Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 31, 2018 | |
Document Information | ||
Entity Registrant Name | CRAWFORD & CO | |
Entity Central Index Key | 25,475 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Class A Non-Voting | ||
Document Information | ||
Entity Common Stock, Shares Outstanding | 30,741,134 | |
Class B Voting | ||
Document Information | ||
Entity Common Stock, Shares Outstanding | 24,448,104 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations Unaudited - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues: | ||||
Revenues | $ 293,209 | $ 283,972 | $ 583,596 | $ 563,502 |
Costs and Expenses: | ||||
Cost of services | 211,688 | 201,196 | 426,590 | 406,196 |
Selling, general, and administrative expenses | 64,000 | 57,327 | 125,660 | 117,319 |
Corporate interest expense, net of interest income of $749, $224, $1,172 and $407, respectively | 2,440 | 2,114 | 5,004 | 4,150 |
Restructuring and special charges | 0 | 6,782 | 0 | 7,387 |
Loss on disposition of business line | 17,795 | 0 | 17,795 | 0 |
Total Costs and Expenses | 295,923 | 267,419 | 575,049 | 535,052 |
Other Income, net | 747 | 532 | 1,882 | 1,093 |
(Loss) Income Before Income Taxes | (1,967) | 17,085 | 10,429 | 29,543 |
Provision for Income Taxes | 461 | 6,812 | 4,427 | 11,647 |
Net (Loss) Income | (2,428) | 10,273 | 6,002 | 17,896 |
Net Loss (Income) Attributable to Noncontrolling Interests and Redeemable Noncontrolling Interests | 3 | (72) | 142 | (31) |
Net (Loss) Income Attributable to Shareholders of Crawford & Company | $ (2,425) | $ 10,201 | $ 6,144 | $ 17,865 |
Class A Non-Voting | ||||
(Loss) Earnings Per Share - Basic: | ||||
(Loss) Earnings per share - basic (usd per share) | $ (0.04) | $ 0.19 | $ 0.13 | $ 0.34 |
(Loss) Earnings Per Share - Diluted: | ||||
(Loss) Earnings per share - diluted (usd per share) | $ (0.04) | $ 0.19 | $ 0.13 | $ 0.33 |
Weighted-Average Shares Used to Compute Basic Earnings Per Share: | ||||
Weighted-average common shares outstanding, basic | 30,580 | 31,394 | 30,888 | 31,401 |
Weighted-Average Shares Used to Compute Diluted Earnings Per Share: | ||||
Weighted-average common shares outstanding, diluted | 30,580 | 32,119 | 31,470 | 32,181 |
Cash Dividends Per Share: | ||||
Cash dividends per share (usd per share) | $ 0.07 | $ 0.07 | $ 0.14 | $ 0.14 |
Class B Voting | ||||
(Loss) Earnings Per Share - Basic: | ||||
(Loss) Earnings per share - basic (usd per share) | (0.06) | 0.17 | 0.09 | 0.30 |
(Loss) Earnings Per Share - Diluted: | ||||
(Loss) Earnings per share - diluted (usd per share) | $ (0.06) | $ 0.17 | $ 0.09 | $ 0.29 |
Weighted-Average Shares Used to Compute Basic Earnings Per Share: | ||||
Weighted-average common shares outstanding, basic | 24,448 | 24,678 | 24,460 | 24,684 |
Weighted-Average Shares Used to Compute Diluted Earnings Per Share: | ||||
Weighted-average common shares outstanding, diluted | 24,448 | 24,678 | 24,460 | 24,684 |
Cash Dividends Per Share: | ||||
Cash dividends per share (usd per share) | $ 0.05 | $ 0.05 | $ 0.1 | $ 0.1 |
Service | ||||
Revenues: | ||||
Revenues | $ 279,044 | $ 269,247 | $ 552,148 | $ 536,514 |
Costs and Expenses: | ||||
Cost of services | 197,523 | 186,471 | 395,142 | 379,208 |
Reimbursements | ||||
Revenues: | ||||
Revenues | 14,165 | 14,725 | 31,448 | 26,988 |
Costs and Expenses: | ||||
Cost of services | $ 14,165 | $ 14,725 | $ 31,448 | $ 26,988 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Operations Unaudited (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Interest income | $ 749 | $ 224 | $ 1,172 | $ 407 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive (Loss) Income Unaudited - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (Loss) Income | $ (2,428) | $ 10,273 | $ 6,002 | $ 17,896 |
Other Comprehensive (Loss) Income: | ||||
Net foreign currency translation (loss) income, net of tax of $0, $0, $0 and $0, respectively | (6,143) | 653 | 1,397 | 1,531 |
Amortization of actuarial losses for retirement plans included in net periodic pension cost, net of tax of $689, $990, $1,627, and $1,979, respectively | 2,073 | 1,750 | 3,702 | 3,533 |
Other Comprehensive (Loss) Income | (4,070) | 2,403 | 5,099 | 5,064 |
Comprehensive (Loss) Income | (6,498) | 12,676 | 11,101 | 22,960 |
Comprehensive loss (income) attributable to noncontrolling interests and redeemable noncontrolling interests | 36 | (202) | (54) | 653 |
Comprehensive (Loss) Income Attributable to Shareholders of Crawford & Company | $ (6,462) | $ 12,474 | $ 11,047 | $ 23,613 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive (Loss) Income Unaudited (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
OCI, Tax on foreign currency translation gains (losses) | $ 0 | $ 0 | $ 0 | $ 0 |
OCI, Tax on amortization of actuarial losses on retirement plans included in net periodic pension cost | $ 689 | $ 990 | $ 1,627 | $ 1,979 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets Unaudited - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | [1] |
Current Assets: | |||
Cash and cash equivalents | $ 46,323 | $ 54,011 | |
Accounts receivable, less allowance for doubtful accounts of $9,445 and $12,588, respectively | 143,330 | 174,172 | |
Unbilled revenues, at estimated billable amounts | 121,969 | 108,745 | |
Income taxes receivable | 3,086 | 7,987 | |
Prepaid expenses and other current assets | 29,786 | 25,452 | |
Total Current Assets | 344,494 | 370,367 | |
Net Property and Equipment | 36,182 | 41,664 | |
Other Assets: | |||
Goodwill | 97,503 | 96,916 | |
Intangible assets arising from business acquisitions, net | 92,767 | 97,147 | |
Capitalized software costs, net | 75,629 | 89,824 | |
Deferred income tax assets | 28,235 | 24,359 | |
Other noncurrent assets | 77,958 | 67,659 | |
Total Other Assets | 372,092 | 375,905 | |
TOTAL ASSETS | 752,768 | 787,936 | |
Current Liabilities: | |||
Short-term borrowings | 29,808 | 24,641 | |
Accounts payable | 40,942 | 49,303 | |
Accrued compensation and related costs | 56,834 | 75,892 | |
Self-insured risks | 15,837 | 13,407 | |
Income taxes payable | 3,780 | 2,703 | |
Deferred rent | 14,315 | 15,717 | |
Other accrued liabilities | 39,391 | 36,563 | |
Deferred revenues | 34,916 | 37,794 | |
Current installments of long-term debt and capital leases | 201 | 571 | |
Total Current Liabilities | 236,024 | 256,591 | |
Noncurrent Liabilities: | |||
Long-term debt and capital leases, less current installments | 195,120 | 200,460 | |
Deferred revenues | 22,804 | 22,515 | |
Accrued pension liabilities | 76,543 | 87,035 | |
Other noncurrent liabilities | 28,928 | 27,596 | |
Total Noncurrent Liabilities | 323,395 | 337,606 | |
Redeemable Noncontrolling Interests | 6,140 | 6,775 | |
Shareholders' Investment: | |||
Additional paid-in capital | 56,677 | 53,170 | |
Retained earnings | 261,894 | 269,686 | |
Accumulated other comprehensive loss | (191,574) | (196,477) | |
Shareholders' Investment Attributable to Shareholders of Crawford & Company | 182,043 | 182,320 | |
Noncontrolling interests | 5,166 | 4,644 | |
Total Shareholders' Investment | 187,209 | 186,964 | |
TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT | 752,768 | 787,936 | |
Class A Non-Voting | |||
Shareholders' Investment: | |||
Common stock outstanding, value | 30,598 | 31,439 | |
Class B Voting | |||
Shareholders' Investment: | |||
Common stock outstanding, value | $ 24,448 | $ 24,502 | |
[1] | Derived from the audited Consolidated Balance Sheet |
Condensed Consolidated Balance7
Condensed Consolidated Balance Sheets Unaudited (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | [1] |
Current Assets: | |||
Allowance for doubtful accounts | $ 9,445 | $ 12,588 | |
Class A Non-Voting | |||
Shareholders' Investment: | |||
Par or stated value per share (usd per share) | $ 1 | $ 1 | |
Shares authorized (shares) | 50,000,000 | 50,000,000 | |
Shares issued (shares) | 30,598,000 | 31,439,000 | |
Shares outstanding (shares) | 30,598,000 | 31,439,000 | |
Class B Voting | |||
Shareholders' Investment: | |||
Par or stated value per share (usd per share) | $ 1 | $ 1 | |
Shares authorized (shares) | 50,000,000 | 50,000,000 | |
Shares issued (shares) | 24,448,000 | 24,502,000 | |
Shares outstanding (shares) | 24,448,000 | 24,502,000 | |
[1] | Derived from the audited Consolidated Balance Sheet. |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows Unaudited - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | ||
Cash Flows From Operating Activities: | |||
Net income | $ 6,002 | $ 17,896 | |
Reconciliation of net income to net cash used in operating activities: | |||
Depreciation and amortization | 22,640 | 20,358 | |
Deferred income taxes | (525) | 0 | |
Stock-based compensation | 3,355 | 3,405 | |
Loss on disposition of business line | 17,795 | 0 | |
Accounts receivable, net | (539) | (12,192) | |
Unbilled revenues, net | (28,346) | (10,899) | |
Accrued or prepaid income taxes | 775 | 4,078 | |
Accounts payable and accrued liabilities | (19,985) | (24,626) | |
Deferred revenues | (390) | (658) | |
Accrued retirement costs | (12,932) | (10,409) | |
Prepaid expenses and other operating activities | (6,549) | (3,312) | |
Net cash used in operating activities | (18,699) | (16,359) | |
Cash Flows From Investing Activities: | |||
Acquisitions of property and equipment | (9,538) | (3,767) | |
Cash proceeds from disposal of business line | 41,165 | 0 | |
Capitalization of computer software costs | (8,270) | (12,155) | |
Payments for business acquisitions, net of cash acquired | 0 | (36,029) | |
Other investing activities | 0 | 59 | |
Net cash provided by (used) in investing activities | 23,357 | (51,892) | |
Cash Flows From Financing Activities: | |||
Cash dividends paid | (6,784) | (6,869) | |
Payments related to shares received for withholding taxes under stock-based compensation plans | (43) | (435) | |
Proceeds from shares purchased under employee stock-based compensation plans | 366 | 297 | |
Repurchases of common stock | (5,570) | (3,434) | |
Increases in short-term and revolving credit facility borrowings | 63,547 | 61,318 | |
Payments on short-term and revolving credit facility borrowings | (63,978) | (4,897) | |
Payments on capital lease obligations | (320) | (693) | |
Dividends paid to noncontrolling interests | (167) | 0 | |
Net cash (used in) provided by financing activities | (12,949) | 45,287 | |
Effects of exchange rate changes on cash and cash equivalents | 603 | 1,357 | |
Decrease in cash and cash equivalents | (7,688) | (21,607) | |
Cash and cash equivalents at beginning of year | 54,011 | [1] | 81,569 |
Cash and cash equivalents at end of period | $ 46,323 | $ 59,962 | |
[1] | Derived from the audited Consolidated Balance Sheet |
Condensed Consolidated Stateme9
Condensed Consolidated Statements of Shareholders' Investment Unaudited - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | $ 194,830 | $ 186,964 | [1] | $ 167,194 | $ 159,264 | $ 186,964 | [1] | $ 159,264 | ||
Net (loss) income | (2,120) | [2] | 8,757 | [3] | 10,476 | [3] | 7,801 | |||
Other comprehensive income (loss) | (4,070) | 9,169 | 2,403 | 2,661 | 5,099 | 5,064 | ||||
Cash dividends paid | (3,363) | (3,421) | (3,428) | (3,441) | ||||||
Dividends paid to noncontrolling interests | (167) | |||||||||
Stock-based compensation | 1,790 | 1,565 | 2,109 | 1,296 | ||||||
Repurchases of common stock | (8,860) | (3,434) | ||||||||
Common stock activity, net | 309 | 14 | 260 | (398) | ||||||
Acquisition of noncontrolling interests | 424 | (681) | ||||||||
Cumulative-effect adjustment of ASU 2016-09 | 642 | 692 | ||||||||
Ending balance | 187,209 | 194,830 | 176,004 | 167,194 | 187,209 | 176,004 | ||||
Additional Paid-In Capital | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | 54,647 | 53,170 | 48,809 | 48,108 | 53,170 | 48,108 | ||||
Stock-based compensation | 1,790 | 1,565 | 2,109 | 1,296 | ||||||
Common stock activity, net | 240 | (88) | 172 | (629) | ||||||
Acquisition of noncontrolling interests | 424 | 34 | ||||||||
Ending balance | 56,677 | 54,647 | 51,514 | 48,809 | 56,677 | 51,514 | ||||
Retained Earnings | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | 267,682 | 269,686 | 266,477 | 261,562 | 269,686 | 261,562 | ||||
Net (loss) income | (2,425) | [2] | 8,569 | [3] | 10,201 | [3] | 7,664 | |||
Cash dividends paid | (3,363) | (3,421) | (3,428) | (3,441) | ||||||
Repurchases of common stock | (7,794) | (3,029) | ||||||||
Cumulative-effect adjustment of ASU 2016-09 | 642 | 692 | ||||||||
Ending balance | 261,894 | 267,682 | 270,221 | 266,477 | 261,894 | 270,221 | ||||
Accumulated Other Comprehensive Loss | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | (187,537) | (196,477) | (208,298) | (211,773) | (196,477) | (211,773) | ||||
Other comprehensive income (loss) | (4,037) | 8,940 | 2,273 | 3,475 | 4,903 | 5,748 | ||||
Ending balance | (191,574) | (187,537) | (206,025) | (208,298) | (191,574) | (206,025) | ||||
Shareholders' Investment Attributable to Shareholders of Crawford & Company | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | 189,769 | 182,320 | 163,205 | 153,883 | 182,320 | 153,883 | ||||
Net (loss) income | (2,425) | [2] | 8,569 | [3] | 10,201 | [3] | 7,664 | |||
Other comprehensive income (loss) | (4,037) | 8,940 | 2,273 | 3,475 | ||||||
Cash dividends paid | (3,363) | (3,421) | (3,428) | (3,441) | ||||||
Stock-based compensation | 1,790 | 1,565 | 2,109 | 1,296 | ||||||
Repurchases of common stock | (8,860) | (3,434) | ||||||||
Common stock activity, net | 309 | 14 | 260 | (398) | ||||||
Acquisition of noncontrolling interests | 424 | 34 | ||||||||
Cumulative-effect adjustment of ASU 2016-09 | 642 | 692 | ||||||||
Ending balance | 182,043 | 189,769 | 171,610 | 163,205 | 182,043 | 171,610 | ||||
Noncontrolling Interests | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | 5,061 | 4,644 | 3,989 | 5,381 | 4,644 | 5,381 | ||||
Net (loss) income | 305 | [2] | 188 | [3] | 275 | [3] | 137 | |||
Other comprehensive income (loss) | (33) | 229 | 130 | (814) | ||||||
Dividends paid to noncontrolling interests | (167) | |||||||||
Acquisition of noncontrolling interests | 0 | (715) | ||||||||
Ending balance | 5,166 | 5,061 | 4,394 | 3,989 | 5,166 | 4,394 | ||||
Class A Non-Voting | Common Stock | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | 30,529 | 31,439 | 31,527 | 31,296 | 31,439 | 31,296 | ||||
Repurchases of common stock | (1,012) | (357) | ||||||||
Common stock activity, net | 69 | 102 | 88 | 231 | ||||||
Ending balance | 30,598 | 30,529 | 31,258 | 31,527 | 30,598 | 31,258 | ||||
Class B Voting | Common Stock | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Beginning balance | 24,448 | 24,502 | 24,690 | 24,690 | 24,502 | 24,690 | ||||
Repurchases of common stock | (54) | (48) | ||||||||
Ending balance | $ 24,448 | $ 24,448 | $ 24,642 | $ 24,690 | $ 24,448 | $ 24,642 | ||||
[1] | Derived from the audited Consolidated Balance Sheet | |||||||||
[2] | (1) The total net income (loss) presented in the condensed consolidated statements of shareholders' investment for the three months ended March 31, and June 30, 2018 excludes $327 and $308 respectively, in net loss attributable to the redeemable noncontrolling interests. | |||||||||
[3] | (1) The total net income presented in the condensed consolidated statements of shareholders' investment for the three months ended March 31, and June 30, 2017 excludes $178 and $203, respectively, in net loss attributable to the redeemable noncontrolling interests. |
Condensed Consolidated Statem10
Condensed Consolidated Statements of Shareholders' Investment Unaudited Condensed Consolidated Statements of Shareholders' Investment Unaudited (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | ||||
Net income (loss) attributable to redeemable noncontrolling interest | $ 308 | $ 327 | $ 0 | $ 0 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated by the United States Securities and Exchange Commission (the "SEC"). Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Operating results for the three months and six months ended, and the Company's financial position as of June 30, 2018 are not necessarily indicative of the results or financial position that may be expected for the year ending December 31, 2018 or for other future periods. The 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 (fiscal year-end of October 31) as permitted by GAAP in order to provide sufficient time for accumulation of their results. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments (consisting only of normal recurring accruals and adjustments) considered necessary for a fair presentation have been included. There have been no material changes to our significant accounting policies and estimates from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 other than as disclosed herein. Certain prior period amounts among the segments have been reclassified to conform to the current presentation. These reclassifications had no effect on the Company's reported consolidated results. Significant intercompany transactions have been eliminated in consolidation. The Condensed Consolidated Balance Sheet information presented herein as of December 31, 2017 has been derived from the audited consolidated financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 . The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and also considered a variable interest entity ("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 June 30, 2018 and December 31, 2017 , the liabilities of the deferred compensation plan were $9,240,000 and $9,337,000 , 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 $16,401,000 and $16,538,000 , respectively. These liabilities and assets are included in "Other noncurrent liabilities" and "Other noncurrent assets," respectively, on the Company's unaudited Condensed Consolidated Balance Sheets. The Company owns 51% of the capital stock of Lloyd Warwick International Limited ("LWI"). The Company has also agreed to provide financial support to LWI of up to approximately $10,000,000 . Because of this controlling financial interest, and because Crawford has the obligation to absorb certain of LWI's losses through the additional financial support that LWI may require, LWI is considered a VIE of the Company. LWI also does not meet the business scope exception, as Crawford provides more than half of its financial support, and because LWI lacks sufficient equity at risk to permit it to carry on its activities without this additional financial support. Creditors of LWI have no recourse to Crawford's general credit. Accordingly, Crawford is considered the primary beneficiary and consolidates LWI. Total assets and liabilities of LWI as of June 30, 2018 were $11,420,000 and $10,989,000 , respectively. Total assets and liabilities of LWI as of December 31, 2017 were $10,083,000 and $10,685,000 , respectively. Included in LWI's total liabilities is a loan from Crawford of $8,374,000 and $8,580,000 as of June 30, 2018 and December 31, 2017 , respectively. Noncontrolling interests represent the minority shareholders' share of the net income or loss and shareholders' investment in consolidated subsidiaries. Noncontrolling interests are presented as a component of shareholders' investment in the unaudited Condensed Consolidated Balance Sheets and reflect the initial fair value of these investments by noncontrolling shareholders, along with their proportionate share of the income or loss of the subsidiaries, less any dividends or distributions. Noncontrolling interests that are redeemable at the option of the holder are presented outside of shareholders' investment as "Redeemable Noncontrolling Interests" and are recorded at either their initial fair value plus any profits or losses or estimated redemption value if an adjustment is required. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Adoption of New Accounting Standards Derivatives and Hedging-Targeted Improvements to Accounting for Hedging Activities In August 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-12, "Targeted Improvements to Accounting for Hedging Activities." The ASU was issued to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. Additionally, the amendments in this update simplify the application of the hedge accounting guidance. The Company elected to early adopt this ASU for the period ended March 31, 2018, with no impact on its results of operations, financial condition and cash flows. The Company is not currently a party to any derivative contracts. Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting In May 2017, the FASB issued ASU 2017-9, "Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting." The ASU was issued to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. The Company adopted this ASU for the period ended March 31, 2018, with no material impact on its results of operations, financial condition and cash flows. Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In March 2017, the FASB issued ASU 2017-7, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The ASU requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed. The amendments in this update also allow only the service cost component to be eligible for capitalization when applicable. The Company adopted this guidance retrospectively for the period ended March 31, 2018 with a resulting reclassification with the service cost component of net periodic pension cost and net periodic postretirement benefit cost continuing to be reflected within the cost of services provided, before reimbursements and selling, general, and administrative expenses line items of the Consolidated Statements of Operations based on where the compensation costs of the pertinent employees are presented and the other components being reclassified within Other Income, net. This entry resulted in a reclassification of $144,000 and $327,000 of the other components for the three months and six months ended June 30, 2017, to "Other Income, net". Intra-Entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The update was issued to improve the accounting for income tax consequences of intra-entity transfers of assets other than inventory. The initiative is designed to reduce the complexity in accounting standards. Under the amendment an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. The Company adopted this ASU for the period ended March 31, 2018, with no impact to its results of operations, financial condition and cash flows. Classification of Certain Cash Receipts and Cash Payments in the Statement of Cash Flows In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments." The update addresses diversity in cash flow reporting issues. The guidance specifically addresses issues concerning debt repayment costs, settlement of zero coupon debt instruments, contingent consideration payments made after a business combination, proceeds from insurance claims and corporate owned life insurance beneficial interests in securitization transactions, and distributions from equity method investees. The guidance also clarifies how the predominant principle should be applied when cash receipts and cash payments have more than one class of cash flows. The Company adopted this guidance for the period ended March 31, 2018, with no material impact to the statement of cash flows. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" together with its subsequent related amendments in 2015 and 2016, collectively referred to as ASC 606. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The new standard is effective for annual periods beginning after December 15, 2017, including interim periods within those reporting periods. ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 (“transition date”) using the modified retrospective transition method, and applied the new guidance to contracts not substantially completed at the transition date. As a result of adopting ASC 606, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings. The cumulative effect of the changes made to the Company's Unaudited Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows: Transition Adjustments Adjusted Balances (in thousands) December 31, 2017* Crawford Claims Solutions Crawford Specialty Solutions January 1, 2018 Assets: Unbilled revenues, at estimated billable amounts $ 108,745 $ 1,150 $ — $ 109,895 Deferred income tax assets 24,359 (285 ) 77 24,151 Liabilities: Deferred revenues (current) 37,794 — 300 38,094 Shareholders' Investment: Retained earnings 269,686 865 (223 ) 270,328 * Derived from the audited Consolidated Balance Sheets The Crawford Claims Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for short term claims loss adjusting service contracts that were in process as of the transition date. The performance obligation for these contracts is satisfied over a short period of time, on average within 30 days. Under ASC 606, revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims. The Crawford Specialty Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for a small number of fixed fee contracts within our Garden City Group business. There was no transition adjustment for Crawford TPA Solutions: Broadspire. See Note 3, "Revenue Recognition" for further details on the Company's revenue recognition implementation and policies. Pending Adoption of Recently Issued Accounting Standards Earning Per Share-Distinguishing Liabilities from Equity-Derivatives and Hedging In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception." The ASU Part I changes the classification analysis of certain equity-linked financial instruments with down round features and the related disclosures. Part II of the amendments recharacterizes the indefinite deferral of certain provisions of Topic 480 and do not have an accounting effect. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect this ASU will have on its results of operations, financial condition and cash flows, however, it does not expect any impact. Financial Accounting for Leases In February 2016, the FASB issued ASU 2016-02, "Financial Accounting for Leases." Under this update, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, this ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. In July 2018, the FASB issued ASU 2018-11, "Targeted Improvements," which allows a transition option for entities to not apply the new lease standard in comparative periods presented in the financial statements in the year of adoption. The update also provides a practical expedient to allow lessors the option to combine lease and non-lease components. These updates are effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of these standards. The Company is still evaluating the impact ASU 2018-11 would have on the Company's financial statements. The Company is updating its inventory of real estate, equipment, and automobile leases for attributes required by these standards. Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments." This update replaces the incurred loss methodology to record credit losses with a methodology that reflects the expected credit losses for financial assets not accounted for at fair value with gains and losses recognized through income. The amendment is effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the effect this amendment may have on its results of operations, financial condition and cash flows. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company adopted ASC 606 using the modified retrospective method for those contracts which were not substantially completed as of the transition date. The reported results for the three months and six months ended June 30, 2018, reflect the application of the guidance of ASC 606 while the reported results for the three months and six months ended June 30, 2017, were prepared under the guidance of ASC 605. There was no significant impact to any of the line items within the Company's Condensed Consolidated Statements of Operations or Condensed Consolidated Balance Sheets as a result of applying ASC 606 for the three months and six months ended June 30, 2018. Revenue from Contracts with Customers Revenues are recognized when control of the promised services are transferred to the Company's customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Revenues are recognized net of any sales, use or value added taxes collected from customers, which are subsequently remitted to governmental authorities. As the Company completes its performance obligations which are identified below, it has an unconditional right to consideration as outlined in the Company's contracts. Generally the Company's accounts receivable are expected to be collected in less than two months, in accordance with the underlying payment terms. The Company's Crawford Claims Solutions segment generates revenue for claims management services provided to insurance companies and self-insured entities related to property, casualty and catastrophe losses caused by physical damage to commercial and residential real property and certain types of personal property. The Company charges on a fee-per-claim basis for each optional purchase of the claims management services exercised by its customer. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer. The Company also generates revenue by providing on-demand inspection, verification and other task specific field services for businesses and consumers. Task assignment services are single optional purchase performance obligations which are generally satisfied at a point in time when the control of the service is transferred to the customer. Therefore revenue is recognized when the customer receives the service requested. The following table presents Crawford Claims Solutions revenues before reimbursements disaggregated by geography for the three months and six months ended June 30, 2018. The Company considers all Crawford Claims Solutions revenues to be derived from one service line. Three Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Total Crawford Claims Solutions Revenues before Reimbursements $ 37,419 $ 16,454 $ 14,137 $ 11,577 $ 8,959 $ 4,642 $ 93,188 Six Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Total Crawford Claims Solutions Revenues before Reimbursements $ 75,946 $ 31,594 $ 27,239 $ 22,150 $ 16,653 $ 10,048 $ 183,630 The Company's Crawford TPA Solutions: Broadspire segment is a third party administrator that generates revenue through its Claims Management and Medical Management service lines. The Claims Management service line includes Workers' Compensation, Liability, Property and Disability Claims Management. This service line also performs additional services such as Accident & Health claims programs, including affinity type claims, and disability and leave management services. Each claim referred by the customer is considered an additional optional purchase of claims management services under the agreement with the customer. The transaction price is readily available from the contract and is fixed for each service. Revenue is recognized over time as services are provided as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document, and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims as the Company believes this is the most accurate depiction of the transfer of the claims management services to its customer. This service line also provides Risk Management Information Services. For non-claim services, revenue is recognized over time as services are provided and control of these services are transferred to the customer. Revenue is recognized as time elapses as this is the most accurate depiction of the transfer of the service to the customer. The Company's obligation to manage claims under the Claims Management service line can range from less than one year, on a one - or two -year basis or for the lifetime of the claim. Under certain claims management agreements, the Company receives consideration from a customer at contract inception prior to transferring services to the customer, however, it would begin performing services immediately. The period between a customer’s payment of consideration and the completion of the promised services could be greater than one year. There is no difference between the amount of promised consideration and the cash selling price of the promised services. The fee is billed upfront by the Company in order to provide customers with simplified and predictable ways of purchasing its services and it is customary to invoice service fees when the claim is assigned. The Company considered whether a significant financing component exists and determined that there is not a significant financing component at the contract level. The Medical Management service line offers case managers who provide administration services by proactively managing medical treatment for claimants while facilitating an understanding of and participation in their rehabilitation process. Revenue for Medical Management services is recognized over time as the performance obligations are satisfied through the effort expended to manage the medical treatment for claimants and control of these services are transferred to the customer. Medical Management services are generally billed based on time incurred, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. This method of revenue recognition is the most accurate depiction of the transfer of the Medical Management service to the customer. Medical bill review services provide an analysis of medical charges for clients’ claims to identify opportunities for savings. Medical bill review services revenues are recognized over time as control of the service is transferred to the customer. Revenue is recognized based upon the transfer of the results of the medical bill review service to the customer as this is the most accurate depiction of the transfer of the service to the customer. The following table presents TPA Solutions: Broadspire revenues before reimbursements disaggregated by service line and geography for the three months and six months ended June 30, 2018. Three Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Europe Rest of World Total Claims Management Services $ 38,616 $ 3,274 $ 9,041 $ 8,212 $ 341 $ 59,484 Medical Management Services 43,160 — — — — 43,160 Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements $ 81,776 $ 3,274 $ 9,041 $ 8,212 $ 341 $ 102,644 Six Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Europe Rest of World Total Claims Management Services $ 75,322 $ 6,524 $ 18,499 $ 16,131 $ 731 $ 117,207 Medical Management Services 85,674 — — — — 85,674 Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements $ 160,996 $ 6,524 $ 18,499 $ 16,131 $ 731 $ 202,881 The Company's Crawford Specialty Solutions segment principally generates revenues through its Global Technical Services, Contractor Connection and Garden City Group service lines. The Garden City Group business was disposed of as of June 15, 2018. See Note 12, "Disposal of Business Line" for further discussion about this transaction. The Global Technical Services service line generates revenues for claims management services provided to insurance companies and self-insured entities related to large, complex losses with technical adjusting and industry experts servicing a broad range of industries. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims, applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer. The Contractor Connection service line generates revenue through its independently managed contractor network, with approximately 6,000 credentialed residential and commercial contractors. Contractor Connection generally generates revenue by receiving a fee for each project that is sold by its network of contractors. Revenue is recognized at a point in time once the consumer accepts the contractor’s proposal as Contractor Connection’s performance obligation of referring projects to its contractors has been completed and the Company is entitled to consideration at that time. The contractor takes control of the service upon the consumer’s acceptance of the contractor’s proposal. Prior to its disposition, the Garden City Group service line generated revenues by performing legal settlement administration services on behalf of law firms, corporations, government agencies, and courts. The Garden City Group's services included identifying and qualifying class members, handling written, electronic, and telephonic communications with claimants, and determining and dispensing settlement payments. Garden City Group further provided back-office business process outsourcing services encompassing fulfillment, mail intake, call center and multimedia outreach solutions, payment distribution, and product recall needs. Revenues for professional services, such as project management and oversight, legal counsel, administrative and information technology systems support, are recognized over time as the performance obligations are satisfied through the effort expended to administer projects and control of these services are transferred to the customer. Professional services are generally billed on a time and expense incurred basis, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. Transaction support services, such as mail intake and payment distribution, are considered stand ready performance obligations and are accounted for as a series of distinct services and recognized over time as control of these services are transferred to the customer. The nature of the performance obligations for these services is a promise that consists of standing ready to provide services, or making services available for a customer to use, as and when the customer decides to do so. Revenues for transaction support services are recognized over time as the performance obligations are satisfied through the effort expended to perform the support services and control of these services are transferred to the customer. Transaction support services are generally billed based on per unit rates, are considered variable consideration, and revenue is recognized at the amount in which we have the right to invoice for services performed. These methods of revenue recognition for professional and transaction support services are the most accurate depiction of the transfer of the legal settlement administration services to the customer. The following table presents Crawford Specialty Solutions revenues before reimbursements disaggregated by service line and geography for the three months and six months ended June 30, 2018. Three Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Global Technical Services $ 9,464 $ 11,502 $ 6,328 $ 6,132 $ 5,523 $ 5,623 $ 44,572 Contractor Connection 20,142 2,195 2,045 334 2 — 24,718 Garden City Group 13,380 — 542 — — — 13,922 Total Crawford Specialty Solutions Revenues before Reimbursements $ 42,986 $ 13,697 $ 8,915 $ 6,466 $ 5,525 $ 5,623 $ 83,212 Six Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Global Technical Services $ 19,604 $ 22,517 $ 12,643 $ 11,338 $ 11,079 $ 11,656 $ 88,837 Contractor Connection 38,024 4,272 3,867 760 2 — 46,925 Garden City Group 28,827 — 1,048 — — — 29,875 Total Crawford Specialty Solutions Revenues before Reimbursements $ 86,455 $ 26,789 $ 17,558 $ 12,098 $ 11,081 $ 11,656 $ 165,637 In the normal course of business, the Company's operating segments incur certain out-of-pocket expenses that are thereafter reimbursed by its customers. The Company controls the promised good or service before it is transferred to its customer, therefore it is a principal in the transaction. These out-of-pocket expenses and associated reimbursements are reported on a gross basis within expenses and revenues, respectively, in the Company's Condensed Consolidated Statements of Operations. Arrangements with Multiple Performance Obligations For claims management services, the Company typically has one performance obligation; however, it also provides the customer with an option to acquire additional services. The Company sells multiple lines of claims processing and different levels of processing depending on the complexity of the claims. The Company typically provides a menu of offerings from which the customer chooses to purchase at their option. The price of each service is separate and distinct and provides a separate and distinct value to the customer. Pricing is consistent for each service irrespective of the other services or quantities requested by the customer. For example, if the Company provides claims processing for both auto and general liability, those services are priced and delivered independently. Contract Balances The timing of revenue recognition, billings and cash collections result in billed accounts receivables, contract assets (reported as unbilled revenues at estimated billable amounts) and contract liabilities (reported as deferred revenues) on the Company’s Condensed Consolidated Balance Sheets. Unbilled revenues is a contract asset for revenue that has been recognized in advance of billing the customer, resulting from professional services delivered that we expect and are entitled to receive as consideration under certain contracts. Billing requirements vary by contract but substantially all unbilled revenues are billed within one year. When the Company receives consideration from a customer prior to transferring services to the customer under the terms of certain claims management agreements, it records deferred revenues on the Company’s Condensed Consolidated Balance Sheets, which represents a contract liability. These fixed-fee service agreements typically result from the Crawford TPA Solutions: Broadspire segment and require the Company to handle claims on either a one - or two -year basis, or for the lifetime of the claim. In cases where it handles a claim on a non-lifetime basis, the Company typically receives an additional fee on each anniversary date that the claim remains open. For service agreements where it provides services for the life of the claim, the Company is paid one upfront fee regardless of the duration of the claim. The Company recognizes deferred revenues as revenues as it performs services and transfers control of the services to the customer and satisfies the performance obligation which it determines utilizing a portfolio approach. The Company's deferred revenues for claims handled for one or two years are not as sensitive to changes in claim closing rates since the performance obligations are satisfied within a fixed length of time. Deferred revenues for lifetime claim handling are more sensitive to changes in claim closing rates since the Company is obligated to handle these claims to conclusion with no additional fees received for long-lived claims. For all fixed fee service agreements, revenues are recognized over the expected service periods, by type of claim. Based upon its historical averages, the Company closes approximately 98% of all cases referred to it under lifetime claim service agreements within five years from the date of referral. Also, within that five-year period, the percentage of cases remaining open in any one particular year has remained relatively consistent from period to period. Each quarter the Company evaluates its historical case closing rates by type of claim utilizing a portfolio approach and makes adjustments to deferred revenues as necessary. As a portfolio approach is utilized to recognize deferred revenues, any changes in estimates will impact timing of revenue recognition and any changes in estimates are recognized in the period in which they are determined. The table below presents the deferred revenues balance as of the transition date and the significant activity affecting deferred revenues during the six months ended June 30, 2018: (In Thousands) Customer Contract Liabilities Deferred Revenue Balance at transition date (current and noncurrent) $ 60,609 Q1 2018 Additions: 20,250 Revenue Recognized from the Balance at Beginning of Period (12,440 ) Revenue Recognized from Q1 2018 Additions (7,154 ) Balance as of March 31, 2018 (current and noncurrent) 61,265 Q2 2018 Additions: 20,196 Revenue Recognized from the Balance at Beginning of Period (13,752 ) Revenue Recognized from Q2 2018 Additions (7,238 ) Disposal of business line (2,751 ) Balance as of June 30, 2018 (current and noncurrent) $ 57,720 Remaining Performance Obligations As of June 30, 2018, the Company had $82.3 million of remaining performance obligations related to claims and non-claims services in which the price is fixed. Remaining performance obligations consist of deferred revenues as well as certain unbilled receivables that are considered contract assets. The Company expects to recognize approximately 70% of our remaining performance obligations as revenues within one year and the remaining balance thereafter. See the discussion below regarding the practical expedients elected for the disclosure of remaining performance obligations. Costs to Obtain a Contract The Company has a sales incentive compensation program where remuneration is based on the revenues recognized in the period and does not represent an incremental cost to the Company which provides a future benefit expected to be longer than one year and would meet the criteria to be capitalized and presented as a contract asset on the Company's Condensed Consolidated Balance Sheets. Practical Expedients Elected As a practical expedient, the Company does not adjust the consideration in a contract for the effects of a significant financing component it expects, at contract inception, when the period between a customer’s payment of consideration and the transfer of promised services to the customer will be one year or less. For claims management and legal settlement administration services that are billed on a time and expense incurred or per unit basis and revenue is recognized over time, the Company recognizes revenue at the amount to which it has the right to invoice for services performed. The Company does not disclose the value of remaining performance obligations for (i) contracts for which it recognizes revenue at the amount to which it has the right to invoice for services performed, and (ii) contracts with variable consideration allocated entirely to a single performance obligation. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's consolidated effective income tax rate may change periodically due to changes in enacted tax rates, fluctuations in the mix of income earned from the Company's various domestic and international operations, which are subject to income taxes at different rates, the Company's ability to utilize net operating loss and tax credit carryforwards, and amounts related to uncertain income tax positions. The Company estimates that its effective income tax rate for 2018 will be approximately 32.0% after considering known discrete items. The provision for income taxes on consolidated income before income taxes totaled $0.5 million and $6.8 million for the three months ended June 30, 2018 and 2017 , respectively. The provision for income taxes on consolidated income before income taxes totaled $4.4 million and $11.6 million for the six months ended June 30, 2018 and 2017 , respectively. The overall effective tax rate increased to 42.4% for the six months ended June 30, 2018 compared with 39.4% for the 2017 period due to current year losses or low level of taxable income in certain operations, including losses due to disposal of the Garden City Group business, partially offset by enacted changes in U.S. tax law as a result of the December 2017 enactment of the Tax Cuts and Jobs Act (“the Tax Act”). The Tax Act significantly changes U.S. federal income tax law. The changes include, but are not limited to: a federal corporate rate reduction from 35% to 21%, limitations on the deductibility of interest expense and executive compensation, creation of a new minimum tax on global intangible low taxed income (“GILTI”), and a one-time U.S. tax liability on those earnings which have not previously been repatriated to the U.S. (the “Transition Tax”) as a result of the transition of U.S. international taxation from a worldwide tax system to a modified territorial tax system. The Company has estimated the impact of the Tax Act incorporating assumptions made based upon its current interpretation of the Tax Act and included them in its consolidated financial statements for the year ended December 31, 2017. The SEC Staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The Company has recognized provisional tax impacts related to Transition Tax and revaluation of domestic deferred tax balances, and included those amounts in its consolidated financial statements for the year ended December 31, 2017. The actual impact of the Tax Act may differ from the Company's estimates due to, among other things, further refinement of our calculations, changes in interpretations and assumptions we have made, guidance that may be issued by the Internal Revenue Service related to the December 31, 2017 tax return year and actions we may take as a result of the Tax Act. The provision for income taxes for the six months ended June 30, 2018 did not reflect any material adjustments to the previously disclosed estimated impact of the Tax Act. As of June 30, 2018 the Company expects the accounting to be completed within the one year measurement period, as allowed under SAB 118. |
Defined Benefit Pension Plans
Defined Benefit Pension Plans | 6 Months Ended |
Jun. 30, 2018 | |
Defined Benefit Plan [Abstract] | |
Defined Benefit Pension Plans | Defined Benefit Pension Plans Net periodic (benefit) cost related to all of the Company's defined benefit pension plans recognized in the Company's unaudited Condensed Consolidated Statements of Operations for the three months and six months ended June 30, 2018 and 2017 included the following components: Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Service cost $ 382 $ 325 $ 745 $ 647 Interest cost 5,462 5,609 10,735 11,173 Expected return on assets (8,992 ) (8,523 ) (17,760 ) (17,015 ) Amortization of actuarial loss 2,812 2,770 5,422 5,515 Net periodic (benefit) cost $ (336 ) $ 181 $ (858 ) $ 320 During the period ended March 31, 2018, the Company adopted ASU 2017-7 and retrospectively applied the presentation of the service costs and the other components of net periodic service costs in the statement of operations. For the three months ended June 30, 2018 and 2017 , the non-service components of net periodic pension costs of $718,000 and $144,000 of income, respectively, are included in "Other Income, net" on the Condensed Consolidated Statement of Operations. For the six months ended June 30, 2018 and 2017 , the non-service components of net periodic pension costs of $1,603,000 and $327,000 of income, respectively, are included in "Other Income, net" on the Condensed Consolidated Statement of Operations. For the six month period ended June 30, 2018 , the Company made contributions of $6,000,000 and $2,824,000 to its U.S. and U.K. defined benefit pension plans, respectively, compared with contributions of $6,000,000 and $2,658,000 , respectively, in the comparable 2017 period. The Company is not required to make any additional contributions to its U.S. or U.K. defined benefit pension plans for the remainder of 2018; however, the Company expects to make additional contributions of approximately $3,000,000 and $1,400,000 to its U.S. and U.K. plans, respectively, during the remainder of 2018 . |
Net Income Attributable to Shar
Net Income Attributable to Shareholders of Crawford & Company per Common Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Income Attributable to Shareholders of Crawford & Company per Common Share | Net Income Attributable to Shareholders of Crawford & Company per Common Share The Company computes earnings per share of its non-voting Class A Common Stock ("CRD-A") and voting Class B Common Stock ("CRD-B") using the two-class method, which allocates the undistributed earnings in 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 CRD-A shares than on the CRD-B shares, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. During the first two quarters of 2018 and 2017, the Board of Directors declared a higher dividend on CRD-A than on CRD-B. The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows: Three months ended Six months ended June 30, June 30, June 30, June 30, (in thousands, except per share amounts) CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B (Loss) earnings per share - basic: Numerator: Allocation of undistributed (loss) earnings $ (3,216 ) $ (2,572 ) $ 3,792 $ 2,981 $ (357 ) $ (283 ) $ 6,156 $ 4,840 Dividends paid 2,141 1,222 2,193 1,235 4,338 2,446 4,400 2,469 Net (loss) income attributable to common shareholders, basic $ (1,075 ) $ (1,350 ) $ 5,985 $ 4,216 $ 3,981 $ 2,163 $ 10,556 $ 7,309 Denominator: Weighted-average common shares outstanding, basic 30,580 24,448 31,394 24,678 30,888 24,460 31,401 24,684 (Loss) earnings per share - basic $ (0.04 ) $ (0.06 ) $ 0.19 $ 0.17 $ 0.13 $ 0.09 $ 0.34 $ 0.30 The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows: Three months ended Six months ended June 30, June 30, June 30, June 30, (in thousands, except per share amounts) CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B (Loss) earnings per share - diluted: Numerator: Allocation of undistributed (loss) earnings $ (3,216 ) $ (2,572 ) $ 3,830 $ 2,943 $ (360 ) $ (280 ) $ 6,223 $ 4,773 Dividends paid 2,141 1,222 2,193 1,235 4,338 2,446 4,400 2,469 Net (loss) income attributable to common shareholders, diluted $ (1,075 ) $ (1,350 ) $ 6,023 $ 4,178 $ 3,978 $ 2,166 $ 10,623 $ 7,242 Denominator: Weighted-average common shares outstanding, basic 30,580 24,448 31,394 24,678 30,888 24,460 31,401 24,684 Weighted-average effect of dilutive securities — — 725 — 582 — 780 — Weighted-average common shares outstanding, diluted 30,580 24,448 32,119 24,678 31,470 24,460 32,181 24,684 (Loss) earnings per share - diluted $ (0.04 ) $ (0.06 ) $ 0.19 $ 0.17 $ 0.13 $ 0.09 $ 0.33 $ 0.29 Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRD-A because their inclusion would have been antidilutive: Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Shares underlying stock options excluded 1,246 786 1,143 673 Performance stock grants excluded because performance conditions have not been met (1) 817 402 817 402 (1) Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating diluted earnings per share until the performance measurements have been achieved. The following table details shares issued during the three months and six months ended June 30, 2018 and June 30, 2017 . These shares are included from their dates of issuance in the weighted-average common shares used to compute basic and diluted earnings per share for CRD-A in the table above. There were no shares of CRD-B issued during any of these periods. Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, CRD-A issued under Non-Employee Director Stock Plan 3 10 102 90 CRD-A issued under the U.K. ShareSave Scheme 51 57 54 59 CRD-A issued under the Executive Stock Bonus Plan 10 20 10 169 CRD-A issued upon stock option plan exercises 4 — 4 — Effective July 29, 2017, the Company's Board of Directors authorized the repurchase of up to 2,000,000 shares of CRD-A or CRD-B (or both) through July 2020 (the "2017 Repurchase Authorization"). Under the 2017 Repurchase Authorization, repurchases may be made for cash, in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions. At June 30, 2018 , the Company had remaining authorization to repurchase 600,825 shares under the 2017 Repurchase Authorization. During the three months ended June 30, 2018 the Company did not repurchase shares of CRD-A or CRD-B. During the six months ended June 30, 2018 , the Company repurchased 1,011,958 shares of CRD-A and 53,888 shares of CRD-B at an average cost of $8.28 and $8.96 , respectively. During the three months and six months ended June 30, 2017, the Company repurchased 356,320 shares of CRD-A and 48,488 shares of CRD-B at an average cost of $8.42 and $8.96 , respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Comprehensive (loss) income 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 unaudited condensed consolidated financial statements were as follows: Three months ended June 30, 2018 Six months ended June 30, 2018 (in thousands) Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Beginning balance $ (19,009 ) $ (168,528 ) $ (187,537 ) $ (26,320 ) $ (170,157 ) $ (196,477 ) Other comprehensive (loss) income before reclassifications (6,110 ) — (6,110 ) 1,201 — 1,201 Amounts reclassified from accumulated other comprehensive income — 2,073 2,073 — 3,702 3,702 Net current period other comprehensive (loss) income (6,110 ) 2,073 (4,037 ) 1,201 3,702 4,903 Ending balance $ (25,119 ) $ (166,455 ) $ (191,574 ) $ (25,119 ) $ (166,455 ) $ (191,574 ) Three months ended June 30, 2017 Six months ended June 30, 2017 (in thousands) Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Beginning balance $ (31,757 ) $ (176,541 ) $ (208,298 ) $ (33,449 ) $ (178,324 ) $ (211,773 ) Other comprehensive income before reclassifications 523 — 523 2,215 — 2,215 Amounts reclassified from accumulated other comprehensive income — 1,750 1,750 — 3,533 3,533 Net current period other comprehensive income 523 1,750 2,273 2,215 3,533 5,748 Ending balance $ (31,234 ) $ (174,791 ) $ (206,025 ) $ (31,234 ) $ (174,791 ) $ (206,025 ) (1) Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Other Income, net" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 5, "Defined Benefit Pension Plans" for additional details. The other comprehensive loss amounts attributable to noncontrolling interests shown in the Company's unaudited Condensed Consolidated Statements of Shareholders' Investment are foreign currency translation adjustments. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table presents the Company's assets that are measured at fair value on a recurring basis and that are categorized using the fair value hierarchy: Fair Value Measurements at June 30, 2018 Significant Other Significant Quoted Prices in Observable Unobservable Active Markets Inputs Inputs (in thousands) Total (Level 1) (Level 2) (Level 3) Assets: Money market funds (1) $ 10,243 $ 10,243 $ — $ — (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 in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents." Fair Value Disclosures There were no transfers of assets between fair value levels during the three months and six months ended June 30, 2018 . 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 carrying value approximates fair value. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Financial information for the three months and six months ended June 30, 2018 and 2017 related to the Company's reportable segments, including a reconciliation from segment operating earnings to income before income taxes, the most directly comparable GAAP financial measure, is presented below. Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Revenues: Crawford Claims Solutions $ 93,188 $ 81,140 $ 183,630 $ 164,288 Crawford TPA Solutions: Broadspire 102,644 97,037 202,881 193,363 Crawford Specialty Solutions 83,212 91,070 165,637 178,863 Total segment revenues before reimbursements 279,044 269,247 552,148 536,514 Reimbursements 14,165 14,725 31,448 26,988 Total revenues $ 293,209 $ 283,972 $ 583,596 $ 563,502 Segment Operating Earnings Crawford Claims Solutions $ 3,752 $ 3,327 $ 4,467 $ 5,761 Crawford TPA Solutions: Broadspire 8,135 9,710 15,959 17,678 Crawford Specialty Solutions 10,387 14,085 20,838 22,437 Total segment operating earnings 22,274 27,122 41,264 45,876 Deduct: Unallocated corporate and shared (costs) and credits, net (703 ) 2,037 (1,518 ) 1,576 Net corporate interest expense (2,440 ) (2,114 ) (5,004 ) (4,150 ) Stock option expense (512 ) (457 ) (962 ) (874 ) Amortization of customer-relationship intangible assets (2,791 ) (2,721 ) (5,556 ) (5,498 ) Restructuring and special charges — (6,782 ) — (7,387 ) Loss on disposition of business line (17,795 ) — (17,795 ) — (Loss) Income before income taxes $ (1,967 ) $ 17,085 $ 10,429 $ 29,543 Intersegment transactions are not material for any period presented. Operating earnings is the primary financial performance measure used by the Company's senior management and chief operating decision maker ("CODM") to evaluate the financial performance of the Company's three operating segments and make resource allocation and certain compensation decisions. The Company believes this measure is useful to others 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, net corporate interest expense, stock option expense, amortization of customer-relationship intangible assets, restructuring and special charges, disposition of business line, income taxes, and net income or loss attributable to noncontrolling interests and redeemable 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 three operating segments, prior period amounts presented in the current period financial statements are adjusted to conform to the current allocation process. The Company has a global service line reporting structure consisting of Crawford Claims Solutions, Crawford TPA Solutions: Broadspire and Crawford Specialty Solutions, which is comprised of Garden City Group, Global Technical Services and Contractor Connection service lines based on geography and responsibility. The Company disposed of the Garden City Group business on June 15, 2018. Revenues before reimbursements by major service line in the Crawford TPA Solutions: Broadspire segment and the Crawford Specialty Solutions segment are shown in the following table. The Company considers all Crawford Claims Solutions revenues to be derived from one service line. Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Crawford TPA Solutions: Broadspire Claims Management $ 59,484 $ 56,245 $ 117,207 $ 112,004 Medical Management Services 43,160 40,792 85,674 81,359 Total Revenues before Reimbursements--Crawford TPA Solutions: Broadspire $ 102,644 $ 97,037 $ 202,881 $ 193,363 Crawford Specialty Solutions Global Technical Services $ 44,572 $ 42,122 $ 88,837 $ 82,826 Contractor Connection 24,718 29,269 46,925 56,410 Garden City Group 13,922 19,679 29,875 39,627 Total Revenues before Reimbursements--Crawford Specialty Solutions $ 83,212 $ 91,070 $ 165,637 $ 178,863 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
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 June 30, 2018 , the aggregate committed amount of letters of credit outstanding under the credit facility was $11,729,000 . 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 labor, employment, worker health and safety, antitrust and competition, environmental and consumer protection, import/export, anti-corruption, and other laws, and from time to time the Company faces claims and investigations by employees, former employees, and governmental entities under such laws. Such claims, investigations, and any litigation involving the Company 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 any items that are probable and reasonably estimable. |
Restructuring and Special Charg
Restructuring and Special Charges | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Special Charges | Restructuring and Special Charges Special Charges There were no special charges for the three months and six months ended June 30, 2017 and 2018. Restructuring Charges There were no restructuring charges for the three and six months ended June 30, 2018. Restructuring charges for the three and six months ended June 30, 2017 were $6,782,000 and $7,387,000 , respectively. The following table shows the restructuring charges incurred by type of activity: Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Implementation and phase-in of the Centers $ — 66 $ — $ 223 Restructuring and integration costs — 6,716 — 6,716 Asset impairments and lease termination costs — — — 448 Total restructuring charges $ — $ 6,782 $ — $ 7,387 Costs associated with the Centers were primarily for professional fees and severance costs. Costs associated with the restructuring and integration activities were primarily for administrative areas and were predominantly for severance costs. Asset impairments and lease termination costs were incurred for obsolete software and the exiting of certain leased facilities. As of June 30, 2018 , the following liabilities remained on the Company's unaudited Condensed Consolidated Balance Sheets related to restructuring charges. The rollforward of these liabilities to June 30, 2018 were as follows: Three months ended June 30, 2018 (in thousands) Deferred rent Accrued compensation and related costs Other accrued liabilities Total Beginning balance, March 31, 2018 $ 2,524 $ 1,335 $ 1,410 $ 5,269 Additions — — — — — Adjustments to accruals (796 ) — (617 ) (1,413 ) Cash payments — (385 ) (104 ) (489 ) Ending balance, June 30, 2018 $ 1,728 $ 950 $ 689 $ 3,367 Six months ended June 30, 2018 (in thousands) Deferred rent Accrued compensation and related costs Other accrued liabilities Total Beginning balance, December 31, 2017 $ 2,846 $ 4,782 $ 1,785 $ 9,413 Additions — — — — — Adjustments to accruals (1,118 ) — (617 ) (1,735 ) Cash payments (3,832 ) (479 ) (4,311 ) Ending balance, June 30, 2018 $ 1,728 $ 950 $ 689 $ 3,367 |
Disposition of Business Disposi
Disposition of Business Disposition of Business | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition of Business | Disposition of Business Line On June 15, 2018, the Company completed the sale of its Garden City Group business (the “GCG Business”) to EPIQ Class Action & Claims Solutions, Inc. ("EPIQ") for cash proceeds of $42,021,655 , subject to post-closing working capital adjustments. Adjusted proceeds totaled $44,614,000 including the preliminary working capital adjustment of $2,592,000 which is presented on our unaudited Condensed Consolidated Balance Sheets as part of "Prepaid expenses and other current assets" as of June 30, 2018. At the time of the disposal, the GCG Business included total assets of $70,650,000 and total liabilities of $10,147,000 . The total asset balance being primarily comprised of accounts receivable, unbilled revenues and capitalized software costs. After including transaction and other costs related to the sale, the Company recognized a pretax loss on the disposal of $17,795,000 during the three months ended June 30, 2018. The loss on disposal is presented in the unaudited Condensed Consolidated Statements of Operations as a separate charge "Loss on disposition of business line". In addition, $185,000 of the purchase price amount will be held in escrow for a period of time following the closing as a source of recovery for indemnification claims by EPIQ. The disposal of this business does not represent a strategic shift in the Company's operations. The table below presents a computation of the loss on the disposal: (in thousands) Negotiated sales price $ 42,022 Preliminary working capital adjustment 2,592 Adjusted consideration received $ 44,614 Recognized amounts of identifiable assets and liabilities disposed of: (60,503 ) Transaction costs of the sale (991 ) Other costs arising from the sale (915 ) Pretax loss on disposition of business line $ (17,795 ) Beginning on January 1, 2018 through the time of the sale, the GCG Business was a component of the Crawford Specialty Services segment. Included in the unaudited Condensed Consolidated Statements of Operations for the three months ended June 30, 2018 and 2017, respectively, are pretax losses for the GCG Business of $1,407,000 and $1,772,000 . Included in the unaudited Condensed Consolidated Statements of Operations for the six months ended June 30, 2018 and 2017 are pretax losses of $3,932,000 and $2,608,000 , respectively. The Company has issued a bonded performance guarantee on behalf of Garden City Group for which it has indemnification from EPIQ and intends to transfer following the transaction. The Company and EPIQ entered into transaction services agreements at the closing pursuant to which the Company will provide certain information technology and back-office transition services to EPIQ through December 31, 2018. Any activity related these transaction services will be recognized in the Company's continuing operations. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of accounting | The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated by the United States Securities and Exchange Commission (the "SEC"). Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Operating results for the three months and six months ended, and the Company's financial position as of June 30, 2018 are not necessarily indicative of the results or financial position that may be expected for the year ending December 31, 2018 or for other future periods. The 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 (fiscal year-end of October 31) as permitted by GAAP in order to provide sufficient time for accumulation of their results. |
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, and 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. In the opinion of management, all adjustments (consisting only of normal recurring accruals and adjustments) considered necessary for a fair presentation have been included. There have been no material changes to our significant accounting policies and estimates from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 other than as disclosed herein. |
Reclassification | Certain prior period amounts among the segments have been reclassified to conform to the current presentation. These reclassifications had no effect on the Company's reported consolidated results. Significant intercompany transactions have been eliminated in consolidation. |
Consolidation, variable interest entity, policy | The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and also considered a variable interest entity ("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 |
Consolidation, noncontrolling interests and redeemable noncontrolling interests, policy | Noncontrolling interests represent the minority shareholders' share of the net income or loss and shareholders' investment in consolidated subsidiaries. Noncontrolling interests are presented as a component of shareholders' investment in the unaudited Condensed Consolidated Balance Sheets and reflect the initial fair value of these investments by noncontrolling shareholders, along with their proportionate share of the income or loss of the subsidiaries, less any dividends or distributions. Noncontrolling interests that are redeemable at the option of the holder are presented outside of shareholders' investment as "Redeemable Noncontrolling Interests" and are recorded at either their initial fair value plus any profits or losses or estimated redemption value if an adjustment is required. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Adoption of New Accounting Standards Derivatives and Hedging-Targeted Improvements to Accounting for Hedging Activities In August 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-12, "Targeted Improvements to Accounting for Hedging Activities." The ASU was issued to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. Additionally, the amendments in this update simplify the application of the hedge accounting guidance. The Company elected to early adopt this ASU for the period ended March 31, 2018, with no impact on its results of operations, financial condition and cash flows. The Company is not currently a party to any derivative contracts. Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting In May 2017, the FASB issued ASU 2017-9, "Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting." The ASU was issued to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. The Company adopted this ASU for the period ended March 31, 2018, with no material impact on its results of operations, financial condition and cash flows. Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In March 2017, the FASB issued ASU 2017-7, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The ASU requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed. The amendments in this update also allow only the service cost component to be eligible for capitalization when applicable. The Company adopted this guidance retrospectively for the period ended March 31, 2018 with a resulting reclassification with the service cost component of net periodic pension cost and net periodic postretirement benefit cost continuing to be reflected within the cost of services provided, before reimbursements and selling, general, and administrative expenses line items of the Consolidated Statements of Operations based on where the compensation costs of the pertinent employees are presented and the other components being reclassified within Other Income, net. This entry resulted in a reclassification of $144,000 and $327,000 of the other components for the three months and six months ended June 30, 2017, to "Other Income, net". Intra-Entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The update was issued to improve the accounting for income tax consequences of intra-entity transfers of assets other than inventory. The initiative is designed to reduce the complexity in accounting standards. Under the amendment an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. The Company adopted this ASU for the period ended March 31, 2018, with no impact to its results of operations, financial condition and cash flows. Classification of Certain Cash Receipts and Cash Payments in the Statement of Cash Flows In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments." The update addresses diversity in cash flow reporting issues. The guidance specifically addresses issues concerning debt repayment costs, settlement of zero coupon debt instruments, contingent consideration payments made after a business combination, proceeds from insurance claims and corporate owned life insurance beneficial interests in securitization transactions, and distributions from equity method investees. The guidance also clarifies how the predominant principle should be applied when cash receipts and cash payments have more than one class of cash flows. The Company adopted this guidance for the period ended March 31, 2018, with no material impact to the statement of cash flows. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" together with its subsequent related amendments in 2015 and 2016, collectively referred to as ASC 606. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The new standard is effective for annual periods beginning after December 15, 2017, including interim periods within those reporting periods. ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 (“transition date”) using the modified retrospective transition method, and applied the new guidance to contracts not substantially completed at the transition date. As a result of adopting ASC 606, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings. The cumulative effect of the changes made to the Company's Unaudited Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows: Transition Adjustments Adjusted Balances (in thousands) December 31, 2017* Crawford Claims Solutions Crawford Specialty Solutions January 1, 2018 Assets: Unbilled revenues, at estimated billable amounts $ 108,745 $ 1,150 $ — $ 109,895 Deferred income tax assets 24,359 (285 ) 77 24,151 Liabilities: Deferred revenues (current) 37,794 — 300 38,094 Shareholders' Investment: Retained earnings 269,686 865 (223 ) 270,328 * Derived from the audited Consolidated Balance Sheets The Crawford Claims Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for short term claims loss adjusting service contracts that were in process as of the transition date. The performance obligation for these contracts is satisfied over a short period of time, on average within 30 days. Under ASC 606, revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims. The Crawford Specialty Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for a small number of fixed fee contracts within our Garden City Group business. There was no transition adjustment for Crawford TPA Solutions: Broadspire. See Note 3, "Revenue Recognition" for further details on the Company's revenue recognition implementation and policies. Pending Adoption of Recently Issued Accounting Standards Earning Per Share-Distinguishing Liabilities from Equity-Derivatives and Hedging In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception." The ASU Part I changes the classification analysis of certain equity-linked financial instruments with down round features and the related disclosures. Part II of the amendments recharacterizes the indefinite deferral of certain provisions of Topic 480 and do not have an accounting effect. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect this ASU will have on its results of operations, financial condition and cash flows, however, it does not expect any impact. Financial Accounting for Leases In February 2016, the FASB issued ASU 2016-02, "Financial Accounting for Leases." Under this update, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, this ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. In July 2018, the FASB issued ASU 2018-11, "Targeted Improvements," which allows a transition option for entities to not apply the new lease standard in comparative periods presented in the financial statements in the year of adoption. The update also provides a practical expedient to allow lessors the option to combine lease and non-lease components. These updates are effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of these standards. The Company is still evaluating the impact ASU 2018-11 would have on the Company's financial statements. The Company is updating its inventory of real estate, equipment, and automobile leases for attributes required by these standards. Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments." This update replaces the incurred loss methodology to record credit losses with a methodology that reflects the expected credit losses for financial assets not accounted for at fair value with gains and losses recognized through income. The amendment is effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the effect this amendment may have on its results of operations, financial condition and cash flows. |
Earnings per share | The Company computes earnings per share of its non-voting Class A Common Stock ("CRD-A") and voting Class B Common Stock ("CRD-B") using the two-class method, which allocates the undistributed earnings in 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 CRD-A shares than on the CRD-B shares, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. During the first two quarters of 2018 and 2017, the Board of Directors declared a higher dividend on CRD-A than on CRD-B. |
Recently Issued Accounting St24
Recently Issued Accounting Standards - (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The cumulative effect of the changes made to the Company's Unaudited Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows: Transition Adjustments Adjusted Balances (in thousands) December 31, 2017* Crawford Claims Solutions Crawford Specialty Solutions January 1, 2018 Assets: Unbilled revenues, at estimated billable amounts $ 108,745 $ 1,150 $ — $ 109,895 Deferred income tax assets 24,359 (285 ) 77 24,151 Liabilities: Deferred revenues (current) 37,794 — 300 38,094 Shareholders' Investment: Retained earnings 269,686 865 (223 ) 270,328 * Derived from the audited Consolidated Balance Sheets |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents Crawford Claims Solutions revenues before reimbursements disaggregated by geography for the three months and six months ended June 30, 2018. The Company considers all Crawford Claims Solutions revenues to be derived from one service line. Three Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Total Crawford Claims Solutions Revenues before Reimbursements $ 37,419 $ 16,454 $ 14,137 $ 11,577 $ 8,959 $ 4,642 $ 93,188 Six Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Total Crawford Claims Solutions Revenues before Reimbursements $ 75,946 $ 31,594 $ 27,239 $ 22,150 $ 16,653 $ 10,048 $ 183,630 The following table presents Crawford Specialty Solutions revenues before reimbursements disaggregated by service line and geography for the three months and six months ended June 30, 2018. Three Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Global Technical Services $ 9,464 $ 11,502 $ 6,328 $ 6,132 $ 5,523 $ 5,623 $ 44,572 Contractor Connection 20,142 2,195 2,045 334 2 — 24,718 Garden City Group 13,380 — 542 — — — 13,922 Total Crawford Specialty Solutions Revenues before Reimbursements $ 42,986 $ 13,697 $ 8,915 $ 6,466 $ 5,525 $ 5,623 $ 83,212 Six Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Australia Europe Rest of World Total Global Technical Services $ 19,604 $ 22,517 $ 12,643 $ 11,338 $ 11,079 $ 11,656 $ 88,837 Contractor Connection 38,024 4,272 3,867 760 2 — 46,925 Garden City Group 28,827 — 1,048 — — — 29,875 Total Crawford Specialty Solutions Revenues before Reimbursements $ 86,455 $ 26,789 $ 17,558 $ 12,098 $ 11,081 $ 11,656 $ 165,637 The following table presents TPA Solutions: Broadspire revenues before reimbursements disaggregated by service line and geography for the three months and six months ended June 30, 2018. Three Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Europe Rest of World Total Claims Management Services $ 38,616 $ 3,274 $ 9,041 $ 8,212 $ 341 $ 59,484 Medical Management Services 43,160 — — — — 43,160 Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements $ 81,776 $ 3,274 $ 9,041 $ 8,212 $ 341 $ 102,644 Six Months Ended June 30, 2018 (in thousands) U.S. U.K. Canada Europe Rest of World Total Claims Management Services $ 75,322 $ 6,524 $ 18,499 $ 16,131 $ 731 $ 117,207 Medical Management Services 85,674 — — — — 85,674 Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements $ 160,996 $ 6,524 $ 18,499 $ 16,131 $ 731 $ 202,881 |
Customer Contract Liabilities | The table below presents the deferred revenues balance as of the transition date and the significant activity affecting deferred revenues during the six months ended June 30, 2018: (In Thousands) Customer Contract Liabilities Deferred Revenue Balance at transition date (current and noncurrent) $ 60,609 Q1 2018 Additions: 20,250 Revenue Recognized from the Balance at Beginning of Period (12,440 ) Revenue Recognized from Q1 2018 Additions (7,154 ) Balance as of March 31, 2018 (current and noncurrent) 61,265 Q2 2018 Additions: 20,196 Revenue Recognized from the Balance at Beginning of Period (13,752 ) Revenue Recognized from Q2 2018 Additions (7,238 ) Disposal of business line (2,751 ) Balance as of June 30, 2018 (current and noncurrent) $ 57,720 |
Defined Benefit Pension Plans (
Defined Benefit Pension Plans (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Defined Benefit Plan [Abstract] | |
Schedule of defined benefit plans disclosures | Net periodic (benefit) cost related to all of the Company's defined benefit pension plans recognized in the Company's unaudited Condensed Consolidated Statements of Operations for the three months and six months ended June 30, 2018 and 2017 included the following components: Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Service cost $ 382 $ 325 $ 745 $ 647 Interest cost 5,462 5,609 10,735 11,173 Expected return on assets (8,992 ) (8,523 ) (17,760 ) (17,015 ) Amortization of actuarial loss 2,812 2,770 5,422 5,515 Net periodic (benefit) cost $ (336 ) $ 181 $ (858 ) $ 320 |
Net Income Attributable to Sh27
Net Income Attributable to Shareholders of Crawford & Company per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
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: Three months ended Six months ended June 30, June 30, June 30, June 30, (in thousands, except per share amounts) CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B (Loss) earnings per share - basic: Numerator: Allocation of undistributed (loss) earnings $ (3,216 ) $ (2,572 ) $ 3,792 $ 2,981 $ (357 ) $ (283 ) $ 6,156 $ 4,840 Dividends paid 2,141 1,222 2,193 1,235 4,338 2,446 4,400 2,469 Net (loss) income attributable to common shareholders, basic $ (1,075 ) $ (1,350 ) $ 5,985 $ 4,216 $ 3,981 $ 2,163 $ 10,556 $ 7,309 Denominator: Weighted-average common shares outstanding, basic 30,580 24,448 31,394 24,678 30,888 24,460 31,401 24,684 (Loss) earnings per share - basic $ (0.04 ) $ (0.06 ) $ 0.19 $ 0.17 $ 0.13 $ 0.09 $ 0.34 $ 0.30 |
Schedule of earnings per share, diluted | The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows: Three months ended Six months ended June 30, June 30, June 30, June 30, (in thousands, except per share amounts) CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B (Loss) earnings per share - diluted: Numerator: Allocation of undistributed (loss) earnings $ (3,216 ) $ (2,572 ) $ 3,830 $ 2,943 $ (360 ) $ (280 ) $ 6,223 $ 4,773 Dividends paid 2,141 1,222 2,193 1,235 4,338 2,446 4,400 2,469 Net (loss) income attributable to common shareholders, diluted $ (1,075 ) $ (1,350 ) $ 6,023 $ 4,178 $ 3,978 $ 2,166 $ 10,623 $ 7,242 Denominator: Weighted-average common shares outstanding, basic 30,580 24,448 31,394 24,678 30,888 24,460 31,401 24,684 Weighted-average effect of dilutive securities — — 725 — 582 — 780 — Weighted-average common shares outstanding, diluted 30,580 24,448 32,119 24,678 31,470 24,460 32,181 24,684 (Loss) earnings per share - diluted $ (0.04 ) $ (0.06 ) $ 0.19 $ 0.17 $ 0.13 $ 0.09 $ 0.33 $ 0.29 |
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 CRD-A because their inclusion would have been antidilutive: Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Shares underlying stock options excluded 1,246 786 1,143 673 Performance stock grants excluded because performance conditions have not been met (1) 817 402 817 402 (1) Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating diluted earnings per share until the performance measurements have been achieved. |
Schedule of shares issued under stock plans used in weighted average calc | The following table details shares issued during the three months and six months ended June 30, 2018 and June 30, 2017 . These shares are included from their dates of issuance in the weighted-average common shares used to compute basic and diluted earnings per share for CRD-A in the table above. There were no shares of CRD-B issued during any of these periods. Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, CRD-A issued under Non-Employee Director Stock Plan 3 10 102 90 CRD-A issued under the U.K. ShareSave Scheme 51 57 54 59 CRD-A issued under the Executive Stock Bonus Plan 10 20 10 169 CRD-A issued upon stock option plan exercises 4 — 4 — |
Accumulated Other Comprehensi28
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company's unaudited condensed consolidated financial statements were as follows: Three months ended June 30, 2018 Six months ended June 30, 2018 (in thousands) Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Beginning balance $ (19,009 ) $ (168,528 ) $ (187,537 ) $ (26,320 ) $ (170,157 ) $ (196,477 ) Other comprehensive (loss) income before reclassifications (6,110 ) — (6,110 ) 1,201 — 1,201 Amounts reclassified from accumulated other comprehensive income — 2,073 2,073 — 3,702 3,702 Net current period other comprehensive (loss) income (6,110 ) 2,073 (4,037 ) 1,201 3,702 4,903 Ending balance $ (25,119 ) $ (166,455 ) $ (191,574 ) $ (25,119 ) $ (166,455 ) $ (191,574 ) Three months ended June 30, 2017 Six months ended June 30, 2017 (in thousands) Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Foreign currency translation adjustments Retirement liabilities (1) AOCL attributable to shareholders of Crawford & Company Beginning balance $ (31,757 ) $ (176,541 ) $ (208,298 ) $ (33,449 ) $ (178,324 ) $ (211,773 ) Other comprehensive income before reclassifications 523 — 523 2,215 — 2,215 Amounts reclassified from accumulated other comprehensive income — 1,750 1,750 — 3,533 3,533 Net current period other comprehensive income 523 1,750 2,273 2,215 3,533 5,748 Ending balance $ (31,234 ) $ (174,791 ) $ (206,025 ) $ (31,234 ) $ (174,791 ) $ (206,025 ) (1) Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Other Income, net" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 5, "Defined Benefit Pension Plans" for additional details. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value, assets and liabilities measured on recurring basis | The following table presents the Company's assets that are measured at fair value on a recurring basis and that are categorized using the fair value hierarchy: Fair Value Measurements at June 30, 2018 Significant Other Significant Quoted Prices in Observable Unobservable Active Markets Inputs Inputs (in thousands) Total (Level 1) (Level 2) (Level 3) Assets: Money market funds (1) $ 10,243 $ 10,243 $ — $ — (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 in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents." |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Reconciliation of operating profit from segments to consolidated | Financial information for the three months and six months ended June 30, 2018 and 2017 related to the Company's reportable segments, including a reconciliation from segment operating earnings to income before income taxes, the most directly comparable GAAP financial measure, is presented below. Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Revenues: Crawford Claims Solutions $ 93,188 $ 81,140 $ 183,630 $ 164,288 Crawford TPA Solutions: Broadspire 102,644 97,037 202,881 193,363 Crawford Specialty Solutions 83,212 91,070 165,637 178,863 Total segment revenues before reimbursements 279,044 269,247 552,148 536,514 Reimbursements 14,165 14,725 31,448 26,988 Total revenues $ 293,209 $ 283,972 $ 583,596 $ 563,502 Segment Operating Earnings Crawford Claims Solutions $ 3,752 $ 3,327 $ 4,467 $ 5,761 Crawford TPA Solutions: Broadspire 8,135 9,710 15,959 17,678 Crawford Specialty Solutions 10,387 14,085 20,838 22,437 Total segment operating earnings 22,274 27,122 41,264 45,876 Deduct: Unallocated corporate and shared (costs) and credits, net (703 ) 2,037 (1,518 ) 1,576 Net corporate interest expense (2,440 ) (2,114 ) (5,004 ) (4,150 ) Stock option expense (512 ) (457 ) (962 ) (874 ) Amortization of customer-relationship intangible assets (2,791 ) (2,721 ) (5,556 ) (5,498 ) Restructuring and special charges — (6,782 ) — (7,387 ) Loss on disposition of business line (17,795 ) — (17,795 ) — (Loss) Income before income taxes $ (1,967 ) $ 17,085 $ 10,429 $ 29,543 |
Schedule of revenues by major service line | Revenues before reimbursements by major service line in the Crawford TPA Solutions: Broadspire segment and the Crawford Specialty Solutions segment are shown in the following table. The Company considers all Crawford Claims Solutions revenues to be derived from one service line. Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Crawford TPA Solutions: Broadspire Claims Management $ 59,484 $ 56,245 $ 117,207 $ 112,004 Medical Management Services 43,160 40,792 85,674 81,359 Total Revenues before Reimbursements--Crawford TPA Solutions: Broadspire $ 102,644 $ 97,037 $ 202,881 $ 193,363 Crawford Specialty Solutions Global Technical Services $ 44,572 $ 42,122 $ 88,837 $ 82,826 Contractor Connection 24,718 29,269 46,925 56,410 Garden City Group 13,922 19,679 29,875 39,627 Total Revenues before Reimbursements--Crawford Specialty Solutions $ 83,212 $ 91,070 $ 165,637 $ 178,863 |
Restructuring and Special Cha31
Restructuring and Special Charges (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and related costs | As of June 30, 2018 , the following liabilities remained on the Company's unaudited Condensed Consolidated Balance Sheets related to restructuring charges. The rollforward of these liabilities to June 30, 2018 were as follows: Three months ended June 30, 2018 (in thousands) Deferred rent Accrued compensation and related costs Other accrued liabilities Total Beginning balance, March 31, 2018 $ 2,524 $ 1,335 $ 1,410 $ 5,269 Additions — — — — — Adjustments to accruals (796 ) — (617 ) (1,413 ) Cash payments — (385 ) (104 ) (489 ) Ending balance, June 30, 2018 $ 1,728 $ 950 $ 689 $ 3,367 Six months ended June 30, 2018 (in thousands) Deferred rent Accrued compensation and related costs Other accrued liabilities Total Beginning balance, December 31, 2017 $ 2,846 $ 4,782 $ 1,785 $ 9,413 Additions — — — — — Adjustments to accruals (1,118 ) — (617 ) (1,735 ) Cash payments (3,832 ) (479 ) (4,311 ) Ending balance, June 30, 2018 $ 1,728 $ 950 $ 689 $ 3,367 The following table shows the restructuring charges incurred by type of activity: Three months ended Six months ended (in thousands) June 30, June 30, June 30, June 30, Implementation and phase-in of the Centers $ — 66 $ — $ 223 Restructuring and integration costs — 6,716 — 6,716 Asset impairments and lease termination costs — — — 448 Total restructuring charges $ — $ 6,782 $ — $ 7,387 |
Disposition of Business (Tables
Disposition of Business (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Computation of loss on disposal | The table below presents a computation of the loss on the disposal: (in thousands) Negotiated sales price $ 42,022 Preliminary working capital adjustment 2,592 Adjusted consideration received $ 44,614 Recognized amounts of identifiable assets and liabilities disposed of: (60,503 ) Transaction costs of the sale (991 ) Other costs arising from the sale (915 ) Pretax loss on disposition of business line $ (17,795 ) |
Basis of Presentation (VIE) (De
Basis of Presentation (VIE) (Details) - Primary beneficiary - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Variable Interest Entity | ||
Liabilities of the deferred compensation plan | $ 9,240 | $ 9,337 |
Assets held in the related rabbi trust | $ 16,401 | $ 16,538 |
Basis of Presentation (Acquisit
Basis of Presentation (Acquisition) (Details) - Lloyd Warwick International - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Variable Interest Entity | ||
Ownership percentage | 51.00% | |
Variable interest entity, reporting entity involvement, maximum loss exposure, amount | $ 10,000 | |
Asset carrying amount | 11,420 | $ 10,083 |
Liability carrying amount | 10,989 | 10,685 |
Principal Owner | ||
Variable Interest Entity | ||
Liability carrying amount | $ 8,374 | $ 8,580 |
Business Acquisition (Details)
Business Acquisition (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | [1] |
Business Acquisitions | |||
Goodwill | $ 97,503 | $ 96,916 | |
Redeemable noncontrolling interests | $ 6,140 | $ 6,775 | |
[1] | Derived from the audited Consolidated Balance Sheet |
Recently Issued Accounting St36
Recently Issued Accounting Standards - New Accounting Standards (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Other components net benefit cost, reclassification to other income | $ (336,000) | $ 181,000 | $ (858,000) | $ 320,000 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 30 days | 30 days | ||
Accounting Standard Update 2017-07 | Other Nonoperating Income (Expense) | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Other components net benefit cost, reclassification to other income | $ 144,000 | $ 327,000 |
Recently Issued Accounting St37
Recently Issued Accounting Standards - Revenue Recognition (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | |
Assets: | ||||
Unbilled revenues, at estimated billable amounts | $ 121,969 | $ 109,895 | $ 108,745 | [1] |
Deferred income tax assets | 28,235 | 24,151 | 24,359 | [1] |
Liabilities: | ||||
Deferred revenues (current) | 34,916 | 38,094 | 37,794 | [1] |
Shareholders' Investment: | ||||
Retained earnings | $ 261,894 | 270,328 | 269,686 | [1] |
Calculated under Revenue Guidance in Effect before Topic 606 | ||||
Assets: | ||||
Unbilled revenues, at estimated billable amounts | 108,745 | |||
Deferred income tax assets | 24,359 | |||
Liabilities: | ||||
Deferred revenues (current) | 37,794 | |||
Shareholders' Investment: | ||||
Retained earnings | $ 269,686 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | Crawford Claims Solutions | Accounting Standards Update 2014-09 | ||||
Assets: | ||||
Unbilled revenues, at estimated billable amounts | 1,150 | |||
Deferred income tax assets | (285) | |||
Liabilities: | ||||
Deferred revenues (current) | 0 | |||
Shareholders' Investment: | ||||
Retained earnings | 865 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | Crawford Specialty Solutions | Accounting Standards Update 2014-09 | ||||
Assets: | ||||
Unbilled revenues, at estimated billable amounts | 0 | |||
Deferred income tax assets | 77 | |||
Liabilities: | ||||
Deferred revenues (current) | 300 | |||
Shareholders' Investment: | ||||
Retained earnings | $ (223) | |||
[1] | Derived from the audited Consolidated Balance Sheet |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) contractors in Thousands, $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)contractors | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Accounts receivable, days sales outstanding | 2 months |
Accounts payable, days payable outstanding | 1 year |
Billing after contract completion, years | 1 year |
Revenue, remaining performance obligation | $ | $ 82.3 |
Performance obligations to be recognized as revenues within one year, percent | 70.00% |
Revenue from contracts with customers, practical expedient, consideration adjustment period | 1 year |
Minimum | Crawford TPA Solutions: Broadspire | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue from contracts with customers, performance obligation term | 1 year |
Maximum | Crawford TPA Solutions: Broadspire | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue from contracts with customers, performance obligation term | 2 years |
Claims Management Services | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue from contracts with customers, performance obligation term | 1 year |
Percentage of closed cases | 98.00% |
Revenue from contracts with customers, duration, average time to close case from time of referral | 5 years |
Claims Management Services | Minimum | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue from contracts with customers, performance obligation term | 1 year |
Claims Management Services | Maximum | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue from contracts with customers, performance obligation term | 2 years |
Contractor Connection | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Number of contractors | contractors | 6 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation Of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 293,209 | $ 283,972 | $ 583,596 | $ 563,502 |
Crawford Claims Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 93,188 | 183,630 | ||
Crawford Claims Solutions | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 37,419 | 75,946 | ||
Crawford Claims Solutions | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 16,454 | 31,594 | ||
Crawford Claims Solutions | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 14,137 | 27,239 | ||
Crawford Claims Solutions | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,577 | 22,150 | ||
Crawford Claims Solutions | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,959 | 16,653 | ||
Crawford Claims Solutions | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,642 | 10,048 | ||
Crawford TPA Solutions: Broadspire | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 102,644 | 202,881 | ||
Crawford TPA Solutions: Broadspire | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 81,776 | 160,996 | ||
Crawford TPA Solutions: Broadspire | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,274 | 6,524 | ||
Crawford TPA Solutions: Broadspire | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 9,041 | 18,499 | ||
Crawford TPA Solutions: Broadspire | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,212 | 16,131 | ||
Crawford TPA Solutions: Broadspire | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 341 | 731 | ||
Crawford TPA Solutions: Broadspire | Claims Management Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 59,484 | 117,207 | ||
Crawford TPA Solutions: Broadspire | Claims Management Services | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 38,616 | 75,322 | ||
Crawford TPA Solutions: Broadspire | Claims Management Services | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,274 | 6,524 | ||
Crawford TPA Solutions: Broadspire | Claims Management Services | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 9,041 | 18,499 | ||
Crawford TPA Solutions: Broadspire | Claims Management Services | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,212 | 16,131 | ||
Crawford TPA Solutions: Broadspire | Claims Management Services | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 341 | 731 | ||
Crawford TPA Solutions: Broadspire | Medical Management Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 43,160 | $ 40,792 | 85,674 | $ 81,359 |
Crawford TPA Solutions: Broadspire | Medical Management Services | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 43,160 | 85,674 | ||
Crawford TPA Solutions: Broadspire | Medical Management Services | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford TPA Solutions: Broadspire | Medical Management Services | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford TPA Solutions: Broadspire | Medical Management Services | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford TPA Solutions: Broadspire | Medical Management Services | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford Specialty Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 83,212 | 165,637 | ||
Crawford Specialty Solutions | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 42,986 | 86,455 | ||
Crawford Specialty Solutions | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13,697 | 26,789 | ||
Crawford Specialty Solutions | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,915 | 17,558 | ||
Crawford Specialty Solutions | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,466 | 12,098 | ||
Crawford Specialty Solutions | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,525 | 11,081 | ||
Crawford Specialty Solutions | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,623 | 11,656 | ||
Crawford Specialty Solutions | Global Technical Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 44,572 | 88,837 | ||
Crawford Specialty Solutions | Global Technical Services | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 9,464 | 19,604 | ||
Crawford Specialty Solutions | Global Technical Services | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,502 | 22,517 | ||
Crawford Specialty Solutions | Global Technical Services | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,328 | 12,643 | ||
Crawford Specialty Solutions | Global Technical Services | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,132 | 11,338 | ||
Crawford Specialty Solutions | Global Technical Services | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,523 | 11,079 | ||
Crawford Specialty Solutions | Global Technical Services | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,623 | 11,656 | ||
Crawford Specialty Solutions | Contractor Connection | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 24,718 | 46,925 | ||
Crawford Specialty Solutions | Contractor Connection | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 20,142 | 38,024 | ||
Crawford Specialty Solutions | Contractor Connection | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,195 | 4,272 | ||
Crawford Specialty Solutions | Contractor Connection | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,045 | 3,867 | ||
Crawford Specialty Solutions | Contractor Connection | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 334 | 760 | ||
Crawford Specialty Solutions | Contractor Connection | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2 | 2 | ||
Crawford Specialty Solutions | Contractor Connection | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford Specialty Solutions | Garden City Group | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13,922 | 29,875 | ||
Crawford Specialty Solutions | Garden City Group | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13,380 | 28,827 | ||
Crawford Specialty Solutions | Garden City Group | U.K. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford Specialty Solutions | Garden City Group | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 542 | 1,048 | ||
Crawford Specialty Solutions | Garden City Group | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford Specialty Solutions | Garden City Group | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Crawford Specialty Solutions | Garden City Group | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 0 | $ 0 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule Of Customer Contract Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2018 | Mar. 31, 2018 | |
Customer Contract Liabilities | ||
Beginning balance (current and noncurrent) | $ 61,265 | $ 60,609 |
Additions | 20,196 | 20,250 |
Revenue Recognized from the Balance at Beginning of Period | (13,752) | (12,440) |
Revenue Recognized from Additions | (7,238) | (7,154) |
Disposal of business line | (2,751) | |
Ending balance (current and noncurrent) | $ 57,720 | $ 61,265 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2018 | |
Tax Credit Carryforward [Line Items] | |||||
Effective income tax rate reconciliation, percent | 42.40% | 39.40% | |||
Provision for income taxes | $ 461 | $ 6,812 | $ 4,427 | $ 11,647 | |
Scenario, Forecast | |||||
Tax Credit Carryforward [Line Items] | |||||
Effective income tax rate reconciliation, percent | 32.00% |
Defined Benefit Pension Plans42
Defined Benefit Pension Plans (Defined Benefit Plans) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Defined Benefit Plan [Abstract] | ||||
Service cost | $ 382 | $ 325 | $ 745 | $ 647 |
Interest cost | 5,462 | 5,609 | 10,735 | 11,173 |
Expected return on assets | (8,992) | (8,523) | (17,760) | (17,015) |
Amortization of actuarial loss | 2,812 | 2,770 | 5,422 | 5,515 |
Net periodic (benefit) cost | $ (336) | $ 181 | $ (858) | $ 320 |
Defined Benefit Pension Plans43
Defined Benefit Pension Plans (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accounting Standard Update 2017-07 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Net periodic benefit cost, non-service cost | $ 718 | $ 144 | $ 1,603 | $ 327 |
U.S. | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions by employer | 6,000 | 6,000 | ||
Estimated future employer contributions | 3,000 | 3,000 | ||
U.K. | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions by employer | 2,824 | $ 2,658 | ||
Estimated future employer contributions | $ 1,400 | $ 1,400 |
Net Income Attributable to Sh44
Net Income Attributable to Shareholders of Crawford & Company per Common Share (Schedule of Earnings Per Share, Basic) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Class A Non-Voting | ||||
Numerator: | ||||
Allocation of undistributed (loss) earnings | $ (3,216) | $ 3,792 | $ (357) | $ 6,156 |
Dividends paid | 2,141 | 2,193 | 4,338 | 4,400 |
Net (loss) income attributable to common shareholders, basic | $ (1,075) | $ 5,985 | $ 3,981 | $ 10,556 |
Denominator: | ||||
Weighted-average common shares outstanding, basic | 30,580 | 31,394 | 30,888 | 31,401 |
(Loss) earnings per share - basic (usd per share) | $ (0.04) | $ 0.19 | $ 0.13 | $ 0.34 |
Class B Voting | ||||
Numerator: | ||||
Allocation of undistributed (loss) earnings | $ (2,572) | $ 2,981 | $ (283) | $ 4,840 |
Dividends paid | 1,222 | 1,235 | 2,446 | 2,469 |
Net (loss) income attributable to common shareholders, basic | $ (1,350) | $ 4,216 | $ 2,163 | $ 7,309 |
Denominator: | ||||
Weighted-average common shares outstanding, basic | 24,448 | 24,678 | 24,460 | 24,684 |
(Loss) earnings per share - basic (usd per share) | $ (0.06) | $ 0.17 | $ 0.09 | $ 0.30 |
Net Income Attributable to Sh45
Net Income Attributable to Shareholders of Crawford & Company per Common Share (Schedule of Earnings Per Share, Diluted) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Class A Non-Voting | ||||
Numerator: | ||||
Allocation of undistributed (loss) earnings | $ (3,216) | $ 3,830 | $ (360) | $ 6,223 |
Dividends paid | 2,141 | 2,193 | 4,338 | 4,400 |
Net (loss) income attributable to common shareholders, diluted | $ (1,075) | $ 6,023 | $ 3,978 | $ 10,623 |
Denominator: | ||||
Weighted-average common shares outstanding, basic | 30,580 | 31,394 | 30,888 | 31,401 |
Weighted-average number of dilutive securities (shares) | 0 | 725 | 582 | 780 |
Weighted-average common shares outstanding, diluted | 30,580 | 32,119 | 31,470 | 32,181 |
(Loss) earnings per share - diluted (usd per share) | $ (0.04) | $ 0.19 | $ 0.13 | $ 0.33 |
Class B Voting | ||||
Numerator: | ||||
Allocation of undistributed (loss) earnings | $ (2,572) | $ 2,943 | $ (280) | $ 4,773 |
Dividends paid | 1,222 | 1,235 | 2,446 | 2,469 |
Net (loss) income attributable to common shareholders, diluted | $ (1,350) | $ 4,178 | $ 2,166 | $ 7,242 |
Denominator: | ||||
Weighted-average common shares outstanding, basic | 24,448 | 24,678 | 24,460 | 24,684 |
Weighted-average number of dilutive securities (shares) | 0 | 0 | 0 | 0 |
Weighted-average common shares outstanding, diluted | 24,448 | 24,678 | 24,460 | 24,684 |
(Loss) earnings per share - diluted (usd per share) | $ (0.06) | $ 0.17 | $ 0.09 | $ 0.29 |
Net Income Attributable to Sh46
Net Income Attributable to Shareholders of Crawford & Company per Common Share (Antidilutive Securities) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Shares underlying stock options excluded | ||||
Antidilutive Securities Excluded from Computation of (Loss) Earnings Per Share | ||||
Shares excluded from diluted earnings per share (shares) | 1,246 | 786 | 1,143 | 673 |
Performance stock grants excluded because performance conditions had not been met | ||||
Antidilutive Securities Excluded from Computation of (Loss) Earnings Per Share | ||||
Shares excluded from diluted earnings per share (shares) | 817 | 402 | 817 | 402 |
Net Income Attributable to Sh47
Net Income Attributable to Shareholders of Crawford & Company per Common Share (Weighted Average Shares Issued) (Details) - Class A Non-Voting - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
CRD-A issued under Non-Employee Director Stock Plan | ||||
Share-based Compensation Arrangement | ||||
Stock issued during period (shares) | 3 | 10 | 102 | 90 |
CRD-A issued under the U.K. ShareSave Scheme | ||||
Share-based Compensation Arrangement | ||||
Stock issued during period (shares) | 51 | 57 | 54 | 59 |
CRD-A issued under the Executive Stock Bonus Plan | ||||
Share-based Compensation Arrangement | ||||
Stock issued during period (shares) | 10 | 20 | 10 | 169 |
CRD-A issued upon stock option plan exercises | ||||
Share-based Compensation Arrangement | ||||
Stock issued during period (shares) | 4 | 0 | 4 | 0 |
Net Income Attributable to Sh48
Net Income Attributable to Shareholders of Crawford & Company per Common Share (Narrative) (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jul. 29, 2017 | |
Class A Non-Voting | ||||
Equity, Class of Treasury Stock | ||||
Shares repurchased (shares) | 356,320 | 1,011,958 | ||
Average cost (usd per share) | $ 8.28 | $ 8.42 | ||
Class B Voting | ||||
Equity, Class of Treasury Stock | ||||
Shares repurchased (shares) | 48,488 | 53,888 | ||
Average cost (usd per share) | $ 8.96 | $ 8.96 | ||
Repurchase Authorization 2017 | Common Stock | ||||
Equity, Class of Treasury Stock | ||||
Number of shares authorized to be repurchased (shares) | 2,000,000 | |||
Number of shares remaining to be repurchased (shares) | 600,825 |
Accumulated Other Comprehensi49
Accumulated Other Comprehensive Loss (Rollforward of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |||
Changes in Accumulated Other Comprehensive Loss [Roll Forward] | ||||||||
Beginning balance | $ 194,830 | $ 186,964 | [1] | $ 167,194 | $ 159,264 | $ 186,964 | [1] | $ 159,264 |
Other Comprehensive (Loss) Income | (4,070) | 9,169 | 2,403 | 2,661 | 5,099 | 5,064 | ||
Ending balance | 187,209 | 194,830 | 176,004 | 167,194 | 187,209 | 176,004 | ||
Foreign currency translation adjustments | ||||||||
Changes in Accumulated Other Comprehensive Loss [Roll Forward] | ||||||||
Beginning balance | (19,009) | (26,320) | (31,757) | (33,449) | (26,320) | (33,449) | ||
Other comprehensive (loss) income before reclassifications | (6,110) | 523 | 1,201 | 2,215 | ||||
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | 0 | 0 | ||||
Other Comprehensive (Loss) Income | (6,110) | 523 | 1,201 | 2,215 | ||||
Ending balance | (25,119) | (19,009) | (31,234) | (31,757) | (25,119) | (31,234) | ||
Retirement liabilities | ||||||||
Changes in Accumulated Other Comprehensive Loss [Roll Forward] | ||||||||
Beginning balance | (168,528) | (170,157) | (176,541) | (178,324) | (170,157) | (178,324) | ||
Other comprehensive (loss) income before reclassifications | 0 | 0 | 0 | 0 | ||||
Amounts reclassified from accumulated other comprehensive income | 2,073 | 1,750 | 3,702 | 3,533 | ||||
Other Comprehensive (Loss) Income | 2,073 | 1,750 | 3,702 | 3,533 | ||||
Ending balance | (166,455) | (168,528) | (174,791) | (176,541) | (166,455) | (174,791) | ||
AOCL attributable to shareholders of Crawford & Company | ||||||||
Changes in Accumulated Other Comprehensive Loss [Roll Forward] | ||||||||
Beginning balance | (187,537) | (196,477) | (208,298) | (211,773) | (196,477) | (211,773) | ||
Other comprehensive (loss) income before reclassifications | (6,110) | 523 | 1,201 | 2,215 | ||||
Amounts reclassified from accumulated other comprehensive income | 2,073 | 1,750 | 3,702 | 3,533 | ||||
Other Comprehensive (Loss) Income | (4,037) | 8,940 | 2,273 | 3,475 | 4,903 | 5,748 | ||
Ending balance | $ (191,574) | $ (187,537) | $ (206,025) | $ (208,298) | $ (191,574) | $ (206,025) | ||
[1] | Derived from the audited Consolidated Balance Sheet |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Assets: | |
Debt instrument, variable interest rate duration between resets | 90 days |
Cash and cash equivalents | |
Assets: | |
Money market funds | $ 10,243 |
Cash and cash equivalents | Quoted Prices in Active Markets (Level 1) | |
Assets: | |
Money market funds | 10,243 |
Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | |
Assets: | |
Money market funds | 0 |
Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | |
Assets: | |
Money market funds | $ 0 |
Segment Information (Reportable
Segment Information (Reportable Segments) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)segment | Jun. 30, 2017USD ($) | |
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | $ 293,209 | $ 283,972 | $ 583,596 | $ 563,502 |
Net corporate interest expense | (2,440) | (2,114) | (5,004) | (4,150) |
Restructuring and special charges | 0 | (6,782) | 0 | (7,387) |
Loss on disposition of business line | (17,795) | 0 | (17,795) | 0 |
(Loss) Income Before Income Taxes | (1,967) | 17,085 | $ 10,429 | 29,543 |
Number of operating segments (segments) | segment | 3 | |||
Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Total segment operating earnings | 22,274 | 27,122 | $ 41,264 | 45,876 |
Segment Reconciling Items | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Unallocated corporate and shared (costs) and credits, net | (703) | 2,037 | (1,518) | 1,576 |
Net corporate interest expense | (2,440) | (2,114) | (5,004) | (4,150) |
Stock option expense | (512) | (457) | (962) | (874) |
Amortization of customer-relationship intangible assets | (2,791) | (2,721) | (5,556) | (5,498) |
Restructuring and special charges | 0 | (6,782) | 0 | (7,387) |
Loss on disposition of business line | (17,795) | 0 | (17,795) | 0 |
Crawford Claims Solutions | Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Total segment operating earnings | 3,752 | 3,327 | 4,467 | 5,761 |
Crawford TPA Solutions: Broadspire | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 102,644 | 202,881 | ||
Crawford TPA Solutions: Broadspire | Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Total segment operating earnings | 8,135 | 9,710 | 15,959 | 17,678 |
Crawford Specialty Solutions | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 83,212 | 165,637 | ||
Crawford Specialty Solutions | Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Total segment operating earnings | 10,387 | 14,085 | 20,838 | 22,437 |
Service | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 279,044 | 269,247 | 552,148 | 536,514 |
Service | Crawford Claims Solutions | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 83,212 | 91,070 | 165,637 | 178,863 |
Service | Crawford Claims Solutions | Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 93,188 | 81,140 | 183,630 | 164,288 |
Service | Crawford TPA Solutions: Broadspire | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 102,644 | 97,037 | 202,881 | 193,363 |
Service | Crawford TPA Solutions: Broadspire | Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 102,644 | 97,037 | 202,881 | 193,363 |
Service | Crawford Specialty Solutions | Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | 83,212 | 91,070 | 165,637 | 178,863 |
Reimbursements | ||||
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated | ||||
Revenues | $ 14,165 | $ 14,725 | $ 31,448 | $ 26,988 |
Segment Information (Revenues B
Segment Information (Revenues By Major Service Line) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue from External Customer | ||||
Revenues | $ 293,209 | $ 283,972 | $ 583,596 | $ 563,502 |
Crawford TPA Solutions: Broadspire | ||||
Revenue from External Customer | ||||
Revenues | 102,644 | 202,881 | ||
Service | ||||
Revenue from External Customer | ||||
Revenues | 279,044 | 269,247 | 552,148 | 536,514 |
Service | Crawford TPA Solutions: Broadspire | ||||
Revenue from External Customer | ||||
Revenues | 102,644 | 97,037 | 202,881 | 193,363 |
Service | Crawford Claims Solutions | ||||
Revenue from External Customer | ||||
Revenues | 83,212 | 91,070 | 165,637 | 178,863 |
Claims Management | Crawford TPA Solutions: Broadspire | ||||
Revenue from External Customer | ||||
Revenues | 59,484 | 56,245 | 117,207 | 112,004 |
Medical Management Services | Crawford TPA Solutions: Broadspire | ||||
Revenue from External Customer | ||||
Revenues | 43,160 | 40,792 | 85,674 | 81,359 |
Global Technical Services | Crawford Claims Solutions | ||||
Revenue from External Customer | ||||
Revenues | 44,572 | 42,122 | 88,837 | 82,826 |
Contractor Connection | Crawford Claims Solutions | ||||
Revenue from External Customer | ||||
Revenues | 24,718 | 29,269 | 46,925 | 56,410 |
Garden City Group | Crawford Claims Solutions | ||||
Revenue from External Customer | ||||
Revenues | $ 13,922 | $ 19,679 | $ 29,875 | $ 39,627 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Letter of Credit | |
Loss Contingencies | |
Letters of credit outstanding amount | $ 11,729 |
Restructuring and Special Cha54
Restructuring and Special Charges (Restructuring Charges) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Restructuring and Special Charges | ||||
Restructuring and special charges | $ 0 | $ 6,782,000 | $ 0 | $ 7,387,000 |
Restructuring charges incurred | 0 | 6,782,000 | 0 | 7,387,000 |
Implementation and phase-in of the Centers | ||||
Restructuring and Special Charges | ||||
Restructuring charges incurred | 0 | 66,000 | 0 | 223,000 |
Restructuring and integration costs | ||||
Restructuring and Special Charges | ||||
Restructuring charges incurred | 0 | 6,716,000 | 0 | 6,716,000 |
Asset impairments and lease termination costs | ||||
Restructuring and Special Charges | ||||
Restructuring charges incurred | 0 | 0 | 0 | 448,000 |
Special Charges | ||||
Restructuring and Special Charges | ||||
Professional Fees | 0 | 0 | 0 | 0 |
Segment Reconciling Items | ||||
Restructuring and Special Charges | ||||
Restructuring and special charges | $ 0 | $ 6,782,000 | $ 0 | $ 7,387,000 |
Restructuring and Special Cha55
Restructuring and Special Charges (Rollforward of Accrued Liabilities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | $ 5,269 | $ 9,413 | ||
Additions | 0 | $ 6,782 | 0 | $ 7,387 |
Adjustments to accruals | (1,413) | (1,735) | ||
Cash payments | (489) | (4,311) | ||
Ending balance | 3,367 | 3,367 | ||
Deferred rent | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 2,524 | 2,846 | ||
Additions | 0 | 0 | ||
Adjustments to accruals | (796) | (1,118) | ||
Cash payments | 0 | |||
Ending balance | 1,728 | 1,728 | ||
Accrued compensation and related costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 1,335 | 4,782 | ||
Additions | 0 | 0 | ||
Adjustments to accruals | 0 | 0 | ||
Cash payments | (385) | (3,832) | ||
Ending balance | 950 | 950 | ||
Other accrued liabilities | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 1,410 | 1,785 | ||
Additions | 0 | 0 | ||
Adjustments to accruals | (617) | (617) | ||
Cash payments | (104) | (479) | ||
Ending balance | $ 689 | $ 689 |
Disposition of Business - Narra
Disposition of Business - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Loss on disposition of business line | $ 17,795,000 | $ 0 | ||
GCG Business | Disposed of by Sale, Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash proceeds on disposal | $ 42,021,655 | 42,021,655 | ||
Adjusted consideration received | 44,614,000 | 44,614,000 | ||
Preliminary working capital adjustment | 2,592,000 | 2,592,000 | ||
Disposal group, assets | 70,650,000 | 70,650,000 | ||
Disposal group, liabilities | 10,147,000 | 10,147,000 | ||
Loss on disposition of business line | 17,795,000 | 17,795,000 | ||
Amount held in escrow | 185,000 | 185,000 | ||
Operating income (loss) on disposal | $ 1,407,000 | $ 1,772,000 | $ 3,932,000 | $ 2,608,000 |
Disposition of Business - Loss
Disposition of Business - Loss On Disposal (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Pretax loss on disposition of business line | $ (17,795,000) | $ 0 | |
GCG Business | Disposed of by Sale, Not Discontinued Operations | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Negotiated sales price | $ 42,021,655 | 42,021,655 | |
Preliminary working capital adjustment | 2,592,000 | 2,592,000 | |
Adjusted consideration received | 44,614,000 | 44,614,000 | |
Recognized amounts of identifiable assets and liabilities disposed of: | (60,503,000) | (60,503,000) | |
Transaction costs of the sale | (991,000) | ||
Other costs arising from the sale | (915,000) | ||
Pretax loss on disposition of business line | $ (17,795,000) | $ (17,795,000) |