock [Line Items] | ||
Shares repurchased | 0 | |
2014 Repurchase Authorization | ||
Class of Stock [Line Items] | ||
Remaining number of shares authorized to be repurchased | 1,973,000 | |
2014 Repurchase Authorization | Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares authorized to be repurchased | 2,000,000 |
Common_StockSchedule_of_Earnin
Common Stock-Schedule of Earnings per Share, Basic (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Class A Common Stock | |||
Numerator: | |||
Allocation of undistributed earnings | $10,408 | $23,063 | $21,246 |
Dividends paid | 7,273 | 5,384 | 5,930 |
Net income available to common shareholders, basic | 17,681 | 28,447 | 27,176 |
Denominator: | |||
Weighted-average common shares outstanding, basic | 30,237 | 29,853 | 29,536 |
Earnings Per Share - Basic (usd per share) | $0.58 | $0.95 | $0.92 |
Class B Common Stock | |||
Numerator: | |||
Allocation of undistributed earnings | 8,499 | 19,075 | 17,762 |
Dividends paid | 4,444 | 3,456 | 3,950 |
Net income available to common shareholders, basic | $12,943 | $22,531 | $21,712 |
Denominator: | |||
Weighted-average common shares outstanding, basic | 24,690 | 24,690 | 24,693 |
Earnings Per Share - Basic (usd per share) | $0.52 | $0.91 | $0.88 |
Common_StockSchedule_of_Earnin1
Common Stock-Schedule of Earnings Per Share, Diluted (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Class A Common Stock | |||
Numerator: | |||
Allocation of undistributed earnings | $10,522 | $23,407 | $21,484 |
Dividends paid | 7,273 | 5,384 | 5,930 |
Net income available to common shareholders, diluted | 17,795 | 28,791 | 27,414 |
Denominator: | |||
Weighted-average common shares outstanding, basic | 30,237 | 29,853 | 29,536 |
Weighted-average effect of dilutive securities | 746 | 1,002 | 736 |
Weighted-average number of shares outstanding, diluted | 30,983 | 30,855 | 30,272 |
Earnings Per Share - Diluted (usd per share) | $0.57 | $0.93 | $0.91 |
Class B Common Stock | |||
Numerator: | |||
Allocation of undistributed earnings | 8,385 | 18,731 | 17,524 |
Dividends paid | 4,444 | 3,456 | 3,950 |
Net income available to common shareholders, diluted | $12,829 | $22,187 | $21,474 |
Denominator: | |||
Weighted-average common shares outstanding, basic | 24,690 | 24,690 | 24,693 |
Weighted-average effect of dilutive securities | 0 | 0 | 0 |
Weighted-average number of shares outstanding, diluted | 24,690 | 24,690 | 24,693 |
Earnings Per Share - Diluted (usd per share) | $0.52 | $0.90 | $0.87 |
Common_StockAntidilutive_Secur
Common Stock-Antidilutive Securities (Details) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Stock options | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation of earnings per share | 0 | 1,212 | 1,154 | ||
Stock compensation plan | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation of earnings per share | 1,568 | 1,290 | [1] | 1,169 | [1] |
[1] | (1) Compensation cost is recognized for these performance stock grants based on expected achievement rates; however no consideration is given for these performance stock grants when calculating earnings per share until the performance measurements have actually been achieved. As of December 31, 2014, the Company does not expect these performance measurements to be achieved by December 31, 2015. |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Loss (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance at December 31, | ($179,210) | ||
Unrealized net (losses) gains arising during the year | -43,181 | 15,671 | -39,934 |
Balance at December 31, | -221,958 | -179,210 | |
Foreign currency translation adjustments | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance at December 31, | 3,544 | 7,778 | |
Other comprehensive loss before reclassifications | -8,203 | -4,234 | |
Amounts reclassified from accumulated other comprehensive income, total | 0 | 0 | |
Net current period other comprehensive (loss) income | -8,203 | -4,234 | |
Balance at December 31, | -4,659 | 3,544 | |
Retirement liabilities | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance at December 31, | -182,754 | -207,259 | |
Other comprehensive loss before reclassifications | 0 | 0 | |
Unrealized net (losses) gains arising during the year | -43,181 | 15,671 | |
Amounts reclassified from accumulated other comprehensive income, total | 8,636 | 8,834 | |
Net current period other comprehensive (loss) income | -34,545 | 24,505 | |
Balance at December 31, | -217,299 | -182,754 | |
AOCL attributable to shareholders of Crawford & Company | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance at December 31, | -179,210 | -199,481 | |
Other comprehensive loss before reclassifications | -8,203 | -4,234 | |
Unrealized net (losses) gains arising during the year | -43,181 | 15,671 | |
Amounts reclassified from accumulated other comprehensive income, total | 8,636 | 8,834 | |
Net current period other comprehensive (loss) income | -42,748 | 20,271 | |
Balance at December 31, | ($221,958) | ($179,210) |
StockBased_CompensationStock_O
Stock-Based Compensation-Stock Options (Details) (USD $) | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation costs | $1,189 | $3,835 | $3,660 | |
Tax benefit from compensation expense | 311 | 1,338 | 1,221 | |
Class A Common Stock | ||||
Summary of Option Activity, Shares | ||||
Outstanding beginning balance, Shares | 1,660 | 1,114 | 1,348 | |
Exercised, Shares | -449 | -49 | 0 | |
Forfeited or expired, Shares | -375 | -154 | -234 | |
Granted, Shares | 0 | 749 | 0 | |
Outstanding ending balance, Shares | 836 | 1,660 | 1,114 | 1,348 |
Exercisable at end of period, Shares | 353 | |||
Summary of Option Activity, Weighted-Average Exercise Price | ||||
Outstanding beginning balance, Weighted-Average Exercise Price (usd per share) | $5.57 | $5.86 | $6.33 | |
Exercised, Weighted-Average Exercise Price (usd per share) | $5.11 | $5.57 | ||
Forfeited or expired, Weighted-Average Exercise Price (usd per share) | $6.51 | $5.22 | $8.57 | |
Granted, Weighted-Average Exercise Price (usd per share) | $5.08 | |||
Outstanding ending balance, Weighted-Average Exercise Price (usd per share) | $5.40 | $5.57 | $5.86 | $6.33 |
Exercisable at end of period, Weighted-Average Exercise Price (usd per share) | $5.84 | |||
Summary of Option Activity, Weighted-Average Remaining Contractual Term | ||||
Outstanding, Weighted-Average Remaining Contractual Term | 6 years 8 months 12 days | 5 years 1 month 5 days | 2 years 6 months 0 days | 2 years 10 months 24 days |
Exercisable at end of period, Weighted-Average Remaining Contractual Term | 4 years 7 months 6 days | |||
Outstanding, Aggregate Intrinsic Value | 2,647 | 3,517 | 459 | 0 |
Exercisable at end of period, Aggregate Intrinsic Value | 964 | |||
Weighted average grant date fair value, options granted during period | $1.86 | |||
Options, vested in period, fair value | 846 | 0 | 0 | |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 4.50% | |||
Summary of Option Activity, Weighted-Average Remaining Contractual Term | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 57.70% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.22% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 7 years | |||
Stock options | Class A Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock option vesting period | 3 years | |||
Stock option vesting per year (percent) | 33.00% | |||
Stock options expiration period | 10 years | |||
Stock option expense | 474 | 640 | 0 | |
Summary of Option Activity, Weighted-Average Remaining Contractual Term | ||||
Unearned compensation cost | $236 |
StockBased_CompensationPerform
Stock-Based Compensation-Performance-Based Stock Grants (Details) (Performance shares, USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance shares vesting period | 3 years | ||
Class A Common Stock | |||
Shares | |||
Nonvested at the beginning of the period, Shares | 1,641,000 | 1,169,125 | 860,500 |
Granted, Shares | 1,086,000 | 981,000 | 908,000 |
Vested, Shares | -193,289 | -449,958 | -531,791 |
Forfeited or unearned, Shares | -758,000 | -59,167 | -67,584 |
Nonvested at the end of the period, Shares | 1,775,711 | 1,641,000 | 1,169,125 |
Weighted-Average Grant-Date Fair Value | |||
Nonvested at the beginning of the period, Weighted-Average Grant-Date Fair Value (usd per share) | $4.26 | $3.68 | $3.42 |
Granted, Weighted-Average Grant-Date Fair Value (usd per share) | $6.93 | $4.75 | $3.70 |
Vested, Weighted-Average Grant-Date Fair Value (usd per share) | $5.47 | $3.76 | $3.48 |
Forfeited or unearned, Weighted-Average Grant-Date Fair Value (usd per share) | $3.85 | $4.03 | $3.48 |
Nonvested at the end of the period, Weighted-Average Grant-Date Fair Value (usd per share) | $5.93 | $4.26 | $3.68 |
Fair value of performance shares vested | $1,057 | $1,693 | $1,849 |
Stock option expense | -518 | 2,223 | 2,645 |
Unearned compensation cost | $778 |
StockBased_CompensationRestric
Stock-Based Compensation-Restricted Shares (Details) (Restricted stock, Class A Common Stock, USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Restricted stock | Class A Common Stock | |||
Shares | |||
Nonvested at the beginning of the period, Shares | 69,000 | 67,167 | 8,670 |
Granted, Shares | 154,145 | 86,017 | 239,913 |
Vested, Shares | -129,811 | -84,184 | -177,498 |
Forfeited or unearned, Shares | -5,000 | -3,918 | |
Nonvested at the end of the period, Shares | 88,334 | 69,000 | 67,167 |
Weighted-Average Grant-Date Fair Value | |||
Nonvested at the beginning of the period, Weighted-Average Grant-Date Fair Value (usd per share) | $5.07 | $4.29 | $4.69 |
Granted, Weighted-Average Grant-Date Fair Value (usd per share) | $7.85 | $5.88 | $4.03 |
Vested, Weighted-Average Grant-Date Fair Value (usd per share) | $6.44 | $5.27 | $4 |
Forfeited or unearned, Weighted-Average Grant-Date Fair Value (usd per share) | $6.59 | $4.38 | |
Nonvested at the end of the period, Weighted-Average Grant-Date Fair Value (usd per share) | $7.83 | $5.07 | $4.29 |
Stock option expense | $848 | $664 | $607 |
Unearned compensation cost | $497 |
StockBased_CompensationEmploye
Stock-Based Compensation-Employee Stock Purchase Plans (Details) | 12 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
stock_purchase_plan | Class A Common Stock | Class A Common Stock | Class A Common Stock | Stock options | Stock options | Stock options | U.S. plan | U.S. plan | U.S. plan | U.K. plan | U.K. plan | U.K. plan | U.K. plan | U.K. plan | U.K. plan | International stock based compensation plan | International stock based compensation plan | International stock based compensation plan | |
USD ($) | USD ($) | USD ($) | Class A Common Stock | Class A Common Stock | Class A Common Stock | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | Employee stock purchase plan | ||
USD ($) | USD ($) | USD ($) | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | Class A Common Stock | |||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | Minimum | Maximum | USD ($) | ||||||||||
USD ($) | USD ($) | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Number of employee stock purchase plans | 3 | ||||||||||||||||||
Shares authorized | 1,500,000 | 2,000,000 | 1,000,000 | ||||||||||||||||
Maximum annual earnings withheld to purchase shares | $21,000 | $21,250 | |||||||||||||||||
Purchase price of stock, percent of market price (percent) | 85.00% | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date | 15.00% | 15.00% | |||||||||||||||||
Stock options expiration period | 10 years | 1 year | |||||||||||||||||
Purchase price of stock, percent of market price (percent) | 85.00% | 85.00% | 85.00% | ||||||||||||||||
Shares issued | 154,519 | 146,891 | 264,998 | 495,968 | 15,008 | 11,900 | 10,794 | 0 | |||||||||||
Purchase price of shares during period (usd per share) | $4.33 | $3.29 | $2.05 | $6.22 | |||||||||||||||
Projected exercises in period | 96,000 | ||||||||||||||||||
Stock option expense | 474,000 | 640,000 | 0 | 259,000 | 198,000 | 270,000 | 126,000 | 110,000 | 138,000 | ||||||||||
Maximum monthly earnings withheld to purchase shares | 250 | ||||||||||||||||||
Estimated shares eligible for purchase | 531,000 | ||||||||||||||||||
Share-based compensation arrangement by share-based payment award, maximum number of shares per employee | 5,000 | ||||||||||||||||||
Granted, Shares | 0 | 749,000 | 0 | ||||||||||||||||
Options exercises in period, intrinsic value | 1,622,000 | 49,000 | |||||||||||||||||
Options, vested in period, fair value | $846,000 | $0 | $0 |
Fair_Value_MeasurementsRecurri
Fair Value Measurements-Recurring Fair Value Measurements (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Debt instrument, interest rate terms | 90 days | |||
Measured on a recurring basis | Cash and cash equivalents | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Money market funds | $11 | [1] | $47 | [1] |
Measured on a recurring basis | Cash and cash equivalents | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Money market funds | 11 | [1] | 47 | [1] |
Measured on a recurring basis | Other noncurrent assets | Currency swap | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative instruments not designated as hedging instruments, assets, at fair value | 3,140 | [2] | 1,104 | [2] |
Measured on a recurring basis | Other noncurrent assets | Level 2 | Currency swap | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative instruments not designated as hedging instruments, assets, at fair value | 3,140 | [2] | 1,104 | [2] |
Measured on a recurring basis | Other noncurrent liabilities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent earnout liability | 1,153 | [3] | ||
Legal Settlement Administration | Measured on a nonrecurring basis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value of earnout liability | 0 | 2,000 | ||
Intangible asset impairment | $1,271 | |||
[1] | The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included on the Company’s Consolidated Balance Sheets in "Cash and cash equivalents." | |||
[2] | The fair value of the Company's cross currency basis swap was derived from a discounted cash flow analysis based on the terms of the swap and the forward curves for foreign currency rates and interest rates adjusted for the counterparty's credit risk. The fair value of this cross currency basis swap is included in "Other noncurrent assets" on the Company’s Consolidated Balance Sheets, based upon the term of the cross currency basis swap. | |||
[3] | The fair value of the contingent earnout liability for the Buckley Scott acquisition was estimated using an internally-prepared probability-weighted discounted cash flow analysis. The fair value analysis relied upon both Level 2 data (publicly observable data such as market interest rates and capital structures of peer companies) and Level 3 data (internal data such as the Company's operating projections). As such, these are Level 3 fair value measurements. The valuation is sensitive to Level 3 data, with the maximum possible earnout of $1,153,000. As such, the fair value is not expected to vary materially from the balance recorded. The fair value of the contingent earnout liability is included in "Other noncurrent liabilities" on the Company’s Consolidated Balance Sheets, based upon the term of the contingent earnout agreement. |
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value, Assets and Liabilities -Defined Benefit Pension Plans(Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | $725,770 | $681,620 | $643,725 |
Change in fair value of plan assets [Roll Forward] | |||
Beginning of measurement period | 643,725 | ||
End of measurement period | 725,770 | 681,620 | 643,725 |
U.S. pension plans | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 421,385 | 408,244 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 421,385 | 408,244 | |
U.S. pension plans | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 19,472 | 24,707 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 19,472 | 24,707 | |
U.S. pension plans | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 401,913 | 383,537 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 401,913 | 383,537 | |
U.S. pension plans | Cash and Cash Equivalents | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 228 | 3,833 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 228 | 3,833 | |
U.S. pension plans | Cash and Cash Equivalents | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 228 | 3,833 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 228 | 3,833 | |
U.S. pension plans | Short-term Investment Funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 6,168 | 5,072 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 6,168 | 5,072 | |
U.S. pension plans | Short-term Investment Funds | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 6,168 | 5,072 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 6,168 | 5,072 | |
U.S. pension plans | U.S. | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 104,073 | 83,649 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 104,073 | 83,649 | |
U.S. pension plans | U.S. | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 104,073 | 83,649 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 104,073 | 83,649 | |
U.S. pension plans | International | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 36,604 | 38,090 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 36,604 | 38,090 | |
U.S. pension plans | International | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 36,604 | 38,090 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 36,604 | 38,090 | |
U.S. pension plans | U.S. fixed income funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 256,196 | 262,966 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 256,196 | 262,966 | |
U.S. pension plans | U.S. fixed income funds | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 19,244 | 20,874 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 19,244 | 20,874 | |
U.S. pension plans | U.S. fixed income funds | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 236,952 | 242,092 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 236,952 | 242,092 | |
U.S. pension plans | International fixed income funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 17,378 | 13,191 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 17,378 | 13,191 | |
U.S. pension plans | International fixed income funds | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 0 | 0 | |
U.S. pension plans | International fixed income funds | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 17,378 | 13,191 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 17,378 | 13,191 | |
U.S. pension plans | Other | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 738 | 1,443 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 738 | 1,443 | |
U.S. pension plans | Other | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 738 | 1,443 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 738 | 1,443 | |
U.K. pension plans | U.K. | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 268,425 | 246,678 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 268,425 | 246,678 | |
U.K. pension plans | U.K. | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 1,968 | 13,229 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 1,968 | 13,229 | |
U.K. pension plans | U.K. | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 251,717 | 220,130 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 251,717 | 220,130 | |
U.K. pension plans | U.K. | Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 14,740 | 13,319 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 14,740 | 13,319 | |
U.K. pension plans | U.K. | Cash and Cash Equivalents | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 1,968 | 4,322 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 1,968 | 4,322 | |
U.K. pension plans | U.K. | Cash and Cash Equivalents | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 1,968 | 4,322 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 1,968 | 4,322 | |
U.K. pension plans | U.K. | U.S. | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 29,051 | 29,457 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 29,051 | 29,457 | |
U.K. pension plans | U.K. | U.S. | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 29,051 | 29,457 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 29,051 | 29,457 | |
U.K. pension plans | U.K. | International | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 35,506 | 34,579 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 35,506 | 34,579 | |
U.K. pension plans | U.K. | International | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 35,506 | 34,579 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 35,506 | 34,579 | |
U.K. pension plans | U.K. | Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 103,754 | 60,644 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 103,754 | 60,644 | |
U.K. pension plans | U.K. | Money market funds | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 103,754 | 60,644 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 103,754 | 60,644 | |
U.K. pension plans | U.K. | Government securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 42,672 | 58,958 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 42,672 | 58,958 | |
U.K. pension plans | U.K. | Government securities | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 8,778 | ||
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 8,778 | ||
U.K. pension plans | U.K. | Government securities | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 42,672 | 50,180 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 42,672 | 50,180 | |
U.K. pension plans | U.K. | Corporate bonds and debt securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 11,669 | 15,958 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 11,669 | 15,958 | |
U.K. pension plans | U.K. | Corporate bonds and debt securities | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 11,669 | 15,958 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 11,669 | 15,958 | |
U.K. pension plans | U.K. | Mortgage-backed securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 782 | 789 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 782 | 789 | |
U.K. pension plans | U.K. | Mortgage-backed securities | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 782 | 789 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 782 | 789 | |
U.K. pension plans | U.K. | Alternative strategy funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 28,283 | 28,652 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 28,283 | 28,652 | |
U.K. pension plans | U.K. | Alternative strategy funds | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 129 | ||
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 129 | ||
U.K. pension plans | U.K. | Alternative strategy funds | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 28,283 | 28,523 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 28,283 | 28,523 | |
U.K. pension plans | U.K. | Real estate funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 14,740 | 13,319 | |
Change in fair value of plan assets [Roll Forward] | |||
End of measurement period | 14,740 | 13,319 | |
U.K. pension plans | U.K. | Real estate funds | Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of plan assets | 14,740 | 13,319 | |
Change in fair value of plan assets [Roll Forward] | |||
Beginning of measurement period | 13,319 | 13,238 | |
Related to assets still held at the reporting date | 1,412 | 55 | |
Purchases, sales and settlements-net | 9 | 26 | |
End of measurement period | $14,740 | $13,319 |
Segment_and_Geographic_Informa2
Segment and Geographic Information (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
segments | ||||||
Segment Reporting [Abstract] | ||||||
Number of operating segments (segments) | 4 | |||||
Number of operating segments with amortization expense of capitalized internally developed software transferred from corporate and shared costs | 2 | |||||
Segment Reporting Information [Line Items] | ||||||
Revenues before reimbursements | $1,142,851 | $1,163,445 | $1,176,717 | |||
Depreciation and amortization | 24,283 | [1] | 21,807 | [1] | 20,488 | [1] |
Assets | 789,319 | 790,058 | ||||
Revenue from special projects | 1,216,963 | 1,253,430 | 1,266,138 | |||
Operating segments | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating earnings of all reportable segments | 81,701 | 105,687 | 120,664 | |||
Assets | 591,775 | 614,694 | 640,452 | |||
Americas | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues before reimbursements | 359,319 | 342,240 | 334,431 | |||
Operating earnings of all reportable segments | 23,663 | 18,532 | 11,878 | |||
Depreciation and amortization | 4,747 | [1] | 4,007 | [1] | 4,309 | [1] |
Assets | 124,992 | 131,765 | 137,609 | |||
EMEA/AP | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues before reimbursements | 344,350 | 350,164 | 366,718 | |||
Operating earnings of all reportable segments | 19,720 | 32,158 | 48,481 | |||
Depreciation and amortization | 5,193 | [1] | 5,167 | [1] | 5,105 | [1] |
Assets | 240,760 | 261,127 | 284,981 | |||
Broadspire | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues before reimbursements | 268,890 | 252,242 | 238,960 | |||
Operating earnings of all reportable segments | 15,469 | 8,245 | 21 | |||
Depreciation and amortization | 8,448 | [1] | 7,381 | [1] | 6,811 | [1] |
Assets | 103,894 | 109,933 | 110,984 | |||
Legal Settlement Administration | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues before reimbursements | 170,292 | 218,799 | 236,608 | |||
Operating earnings of all reportable segments | 22,849 | 46,752 | 60,284 | |||
Depreciation and amortization | 5,895 | [1] | 5,252 | [1] | 4,263 | [1] |
Assets | 122,129 | 111,869 | 106,878 | |||
Number of service lines | 1 | |||||
Number of related special projects | 2 | |||||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Assets | 197,544 | 175,364 | ||||
Special projects | Legal Settlement Administration | ||||||
Segment Reporting Information [Line Items] | ||||||
Percent of revenues | 10.00% | |||||
Revenue from special projects | $165,600 | |||||
[1] | Excludes amortization expense of finite-lived customer relationships and trade name intangible assets. |
Segment_and_Geographic_Informa3
Segment and Geographic Information-Revenues by Service Line (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | $1,142,851 | $1,163,445 | $1,176,717 |
Americas | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 359,319 | 342,240 | 334,431 |
Broadspire | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 268,890 | 252,242 | 238,960 |
Broadspire | Workers' Compensation and Liability Claims Management | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 112,334 | 107,624 | 100,051 |
Broadspire | Medical Management | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 140,903 | 128,802 | 122,833 |
Broadspire | Risk Management Information Services | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 15,653 | 15,816 | 16,076 |
U.S. Property and Casualty | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 215,386 | 203,916 | 201,028 |
U.S. Property and Casualty | Americas | U.S. Property and Casualty | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 215,386 | 203,916 | 201,028 |
U.S. Property and Casualty | Americas | U.S. Claims Field Operations | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 95,859 | 103,594 | 105,932 |
U.S. Property and Casualty | Americas | U.S. Technical Services | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 24,822 | 28,209 | 29,122 |
U.S. Property and Casualty | Americas | U.S. Catastrophe Services | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 44,188 | 36,067 | 38,504 |
U.S. Property and Casualty | Americas | Subtotal U.S. Claims Services | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 164,869 | 167,870 | 173,558 |
U.S. Property and Casualty | Americas | U.S. Contractor Connection | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 50,517 | 36,046 | 27,470 |
Canada—all service lines | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 129,246 | 122,748 | 120,767 |
Canada—all service lines | Americas | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 129,246 | ||
Canada—all service lines | Americas | Canada—all service lines | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 122,748 | 120,767 | |
Latin America/Caribbean—all service lines | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 14,687 | 15,576 | 12,636 |
Latin America/Caribbean—all service lines | Americas | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 14,687 | ||
Latin America/Caribbean—all service lines | Americas | Latin America/Caribbean—all service lines | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 15,576 | 12,636 | |
Americas | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | 359,319 | 342,240 | 334,431 |
Americas | Americas | |||
Revenue from External Customer [Line Items] | |||
Revenues before reimbursements | $359,319 | $342,240 | $334,431 |
Segment_and_Geographic_Informa4
Segment and Geographic Information-Capital Expenditures (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||
Expenditures for additions to long-lived assets | $29,197 | $31,013 | $33,176 |
Americas | |||
Segment Reporting Information [Line Items] | |||
Expenditures for additions to long-lived assets | 7,109 | 6,210 | 4,944 |
EMEA/AP | |||
Segment Reporting Information [Line Items] | |||
Expenditures for additions to long-lived assets | 5,186 | 4,663 | 5,225 |
Broadspire | |||
Segment Reporting Information [Line Items] | |||
Expenditures for additions to long-lived assets | 7,705 | 6,452 | 7,187 |
Legal Settlement Administration | |||
Segment Reporting Information [Line Items] | |||
Expenditures for additions to long-lived assets | 2,476 | 5,257 | 9,167 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Expenditures for additions to long-lived assets | $6,721 | $8,431 | $6,653 |
Segment_and_Geographic_Informa5
Segment and Geographic Information-Revenues (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting [Abstract] | |||
Segments’ revenues before reimbursements | $1,142,851 | $1,163,445 | $1,176,717 |
Reimbursements | 74,112 | 89,985 | 89,421 |
Total Revenues | $1,216,963 | $1,253,430 | $1,266,138 |
Segment_and_Geographic_Informa6
Segment and Geographic Information- Income Before Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting, Reconciling Item for Operating Earnings from Segment to Consolidated [Line Items] | |||
Net corporate interest expense | ($6,031) | ($6,423) | ($8,607) |
Amortization of customer-relationship intangible assets | -7,084 | -7,127 | -7,141 |
Special charges and credits | 0 | 0 | -11,332 |
Income before income taxes | 59,888 | 81,102 | 83,440 |
Operating segments | |||
Segment Reporting, Reconciling Item for Operating Earnings from Segment to Consolidated [Line Items] | |||
Operating earnings of all reportable segments | 81,701 | 105,687 | 120,664 |
Corporate | |||
Segment Reporting, Reconciling Item for Operating Earnings from Segment to Consolidated [Line Items] | |||
Unallocated corporate and shared costs and credits | -8,582 | -10,829 | -10,504 |
Net corporate interest expense | -6,031 | -6,423 | -8,607 |
Stock option expense | -859 | -948 | -408 |
Special charges and credits | 0 | 0 | -11,332 |
Corporate | Customer relationships and trade names | |||
Segment Reporting, Reconciling Item for Operating Earnings from Segment to Consolidated [Line Items] | |||
Amortization of customer-relationship intangible assets | ($6,341) | ($6,385) | ($6,373) |
Segment_and_Geographic_Informa7
Segment and Geographic Information-Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
TOTAL ASSETS | $789,319 | $790,058 | ||
Corporate assets: | ||||
Cash and cash equivalents | 52,456 | 75,953 | 71,157 | 77,613 |
Unallocated allowances on receivables | -10,960 | -10,234 | ||
Property and equipment | 40,859 | 45,683 | ||
Capitalized software costs, net | 75,536 | 72,761 | ||
Prepaid expenses and other current assets | 29,089 | 22,437 | ||
Other noncurrent assets | 30,634 | 25,678 | ||
Operating segments | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
TOTAL ASSETS | 591,775 | 614,694 | 640,452 | |
Corporate | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
TOTAL ASSETS | 197,544 | 175,364 | ||
Corporate assets: | ||||
Cash and cash equivalents | 7,333 | 8,015 | ||
Unallocated allowances on receivables | -3,536 | -4,450 | ||
Property and equipment | 7,636 | 9,481 | ||
Capitalized software costs, net | 69,906 | 65,848 | ||
Assets of deferred compensation plan | 15,519 | 15,140 | ||
Capitalized loan costs | 3,707 | 4,394 | ||
Deferred income tax assets | 66,927 | 61,375 | ||
Prepaid expenses and other current assets | 17,070 | 9,559 | ||
Other noncurrent assets | $12,982 | $6,002 |
Segment_and_Geographic_Informa8
Segment and Geographic Information-Revenues and Long-lived Assets (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | $1,142,851 | $1,163,445 | $1,176,717 |
Total Americas Segment | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 359,319 | 342,240 | 334,431 |
Long-lived assets | 6,626 | 7,316 | 8,117 |
U.S. | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 215,386 | 203,916 | 201,028 |
Long-lived assets | 3,626 | 2,832 | 2,522 |
Canada | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 129,246 | 122,748 | 120,767 |
Long-lived assets | 2,274 | 3,571 | 4,566 |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 14,687 | 15,576 | 12,636 |
Long-lived assets | 726 | 913 | 1,029 |
EMEA/AP | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 344,350 | 350,164 | 366,718 |
Long-lived assets | 18,720 | 16,818 | 17,354 |
U.K. | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 128,561 | 119,747 | 133,436 |
Long-lived assets | 12,116 | 9,691 | 9,715 |
CEMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 111,749 | 112,374 | 97,396 |
Long-lived assets | 1,995 | 2,251 | 2,286 |
Asia/Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues before reimbursements | 104,040 | 118,043 | 135,886 |
Long-lived assets | $4,609 | $4,876 | $5,353 |
Client_Funds_Details
Client Funds (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Custodial | ||
Funds Held for Clients [Line Items] | ||
Funds held for clients | $364,144 | $337,424 |
Noncustodial | ||
Funds Held for Clients [Line Items] | ||
Funds held for clients | $451,033 | $504,074 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | |||
Letters of credit outstanding amount | $17,511 | $17,837 | |
Period of contingent earnout provision | 2 years | ||
Measured on a recurring basis | Other noncurrent liabilities | |||
Loss Contingencies [Line Items] | |||
Contingent earnout liability | 1,153 | [1] | |
Level 3 | Measured on a recurring basis | Other noncurrent liabilities | |||
Loss Contingencies [Line Items] | |||
Contingent earnout liability | $1,153 | [1] | |
[1] | The fair value of the contingent earnout liability for the Buckley Scott acquisition was estimated using an internally-prepared probability-weighted discounted cash flow analysis. The fair value analysis relied upon both Level 2 data (publicly observable data such as market interest rates and capital structures of peer companies) and Level 3 data (internal data such as the Company's operating projections). As such, these are Level 3 fair value measurements. The valuation is sensitive to Level 3 data, with the maximum possible earnout of $1,153,000. As such, the fair value is not expected to vary materially from the balance recorded. The fair value of the contingent earnout liability is included in "Other noncurrent liabilities" on the Company’s Consolidated Balance Sheets, based upon the term of the contingent earnout agreement. |
Special_Charges_and_Credits_De
Special Charges and Credits (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Unusual or Infrequent Item [Line Items] | |||
Special charges and credits | $0 | $0 | $11,332 |
Gain on former corporate headquarters property | 836 | 0 | 0 |
Gain from the sale of a customer contract in Latin America | 418 | 2,286 | |
Plantation, Florida | Office space | |||
Unusual or Infrequent Item [Line Items] | |||
Loss on subleases | 4,285 | ||
Project to outsource certain aspects of U.S. technology infrastructure | |||
Unusual or Infrequent Item [Line Items] | |||
Severance costs | 1,163 | ||
Retention bonuses | 642 | ||
Outsource costs | 849 | ||
Other restructuring costs | 140 | ||
Restructuring activities in North American operations | |||
Unusual or Infrequent Item [Line Items] | |||
Severance costs | 3,404 | ||
Other restructuring costs | $849 |
Special_Charges_and_CreditsRol
Special Charges and Credits-Rollforward (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Unusual or Infrequent Item [Roll Forward] | ||
Balance at December 31, | $4,049 | $7,213 |
Adjustments to accruals | -1,263 | 347 |
Cash payments | -916 | -3,511 |
Balance at December 31, | 1,870 | 4,049 |
Deferred rent | ||
Unusual or Infrequent Item [Roll Forward] | ||
Balance at December 31, | 2,664 | 2,148 |
Adjustments to accruals | -1,233 | 516 |
Cash payments | 0 | 0 |
Balance at December 31, | 1,431 | 2,664 |
Accrued compensation and related costs | ||
Unusual or Infrequent Item [Roll Forward] | ||
Balance at December 31, | 498 | 2,303 |
Adjustments to accruals | 0 | 0 |
Cash payments | -367 | -1,805 |
Balance at December 31, | 131 | 498 |
Other accrued liabilities | ||
Unusual or Infrequent Item [Roll Forward] | ||
Balance at December 31, | 303 | 1,509 |
Adjustments to accruals | 278 | 35 |
Cash payments | -273 | -1,241 |
Balance at December 31, | 308 | 303 |
Other noncurrent liabilities | ||
Unusual or Infrequent Item [Roll Forward] | ||
Balance at December 31, | 584 | 1,253 |
Adjustments to accruals | -308 | -204 |
Cash payments | -276 | -465 |
Balance at December 31, | $0 | $584 |
Subsequent_EventsDetails
Subsequent Events-(Details) (USD $) | 0 Months Ended | |||
In Thousands, unless otherwise specified | Feb. 01, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Preliminary Allocation of Purchase Price: | ||||
Goodwill | $131,885 | $132,777 | $131,995 | |
Subsequent events | GAB Robins | ||||
Business acquisition, percentage of voting interests acquired | 100.00% | |||
Payments to acquire businesses, gross | 71,812 | |||
Business combination, recognized identifiable assets acquired and liabilities assumed, net | 25,858 | |||
Finite-lived intangible assets acquired | 35,082 | |||
Deferred income tax liabilities, noncurrent | 7,016 | |||
Business combination, indemnification assets, amount as of acquisition date | 6,329 | |||
Business combination, indemnification period | 2 years | |||
Purchase Price | ||||
Purchase Price | 71,812 | |||
Preliminary Allocation of Purchase Price: | ||||
Cash and cash equivalents | 5,735 | |||
Other tangible assets | 34,706 | |||
Goodwill | 17,888 | |||
Intangible assets | 35,082 | |||
Deferred income taxes | 7,078 | |||
Liabilities | -28,677 | |||
Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Before Noncontrolling Interests | 71,812 | |||
Noncontrolling interests | 2,483 | |||
Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net of Noncontrolling Interests | 69,329 | |||
Subsequent events | GAB Robins | UK Borrower | ||||
Other long-term debt, noncurrent | $78,355 |