Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 21, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | CORELOGIC, INC. | |
Entity Central Index Key | 36,047 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 84,642,218 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 102,932 | $ 72,031 |
Accounts receivable (less allowance for doubtful accounts of $7,946 and $8,857 as of March 31, 2017 and December 31, 2016, respectively) | 258,080 | 269,229 |
Prepaid expenses and other current assets | 38,108 | 43,060 |
Income tax receivable | 9,646 | 6,905 |
Assets of discontinued operations | 5,067 | 662 |
Total current assets | 413,833 | 391,887 |
Property and equipment, net | 440,395 | 449,199 |
Goodwill, net | 2,115,619 | 2,107,255 |
Other intangible assets, net | 466,133 | 478,913 |
Capitalized data and database costs, net | 330,935 | 327,921 |
Investment in affiliates, net | 39,638 | 40,809 |
Deferred income tax assets, long-term | 1,398 | 1,516 |
Restricted cash | 17,423 | 17,943 |
Other assets | 94,229 | 92,091 |
Total assets | 3,919,603 | 3,907,534 |
Current liabilities: | ||
Accounts payable and accrued expenses | 186,155 | 168,284 |
Accrued salaries and benefits | 81,732 | 107,234 |
Deferred revenue, current | 294,845 | 284,622 |
Current portion of long-term debt | 122,634 | 105,158 |
Liabilities of discontinued operations | 3,026 | 3,123 |
Total current liabilities | 688,392 | 668,421 |
Long-term debt, net of current | 1,463,938 | 1,496,889 |
Deferred revenue, net of current | 492,358 | 487,134 |
Deferred income tax liabilities, long term | 129,738 | 120,063 |
Other liabilities | 129,325 | 132,043 |
Total liabilities | 2,903,751 | 2,904,550 |
Equity: | ||
Preferred stock, $0.00001 par value; 500 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, $0.00001 par value; 180,000 shares authorized; 84,630 and 84,368 shares issued and outstanding as of March 31, 2017 and December 31, 2016, respectively | 1 | 1 |
Additional paid-in capital | 382,910 | 400,452 |
Retained earnings | 740,387 | 724,949 |
Accumulated other comprehensive loss | (107,446) | (122,418) |
Total CoreLogic stockholders' equity | 1,015,852 | 1,002,984 |
Total liabilities and equity | $ 3,919,603 | $ 3,907,534 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Allowance for doubtful accounts | $ 7,946 | $ 8,857 |
Equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 500,000 | 500,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 180,000,000 | 180,000,000 |
Common stock, shares issued (in shares) | 84,630,000 | 84,368,000 |
Common stock, shares outstanding (in shares) | 84,630,000 | 84,368,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Operating revenues | $ 439,851 | $ 453,543 |
Cost of services (excluding depreciation and amortization shown below) | 251,966 | 245,377 |
Selling, general and administrative expenses | 111,850 | 110,297 |
Depreciation and amortization | 43,472 | 39,644 |
Total operating expenses | 407,288 | 395,318 |
Operating income | 32,563 | 58,225 |
Interest expense: | ||
Interest income | 338 | 627 |
Interest expense | 14,131 | 14,924 |
Total interest expense, net | (13,793) | (14,297) |
Gain/(loss) on investments and other, net | 935 | (521) |
Income from continuing operations before equity in earnings of affiliates and income taxes | 19,705 | 43,407 |
Provision for income taxes | 6,274 | 15,779 |
Income from continuing operations before equity in earnings of affiliates | 13,431 | 27,628 |
Equity in earnings/(losses) of affiliates, net of tax | (723) | (90) |
Net income from continuing operations | 12,708 | 27,538 |
Loss from discontinued operations, net of tax | 2,417 | (58) |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 313 | 0 |
Net income | $ 15,438 | $ 27,480 |
Basic income/(loss) per share: | ||
Net income from continuing operations (usd per share) | $ 0.15 | $ 0.31 |
Loss from discontinued operations, net of tax (usd per share) | 0.03 | 0 |
Gain from sale of discontinued operations, net of tax | 0 | 0 |
Net income attributable to CoreLogic (usd per share) | 0.18 | 0.31 |
Diluted income/(loss) per share: | ||
Net income from continuing operations (usd per share) | 0.15 | 0.31 |
Loss from discontinued operations, net of tax (usd per share) | 0.03 | 0 |
Gain Loss On Sale Of Discontinued Operations Net Of Tax Per Diluted Share | 0 | 0 |
Net income attributable to CoreLogic (usd per share) | $ 0.18 | $ 0.31 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 84,432 | 88,310 |
Diluted (in shares) | 86,341 | 89,919 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) Statement - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 15,438 | $ 27,480 |
Other comprehensive income/(loss) | ||
Market value adjustments to marketable securities, net of tax | 0 | 393 |
Market value adjustments on interest rate swap, net of tax | 1,530 | (2,600) |
Foreign currency translation adjustments | 13,548 | 11,597 |
Supplemental benefit plans adjustments, net of tax | (106) | (107) |
Total other comprehensive income/(loss) | 14,972 | 9,283 |
Comprehensive income | $ 30,410 | $ 36,763 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 15,438 | $ 27,480 |
Less: Loss from discontinued operations, net of tax | 2,417 | (58) |
Net income from continuing operations | 12,708 | 27,538 |
Adjustments to reconcile net income from continuing operations to net cash provided by operating activities: | ||
Depreciation and amortization | 43,472 | 39,644 |
Amortization of debt issuance costs | 1,440 | 1,485 |
Provision for bad debt and claim losses | 3,758 | 2,895 |
Share-based compensation | 12,167 | 9,543 |
Excess tax benefit related to stock options | 0 | (1,265) |
Equity in losses of affiliates, net of taxes | 723 | 90 |
Gain on sale of property and equipment | (3) | (8) |
Deferred income tax | 8,911 | 5,143 |
Gain/(loss) on Investments and other, net | (935) | 521 |
Change in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 10,952 | (4,767) |
Prepaid expenses and other current assets | 4,952 | (1,332) |
Accounts payable and accrued expenses | (11,267) | (15,992) |
Deferred revenue | 15,447 | 8,491 |
Income taxes | (2,293) | 9,736 |
Dividends received from investments in affiliates | 0 | 5,183 |
Other assets and other liabilities | (4,354) | (205) |
Net cash provided by operating activities - continuing operations | 95,678 | 86,700 |
Net cash (used in)/provided by operating activities - discontinued operations | (25) | 27 |
Total cash provided by operating activities | 95,653 | 86,727 |
Cash flows from investing activities: | ||
Purchase of subsidiary shares from noncontrolling interests | 0 | (18,023) |
Purchases of property and equipment | (8,671) | (9,810) |
Purchases of capitalized data and other intangible assets | (8,441) | (9,021) |
Purchases of investments | 0 | (440) |
Proceeds from sale of property and equipment | 3 | 8 |
Change in restricted cash | 520 | (117) |
Net cash used in investing activities - continuing operations | (16,589) | (37,403) |
Net cash provided by investing activities - discontinued operations | 0 | 0 |
Total cash used in investing activities | (16,589) | (37,403) |
Cash flows from financing activities: | ||
Repayment of long-term debt | (17,641) | (15,830) |
Proceeds from issuance of shares in connection with share-based compensation | 2,390 | 6,296 |
Payment of tax withholdings related to net share settlements | (12,262) | (7,178) |
Shares repurchased and retired | (19,837) | 0 |
Excess tax benefit related to stock options | 0 | 1,265 |
Net cash used in financing activities - continuing operations | (47,350) | (15,447) |
Net cash provided by financing activities - discontinued operations | 0 | 0 |
Total cash used in financing activities | (47,350) | (15,447) |
Effect of exchange rate on cash | (814) | 137 |
Net change in cash and cash equivalents | 30,900 | 34,014 |
Cash and cash equivalents at beginning of period | 72,031 | 99,090 |
Less: Change in cash and cash equivalents - discontinued operations | (25) | 27 |
Plus: Cash swept to discontinued operations | (24) | 27 |
Cash and cash equivalents at end of period | 102,932 | 133,104 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 11,768 | 6,272 |
Cash paid for income taxes | 1,526 | 992 |
Cash refunds from income taxes | 304 | 275 |
Non-cash investing activities: | ||
Capital expenditures included in accounts payable and accrued liabilities | $ 4,842 | $ 8,584 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Stockholder's Equity (Unaudited) - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] |
Beginning balance, shares at Dec. 31, 2016 | 84,368 | 84,368 | |||
Beginning balance at Dec. 31, 2016 | $ 1,002,984 | $ 1 | $ 400,452 | $ 724,949 | $ (122,418) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 15,438 | 15,438 | |||
Shares issued in connection with share-based compensation (shares) | 762 | ||||
Shares issued in connection with share-based compensation (value) | 2,390 | 2,390 | |||
Tax withholdings related to net share settlements of restricted stock units | (12,262) | (12,262) | |||
Share-based compensation | 12,167 | 12,167 | |||
Shares repurchased and retired, shares | (500) | ||||
Shares repurchased and retired | (19,837) | (19,837) | |||
Other comprehensive income | $ 14,972 | 14,972 | |||
Ending balance, shares at Mar. 31, 2017 | 84,630 | 84,630 | |||
Ending balance at Mar. 31, 2017 | $ 1,015,852 | $ 1 | $ 382,910 | $ 740,387 | $ (107,446) |
Basis of Condensed Consolidated
Basis of Condensed Consolidated Financial Statements | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Condensed Consolidated Financial Statements | Basis of Condensed Consolidated Financial Statements CoreLogic, Inc., together with its subsidiaries (collectively "we", "us" or "our"), is a leading global property information, insight, analytics and data-enabled solutions provider operating in North America, Western Europe and Asia Pacific. Our combined data from public, contributory and proprietary sources provides detailed coverage of property, mortgages and other encumbrances, consumer credit, tenancy, location, hazard risk and related performance information. The markets we serve include real estate and mortgage finance, insurance, capital markets and the public sector. We deliver value to clients through unique data, analytics, work flow technology, advisory and managed solutions. Clients rely on us to help identify and manage growth opportunities, improve performance and mitigate risk. Our condensed consolidated financial information included in this report has been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) for interim financial information pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying notes. Actual amounts may differ from these estimated amounts. Certain information and disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The 2016 year-end condensed consolidated balance sheet was derived from the Company's audited financial statements for the year ended December 31, 2016 . Interim financial information does not require the inclusion of all the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016 . The accompanying unaudited condensed consolidated interim financial statements reflect all adjustments, consisting of only normal recurring items which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for the full year or for any future periods. Client Concentration We generate the majority of our revenues from clients with operations in the U.S. residential real estate, mortgage origination and mortgage servicing markets. Approximately 40% and 43% of our operating revenues for the three months ended March 31, 2017 and 2016 , respectively, were generated from our top ten clients, who consist of the largest U.S. mortgage originators and servicers. One of our clients accounted for approximately 12% of our operating revenues for the three months ended March 31, 2017 . Two of our clients accounted for approximately 14% and 12% of our operating revenues for the three months ended March 31, 2016 . Comprehensive Income Comprehensive income includes all changes in equity except those resulting from investments by owners and distributions to owners. Specifically, foreign currency translation adjustments, amounts related to supplemental benefit plans, unrealized gains and losses on interest rate swap transactions and unrealized gains and losses on investment are recorded in other comprehensive income/(loss). The following table shows the components of accumulated other comprehensive loss, net of taxes as of March 31, 2017 and December 31, 2016 : 2017 2016 Cumulative foreign currency translation $ (104,522 ) $ (118,071 ) Cumulative supplemental benefit plans (6,373 ) (6,267 ) Net unrecognized gains on interest rate swap 3,449 1,920 Accumulated other comprehensive loss $ (107,446 ) $ (122,418 ) Investment in Affiliates Investments in affiliates are accounted for under the equity method of accounting when we are deemed to have significant influence over the affiliate but do not control or have a majority voting interest in the affiliate. Investments are carried at the cost of acquisition, including subsequent impairments, capital contributions and loans from us, plus our equity in undistributed earnings or losses since inception of the investment. We recorded equity in losses of affiliates, net of tax of $0.7 million and $0.1 million for the three months ended March 31, 2017 and 2016 , respectively. For the three months ended March 31, 2017 and 2016 , we recorded $2.2 million and $2.5 million , respectively, of operating revenues and $2.8 million and $2.6 million , respectively, of operating expenses related to our investment in affiliates. Tax Escrow Disbursement Arrangements We administer tax escrow disbursements as a service to our clients in connection with our property tax processing solutions. These deposits are maintained in segregated accounts for the benefit of our clients. Tax escrow deposits totaled $6.1 billion as of March 31, 2017 and $619.4 million as of December 31, 2016 . Because these deposits are held on behalf of our clients, they are not our funds and, therefore, are not included in the accompanying condensed consolidated balance sheets. These deposits generally remain in the accounts for a period of two to five business days. We earn interest income or earnings credits from these deposits and bear the cost of bank-related fees. Under our contracts with our clients, if we make a payment in error or fail to pay a taxing authority when a payment is due, we could be held liable to our clients for all or part of the financial loss they suffer as a result of our act or omission. We maintained claim reserves relating to incorrect disposition of assets of $20.7 million and $22.2 million as of March 31, 2017 and December 31, 2016 , respectively, which is reflected in our accompanying condensed consolidated balance sheets as a component of other liabilities. Recent Accounting Pronouncements In March 2017, the Financial Accounting Standards Board (“FASB”) provided guidance to improve the presentation of net pension periodic benefit cost. The service cost component of the net periodic benefit cost is to be presented in the same line item as other employee compensation costs arising from services during the period and only the service cost component will be eligible to be capitalized. All the other components will be presented as non-operating components on the income statement. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted and the amendments should be applied retrospectively. We elected early adoption which resulted in the reclassification of net periodic benefit costs totaling $0.8 million and $0.9 million for the three months ended March 31, 2017 and 2016, respectively. In January 2017, the FASB issued guidance that reduces the cost and complexity of accounting for goodwill. An entity will measure impairment by comparing the difference between the carrying amount and the fair value of the reporting unit. To simplify the process, the second step from the goodwill impairment test is eliminated. Entities must disclose the amount of goodwill allocated to each reporting unit with zero or negative carrying amounts and the related reportable segment as the requirement to perform a qualitative assessment for such reporting units has been eliminated. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The guidance is effective prospectively in fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for interim or annual impairment tests performed after January 1, 2017. We elected early adoption of this guidance which did not have a material impact on our consolidated financial statements. In January 2017, the FASB amended guidance on accounting changes and error corrections to require registrants to disclose the effect that recently issued accounting standards including any amendments issued prior to adoption on revenue, leases and credit losses will have on their financial statements in a future period. The guidance is effective immediately and we have disclosed the effects of accounting changes related to recently issued guidance within this footnote. In March 2016, the FASB issued guidance to simplify some provisions in stock-based compensation accounting. The accounting for income taxes requires all excess tax benefits and tax deficiencies to be recognized through income tax expense. The statement of cash flows presentation of excess tax benefits should be classified with other income tax cash flows as an operating activity. An entity may also make an entity-wide election to either continue estimating the number of awards that are expected to vest or account for forfeitures as they occur. The requirements to qualify for equity classification permits tax withholding up to the maximum statutory tax rates in the applicable jurisdictions. Lastly, payments of cash by an employer for tax-withholding purposes, when directly withholding shares, are classified as a financing activity on the statement of cash flows. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We adopted the new guidance in the current quarter which resulted in an income tax benefit of $2.5 million for the quarter ended March 31, 2017. We elected to account for forfeitures as they occur, which resulted in a stock-based compensation true-up of less than $0.1 million for the three months ended March 31, 2017. In March 2016, the FASB issued guidance on equity method accounting related to joint venture investments. The standard eliminates the requirement to retroactively adopt the equity method of accounting as a result of an increase in the level of ownership or degree of influence related to an investment. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The adoption of this guidance did not have a material impact on our consolidated financial statements. In March 2016, the FASB issued guidance on derivatives and hedging. The standard clarifies the four-step decision sequence required for assessing whether contingent put and call options that can speed up the payment for a debt instrument’s principal are clearly and closely related to the debt to which they are attached. The standard also clarifies that provided all other hedge accounting criteria continue to be met, a change in the counterparty to a derivative instrument does not in itself disqualify designation of the hedge. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The adoption of this guidance did not have a material impact on our consolidated financial statements. In May 2014, the FASB issued updated guidance on revenue recognition in order to i) remove inconsistencies in revenue requirements, ii) provide a better framework for addressing revenue issues, iii) improve comparability across entities, industries, etc., iv) provide more useful information through improved disclosures, and v) simplify the preparation of financial statements by reducing the number of requirements to which an entity must refer. Under the amendment, an entity should recognize revenue to depict the transfer of promised goods or services to clients in the amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also specifies the accounting treatment for the incremental costs of obtaining a contract, which would not have been incurred had the contract not been obtained. Further, an entity is required to disclose sufficient information to enable the user of the financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows from contracts with clients. The updated guidance provides two methods of adoption: i) retrospective application to each prior reporting period presented, or ii) recognition of the cumulative effect from the retrospective application at the date of initial application. We elected the modified retrospective approach. As updated by FASB in August 2015, the guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Earlier adoption was permitted for annual reporting periods beginning after December 15, 2016 but we did not elect early adoption. We are analyzing the impact of the updated guidance on our portfolio of contracts across our various revenue streams. Further, we are evaluating the impact to our systems, controls and processes required to support the new accounting and disclosure requirements. We are completing our qualitative assessment and have begun efforts to quantify the financial impact to our consolidated financial statements and conclude on system requirements. Once our evaluation is complete we will further disclose the quantitative impact of adopting the updated guidance. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property, Equipment and Software Net Property and equipment, net as of March 31, 2017 and December 31, 2016 consists of the following: (in thousands) 2017 2016 Land $ 7,476 $ 7,476 Buildings 6,506 6,293 Furniture and equipment 81,301 82,195 Capitalized software 874,702 866,398 Leasehold improvements 23,209 29,420 993,194 991,782 Less accumulated depreciation (552,799 ) (542,583 ) Property and equipment, net $ 440,395 $ 449,199 Depreciation expense for property and equipment was approximately $20.6 million and $19.2 million for the three months ended March 31, 2017 and 2016 , respectively. |
Goodwill, Net
Goodwill, Net | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Net | Goodwill, Net A reconciliation of the changes in the carrying amount of goodwill and accumulated impairment losses, by operating segment and reporting unit, for the three months ended March 31, 2017 , is as follows: (in thousands) PI RMW Consolidated Balance as of January 1, 2017 Goodwill $ 1,189,388 $ 925,392 $ 2,114,780 Accumulated impairment losses (600 ) (6,925 ) (7,525 ) Goodwill, net 1,188,788 918,467 2,107,255 Translation adjustments 8,364 — 8,364 Balance as of March 31, 2017 Goodwill, net $ 1,197,152 $ 918,467 $ 2,115,619 |
Other Intangible Assets, Net
Other Intangible Assets, Net | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets, Net | Other Intangible Assets, Net Other intangible assets, net consist of the following: March 31, 2017 December 31, 2016 (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Client lists $ 639,479 $ (269,514 ) $ 369,965 $ 637,053 $ (257,787 ) $ 379,266 Non-compete agreements 28,108 (12,233 ) 15,875 28,106 (11,136 ) 16,970 Trade names and licenses 121,626 (41,333 ) 80,293 121,086 (38,409 ) 82,677 $ 789,213 $ (323,080 ) $ 466,133 $ 786,245 $ (307,332 ) $ 478,913 Amortization expense for other intangible assets, net was $14.0 million and $11.7 million for the three months ended March 31, 2017 and 2016 , respectively. Estimated amortization expense for other intangible assets, net is as follows: (in thousands) Remainder of 2017 $ 41,923 2018 55,215 2019 52,680 2020 50,950 2021 46,994 Thereafter 218,371 $ 466,133 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following: March 31, 2017 December 31, 2016 (in thousands) Gross Debt Issuance Costs Net Gross Debt Issuance Costs Net Bank debt: Term loan facility borrowings due April 2020, weighted-average interest rate of 2.53% and 2.31% as of March 31, 2017 and December 31, 2016, respectively $ 1,280,938 $ (11,370 ) $ 1,269,568 $ 1,298,125 $ (12,419 ) $ 1,285,706 Revolving line of credit borrowings due April 2020, weighted-average interest rate of 2.53% and 2.31% as of March 31, 2017 and December 31, 2016, respectively 302,000 (4,371 ) 297,629 302,000 (4,761 ) 297,239 Notes: 7.55% senior debentures due April 2028 14,645 (51 ) 14,594 14,645 (52 ) 14,593 Other debt: Various debt instruments with maturities through 2019 4,781 — 4,781 4,509 — 4,509 Total long-term debt 1,602,364 (15,792 ) 1,586,572 1,619,279 (17,232 ) 1,602,047 Less current portion of long-term debt 122,634 — 122,634 105,158 — 105,158 Long-term debt, net of current portion $ 1,479,730 $ (15,792 ) $ 1,463,938 $ 1,514,121 $ (17,232 ) $ 1,496,889 As of March 31, 2017 and December 31, 2016 , we have recorded $0.7 million and $0.8 million of accrued interest expense, respectively, on our debt-related instruments. Credit Agreement In July 2016, we amended and restated our senior secured credit facility, dated as of April 21, 2015 (the "Credit Agreement") with Bank of America, N.A., as administrative agent, and other financial institutions. The Credit Agreement provides for a $1.3 billion term loan facility (the "Term Facility") and a $550.0 million revolving credit facility (the "Revolving Facility"). The Term Facility matures and the Revolving Facility expires in April 2020. The Revolving Facility includes a $100.0 million multicurrency revolving sub-facility and a $50.0 million letter of credit sub-facility. The Credit Agreement also provides for the ability to request that the lenders increase the Term Facility by up to $225.0 million in the aggregate; however, the lenders are not obligated to do so. As of March 31, 2017 , we had borrowing capacity under the Revolving Facility of $248.0 million and we were in compliance with all of our covenants under the Credit Agreement. 7.55% Senior Debentures In April 1998, we issued $100.0 million in aggregate principal amount of 7.55% senior debentures due 2028. The indentures governing these debentures, as amended, contain limited restrictions on the Company. Interest Rate Swaps We have entered into amortizing interest rate swaps ("Swaps") in order to convert a portion of our interest rate exposure on the Term Facility floating rate borrowings from variable to fixed. In August 2016, we entered into Swaps which became effective in September 2016 and terminate in April 2020. The Swaps entered in August 2016 are for an initial notional balance of $500.0 million , with a fixed interest rate of 1.03% , and amortize quarterly by $25.0 million through December 2018, with a notional step up of $100.0 million in March 2019, continued quarterly amortization of $25.0 million through April 2020, and a remaining notional amount of $275.0 million . In May 2014, we entered into Swaps which became effective in December 2014 and terminate in March 2019. The Swaps entered in May 2014 are for an initial notional balance of $500.0 million , with a fixed interest rate of 1.57% , and amortize quarterly by $12.5 million through December 31, 2017 and $25.0 million through December 31, 2018. We have designated the Swaps as cash flow hedges. The estimated fair value of these cash flow hedges is recorded in other assets and/or other liabilities in the accompanying condensed consolidated balance sheets. The estimated fair value of these cash flow hedges resulted in an asset of $6.5 million and a liability of $0.9 million as of March 31, 2017 . We recorded an asset of $5.4 million and a liability of $2.3 million as of December 31, 2016 . Unrealized gains of $1.5 million (net of $0.9 million in deferred taxes) and unrealized losses of $2.6 million (net of $1.7 million in deferred taxes) for the three months ended March 31, 2017 and 2016 , respectively, were recognized in other comprehensive income related to the Swaps. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective income tax rate for income taxes as a percentage of income from continuing operations before equity in losses of affiliates and income taxes was 31.8% and 36.4% for the three months ended March 31, 2017 and 2016 , respectively. For the three months ended March 31, 2017 , when compared to 2016 , the decrease in the effective income tax rate was primarily attributable to the current year adoption of the stock-based compensation accounting guidance resulting in a current quarter favorable excess tax benefit and a current quarter favorable state tax benefit related to closure of the IRS exam for 2006-2009, partially offset by an increase in valuation allowance on certain deferred tax benefits that may not be recognized in the future. Income taxes included in equity in losses of affiliates were a benefit of $0.4 million and expense of $0.2 million for the three months ended March 31, 2017 and 2016 , respectively. For the purpose of segment reporting, these amounts are included in corporate and therefore not reflected in our reportable segments. We are currently under examination for the years 2006-2011, by the US, our primary taxing jurisdiction, and various taxing authorities. It is reasonably possible the amount of the unrecognized benefit with respect to certain unrecognized tax positions that are not subject to the First American Financial Corporation ("FAFC") indemnification could significantly increase or decrease within the next twelve months and would have an impact on net income. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following is a reconciliation of net income per share: For the Three Months Ended March 31, 2017 2016 (in thousands, except per share amounts) Numerator for basic and diluted net income per share: Net income from continuing operations $ 12,708 $ 27,538 Gain/(loss) from discontinued operations, net of tax 2,417 (58 ) Gain from sale of discontinued operations, net of tax 313 — Net income attributable to CoreLogic $ 15,438 $ 27,480 Denominator: Weighted-average shares for basic income per share 84,432 88,310 Dilutive effect of stock options and restricted stock units 1,909 1,609 Weighted-average shares for diluted income per share 86,341 89,919 Income per share Basic: Net income from continuing operations $ 0.15 $ 0.31 Gain/(loss) from discontinued operations, net of tax 0.03 — Gain from sale of discontinued operations, net of tax — — Net income attributable to CoreLogic $ 0.18 $ 0.31 Diluted: Net income from continuing operations $ 0.15 $ 0.31 Gain/(loss) from discontinued operations, net of tax 0.03 — Gain from sale of discontinued operations, net of tax — — Net income attributable to CoreLogic $ 0.18 $ 0.31 The dilutive effect of stock-based compensation awards has been calculated using the treasury-stock method. For the three months ended March 31, 2017 and 2016 , an aggregate 0.1 million of restricted stock units ("RSU") and performance-based restricted stock units ("PBRSU") and 0.3 million of RSUs and stock options, respectively, were excluded from the weighted-average diluted common shares outstanding due to their anti-dilutive effect. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). We utilize market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. The market approach is applied for recurring fair value measurements and endeavors to utilize the best available information. Accordingly, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Fair value balances are classified based on the observability of those inputs. A fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). Level 2 measurements utilize observable inputs in markets other than active markets. In estimating the fair value of the financial instruments presented, we used the following methods and assumptions: Cash and cash equivalents For cash and cash equivalents, the carrying value is a reasonable estimate of fair value due to the short-term nature of the instruments. Restricted cash Restricted cash is comprised of certificates of deposit that are pledged for various letters of credit secured by us and escrow accounts due to acquisitions and divestitures. We deem the carrying value to be a reasonable estimate of fair value due to the nature of these instruments. Long-term debt The fair value of long-term debt was estimated based on the current rates available to us for similar debt of the same remaining maturities and consideration of our default and credit risk. Interest rate swap agreements The fair value of the interest rate swap agreements were estimated based on market-value quotes received from the counterparties to the agreements. The fair values of our financial instruments as of March 31, 2017 are presented in the following table: Fair Value Measurements Using (in thousands) Level 1 Level 2 Level 3 Fair Value Financial Assets: Cash and cash equivalents $ 102,932 $ — $ — $ 102,932 Restricted cash — 17,423 — 17,423 Total Financial Assets $ 102,932 $ 17,423 $ — $ 120,355 Financial Liabilities: Total debt $ — $ 1,605,794 $ — $ 1,605,794 Derivatives: Asset for interest rate swap agreements $ — $ 6,479 $ — $ 6,479 Liability for interest rate swap agreements $ — $ 893 $ — $ 893 The fair values of our financial instruments as of December 31, 2016 are presented in the following table: Fair Value Measurements Using (in thousands) Level 1 Level 2 Level 3 Fair Value Financial Assets: Cash and cash equivalents $ 72,031 $ — $ — $ 72,031 Restricted cash — 17,943 — 17,943 Total Financial Assets $ 72,031 $ 17,943 $ — $ 89,974 Financial Liabilities: Total debt $ — $ 1,622,811 $ — $ 1,622,811 Derivatives: Asset for interest rate swap agreements $ — $ 5,392 $ — $ 5,392 Liability for interest rate swap agreements $ — $ 2,283 $ — $ 2,283 There were no transfers between Level 1, Level 2 or Level 3 securities during the three months ended March 31, 2017 . |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation We currently issue equity awards under the Amended and Restated CoreLogic, Inc. 2011 Performance Incentive Plan, which was initially approved by our stockholders at our Annual Meeting held on May 19, 2011 with an amendment and restatement approved by our stockholders at our Annual Meeting held on July 29, 2014, and a subsequent technical amendment by the Board in December 2016 (the “Plan”). The Plan includes the ability to grant RSUs, PBRSUs and stock options. Prior to the approval of the Plan, we issued share-based awards under the CoreLogic, Inc. 2006 Incentive Plan. The Plan provides for up to 21,909,000 shares of the Company's common stock to be available for award grants. We primarily utilize RSUs and PBRSUs as our share-based compensation instruments for employees and directors. The fair value of any share-based compensation instrument grant is based on the market value of our shares on the date of grant and is recognized as compensation expense over its vesting period. Restricted Stock Units For the three months ended March 31, 2017 and 2016 , we awarded 607,444 and 729,731 RSUs, respectively, with an estimated grant-date fair value of $24.0 million and $24.7 million , respectively. The RSU awards will vest ratably over three years from their grant date. RSU activity for the three months ended March 31, 2017 is as follows: Number of Weighted-Average Grant-Date (in thousands, except weighted-average fair value prices) Shares Fair Value Unvested RSUs outstanding at December 31, 2016 1,555 $ 34.14 RSUs granted 607 $ 39.58 RSUs vested (709 ) $ 33.75 RSUs forfeited (17 ) $ 34.60 Unvested RSUs outstanding at March 31, 2017 1,436 $ 36.62 As of March 31, 2017 , there was $43.8 million of total unrecognized compensation cost related to unvested RSUs that is expected to be recognized over a weighted-average period of 2.3 years . The fair value of RSUs is based on the market value of our common stock on the date of grant. For the three months ended March 31, 2017 , our stock-based expense included $4.2 million from a one-time vesting acceleration in accordance with our Plan. Performance-Based Restricted Stock Units For the three months ended March 31, 2017 and 2016 , we awarded 288,331 and 174,213 PBRSUs, respectively, with an estimated grant-date fair value of $11.5 million and $6.0 million , respectively. These awards are subject to service-based, performance-based and market-based vesting conditions. For PBRSUs awarded during the three months ended March 31, 2017 , the performance period is from January 1, 2017 to December 31, 2019 and the performance metrics are adjusted earnings per share and market-based conditions. Subject to satisfaction of the performance criteria, the 2017 awards will vest on December 31, 2019. The performance period for the PBRSUs awarded during the three months ended March 31, 2016 is from January 1, 2016 to December 31, 2018 and the performance metrics are adjusted earnings per share and market-based conditions. Subject to satisfaction of the performance criteria, the 2016 awards will vest on December 31, 2018. The fair values of the 2017 and 2016 awards were estimated using Monte-Carlo simulation with the following weighted-average assumptions: For the Three Months Ended March 31, 2017 2016 Expected dividend yield — % — % Risk-free interest rate (1) 1.47 % 0.99 % Expected volatility (2) 27.83 % 25.12 % Average total stockholder return (2) 1.46 % (1.23 )% (1) The risk-free interest rate for the periods within the contractual term of the PBRSUs is based on the U.S. Treasury yield curve in effect at the time of the grant. (2) The expected volatility and average total stockholder return are measures of the amount by which a stock price has fluctuated or is expected to fluctuate based primarily on our and our peers' historical data. PBRSU activity for the three months ended March 31, 2017 is as follows: Number of Weighted-Average Grant-Date (in thousands, except weighted-average fair value prices) Shares Fair Value Unvested PBRSUs outstanding at December 31, 2016 738 $ 34.13 PBRSUs granted 288 $ 39.79 PBRSUs vested (227 ) $ 31.90 PBRSUs forfeited (107 ) $ 36.86 Unvested PBRSUs outstanding at March 31, 2017 692 $ 36.19 As of March 31, 2017 , there was $16.0 million of total unrecog n ized compensation cost related to unvested PBRSUs that is expected to be recognized over a weighted-average period of 2.1 years. The fair value of PBRSUs is based on the market value of our common stock on the date of grant. Stock Options Prior to 2015, we issued stock options as incentive compensation for certain employees. Option activity for the three months ended March 31, 2017 is as follows: (in thousands, except weighted-average price) Number of Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Options outstanding at December 31, 2016 1,504 $ 21.22 Options exercised (181 ) $ 25.20 Options outstanding at March 31, 2017 1,323 $ 20.67 3.2 $ 26,529 Options vested and expected to vest at March 31, 2017 1,323 $ 20.68 3.2 $ 26,529 Options exercisable at March 31, 2017 1,322 $ 20.67 3.2 $ 26,519 As of March 31, 2017 , there was $0.1 million of total unrecognized compensation cost related to unvested stock options that is expected to be recognized over a weighted-average period of 30 days . The intrinsic value of options exercised was $2.5 million and $1.9 million for the three months ended March 31, 2017 and 2016 , respectively. This intrinsic value represents the difference between the fair market value of our common stock on the date of exercise and the exercise price of each option. Employee Stock Purchase Plan The employee stock purchase plan allows eligible employees to purchase our common stock at 85.0% of the lesser of the closing price on the first day or the last day of each quarter. Our employee stock purchase plan was approved by our stockholders at our 2012 annual meeting of stockholders and the first offering period commenced in October 2012. We recognized an expense for the amount equal to the estimated fair value of the discount during each offering period. The following table sets forth the stock-based compensation expense recognized for the three months ended March 31, 2017 and 2016 . For the Three Months Ended March 31, (in thousands) 2017 2016 RSUs $ 9,787 $ 7,019 PBRSUs 1,668 1,813 Stock options 138 383 Employee stock purchase plan 574 328 $ 12,167 $ 9,543 The above includes $1.2 million and $1.5 million of stock-based compensation expense within cost of services in the accompanying condensed consolidated statements of operations for the three months ended March 31, 2017 and 2016 , respectively. |
Litigation and Regulatory Conti
Litigation and Regulatory Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation and Regulatory Contingencies | Litigation and Regulatory Contingencies We have been named in various lawsuits and we may from time to time be subject to audit or investigation by governmental agencies. Currently, governmental agencies are auditing or investigating certain of our operations. With respect to matters where we have determined that a loss is both probable and reasonably estimable, we have recorded a liability representing our best estimate of the financial exposure based on known facts. While the ultimate disposition of each such audit, investigation or lawsuit is not yet determinable, we do not believe that the ultimate resolution of these matters, either individually or in the aggregate, will have a material adverse effect on our financial condition, results of operations or cash flows. In addition, we do not believe there is a reasonable possibility that a material loss exceeding amounts already accrued may be incurred. The ability to predict the ultimate outcome of such matters involves judgments, estimates and inherent uncertainties. The actual outcome of such matters could differ materially from management’s estimates. We record expenses for legal fees as incurred. Separation Following the Separation, we are responsible for a portion of FAFC's contingent and other corporate liabilities. In the Separation and Distribution Agreement we entered into in connection with the Separation (the "Separation and Distribution Agreement"), we agreed with FAFC to share equally in the cost of resolution of a small number of corporate-level lawsuits, including certain consolidated securities litigation matters from which we have since been dropped. There were no liabilities incurred in connection with the consolidated securities matters. Responsibility to manage each case has been assigned to either FAFC or us, with the managing party required to update the other party regularly and consult with the other party prior to certain important decisions, such as settlement. The managing party will also have primary responsibility for determining the ultimate total liability, if any, related to the applicable case. We will record our share of any such liability when the responsible party determines a reserve is necessary. At March 31, 2017 , no reserves were considered necessary. In addition, the Separation and Distribution Agreement provides for cross-indemnities principally designed to place financial responsibility for the obligations and liabilities of our predecessor, The First American Corporation's ("FAC") financial services business, with FAFC and financial responsibility for the obligations and liabilities of FAC's information solutions business with us. Specifically, each party will, and will cause its subsidiaries and affiliates to, indemnify, defend and hold harmless the other party, its respective affiliates and subsidiaries and each of its respective officers, directors, employees and agents for any losses arising out of or otherwise in connection with the liabilities each such party assumed or retained pursuant to the Separation and Distribution Agreement; and any breach by such party of the Separation and Distribution Agreement. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions In April 2016, we completed the acquisition of FNC for up to $475.0 million , with $400.0 million in cash paid at closing, subject to certain closing adjustments, and up to $75.0 million to be paid in cash in 2018, contingent upon the achievement of certain revenue targets in fiscal 2017. We fair-valued the contingent payment using the Monte Carlo simulation model and initially recorded $8.0 million as contingent consideration, which was fully reversed as of December 31, 2016. The contingent payment is fair-valued quarterly and changes are recorded within our condensed consolidated statement of operations. See Note 8 - Fair Value of Financial Instruments for further discussion. FNC is a leading provider of real estate collateral information technology and solutions that automates property appraisal ordering, tracking, documentation and review for lender compliance with government regulations and is included as a component of our Property Intelligence ("PI") reporting segment. The acquisition expands our property valuation capabilities. The purchase price was allocated to the assets acquired and liabilities assumed using a variety of valuation techniques including discounted cash flow analysis, which included significant unobservable inputs. The purchase price allocation is subject to change based on our final determination of fair value in connection with intangible assets and working capital matters. We preliminarily recorded a deferred tax liability of $89.7 million , property and equipment of $79.8 million with an estimated average life of 12 years , customer lists of $141.8 million with an estimated average life of 16 years , trade names of $15.9 million with an estimated average life of 19 years , non-compete agreements of $18.8 million with an estimated average life of 5 years , other intangibles of $2.9 million with an estimated average life of 10 years and goodwill of $225.7 million . In December 2016, goodwill was increased by approximately $14.2 million from the initial amount recorded in the second quarter of 2016, as a result of a change in purchase price allocation for certain working capital and tax adjustments. This business combination did not have a material impact on our condensed consolidated statements of operations. In January 2016, we completed the acquisition of the remaining 40% mandatorily redeemable noncontrolling interest in New Zealand-based Property IQ Ltd ("PIQ") for NZD $27.8 million , or $19.0 million , and settled the mandatorily redeemable noncontrolling interest. PIQ is included as a component of our PI reporting segment. We incurred $0.3 million and $1.0 million of acquisition-related costs within selling, general and administrative expenses on our consolidated statements of operations for the three months ended March 31, 2017 and 2016 , respectively. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations In September 2014, we completed the sale of our collateral solutions and field services businesses, which were included in the former reporting segment Asset Management and Processing Solutions ("AMPS"). In September 2012, we completed the wind down of our consumer services business and our appraisal management company business, which were included in our PI and Risk Management and Work Flow ("RMW") segments, respectively. In September 2011, we closed our marketing services business, which was included in our PI segment. In December 2010, we completed the sale of our Employer and Litigation Services businesses ("ELI"). In connection with previous divestitures, we retain the prospect of contingent liabilities for indemnification obligations or breaches of representations or warranties. With respect to one such divestiture, a jury recently returned an unfavorable verdict against a discontinued operating unit that, if upheld on appeal, could result in the reasonable possibility of indemnification exposure up to $25.0 million , including interest. We do not consider this outcome to be probable and intend to vigorously assert our contractual and other rights, including to pursue an appeal to eliminate or substantially reduce any potential post-divestiture contingency. Any actual liability that comes to fruition would be reflected in our results from discontinued operations. Each of these businesses is reflected in our accompanying condensed consolidated financial statements as discontinued operations. For the three months ended March 31, 2017 , we recorded a gain of $4.5 million related to a pre-tax legal settlement in AMPS within our discontinued operations. Summarized below are certain assets and liabilities classified as discontinued operations as of March 31, 2017 and December 31, 2016 : (in thousands) As of March 31, 2017 PI RMW ELI AMPS Total Deferred income tax asset and other current assets $ 325 $ (231 ) $ 205 $ 4,768 $ 5,067 Accounts payable, accrued expenses and other current liabilities $ 220 $ 166 $ 287 $ 2,353 $ 3,026 As of December 31, 2016 Deferred income tax asset and other current assets $ 325 $ (231 ) $ — $ 568 $ 662 Accounts payable, accrued expenses and other current liabilities $ 202 $ 167 $ 624 $ 2,130 $ 3,123 Summarized below are the components of our gain/(loss) from discontinued operations for the three months ended March 31, 2017 and 2016 : (in thousands) For the Three Months Ended March 31, 2017 PI RMW ELI AMPS Total Operating revenue $ — $ — $ — $ — $ — (Loss)/gain from discontinued operations before income taxes — — (121 ) 4,035 3,914 Income tax (benefit)/expense — — (46 ) 1,543 1,497 Gain from discontinued operations, net of tax $ — $ — $ (75 ) $ 2,492 $ 2,417 For the Three Months Ended March 31, 2016 Operating revenue $ — $ — $ — $ — $ — Loss from discontinued operations before income taxes — — — (94 ) (94 ) Income tax benefit — — — (36 ) (36 ) Loss from discontinued operations, net of tax $ — $ — $ — $ (58 ) $ (58 ) |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We have organized our reportable segments into two segments: PI and RMW. Property Intelligence . Our PI segment owns or licenses real property information, mortgage information and consumer information, which includes loan information, property sales and characteristic information, property risk and replacement cost, natural hazard data, geospatial data, parcel maps and mortgage-backed securities information. We have also developed proprietary technology and software platforms to access, automate or track our data and assist our clients with compliance regulations. We deliver this information directly to our clients in a standard format over the web, through customizable software platforms or in bulk data form. Our products and services include data licensing and analytics, data-enabled advisory services, platform solutions and valuation solutions in North America, Western Europe and Asia Pacific. The segment's primary clients are commercial banks, mortgage lenders and brokers, investment banks, fixed-income investors, real estate agents, Multiple Listing Service companies, property and casualty insurance companies, title insurance companies, government agencies and government-sponsored enterprises. The operating results of our PI segment included intercompany revenues of $1.0 million and $1.2 million for the three months ended March 31, 2017 and 2016 , respectively. The segment also included intercompany expenses of $0.7 million and $1.7 million for the three months ended March 31, 2017 and 2016 , respectively. Risk Management and Work Flow. Our RMW segment owns or licenses real property information, mortgage information and consumer information, which includes loan information, property sales and characteristic information, natural hazard data, parcel maps, employment verification, criminal records and eviction records. We have also developed proprietary technology and software platforms to access, automate or track our data and assist our clients with compliance regulations. Our products and services include credit and screening solutions, property tax processing, flood data services and technology solutions in North America. The segment’s primary clients are large, national mortgage lenders and servicers, but we also serve regional mortgage lenders and brokers, credit unions, commercial banks, fixed-income investors, government agencies and casualty insurance companies. The operating results of our RMW segment included intercompany revenues of $0.7 million and $1.7 million for the three months ended March 31, 2017 and 2016 , respectively. The segment also included intercompany expenses of $1.0 million and $1.2 million for the three months ended March 31, 2017 and 2016 , respectively. We also separately report on our corporate and eliminations. Corporate consists primarily of corporate personnel and other expenses associated with our corporate functions and facilities, investment gains and losses, equity in earnings of affiliates, net of tax, and interest expense. It is impracticable to disclose revenues from external clients for each product and service offered. Selected financial information by reportable segment is as follows: (in thousands) For the Three Months Ended March 31, 2017 Operating Revenues Depreciation and Amortization Operating Income/(Loss) Equity in Earnings/(Losses) of Affiliates, Net of Tax Net Income/(Loss) From Continuing Operations Capital Expenditures PI $ 227,417 $ 32,654 $ 10,713 $ (1,086 ) $ 8,854 $ 11,171 RMW 214,104 6,008 42,109 — 42,100 3,041 Corporate — 4,810 (20,259 ) 363 (38,246 ) 2,900 Eliminations (1,670 ) — — — — — Consolidated (excluding discontinued operations) $ 439,851 $ 43,472 $ 32,563 $ (723 ) $ 12,708 $ 17,112 For the Three Months Ended March 31, 2016 PI $ 241,439 $ 27,926 $ 18,080 $ 48 $ 16,687 $ 11,895 RMW 215,019 7,718 52,933 — 52,923 2,335 Corporate (5 ) 4,000 (12,788 ) (138 ) (42,072 ) 4,601 Eliminations (2,910 ) — — — — — Consolidated (excluding discontinued operations) $ 453,543 $ 39,644 $ 58,225 $ (90 ) $ 27,538 $ 18,831 (in thousands) As of As of Assets March 31, 2017 December 31, 2016 PI $ 2,429,392 $ 2,429,167 RMW 1,310,332 1,328,008 Corporate 5,600,913 5,575,846 Eliminations (5,426,101 ) (5,426,149 ) Consolidated (excluding assets of discontinued operations) $ 3,914,536 $ 3,906,872 |
Basis of Condensed Consolidat21
Basis of Condensed Consolidated Financial Statements (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Client Concentration | Client Concentration We generate the majority of our revenues from clients with operations in the U.S. residential real estate, mortgage origination and mortgage servicing markets. Approximately 40% and 43% of our operating revenues for the three months ended March 31, 2017 and 2016 , respectively, were generated from our top ten clients, who consist of the largest U.S. mortgage originators and servicers. One of our clients accounted for approximately 12% of our operating revenues for the three months ended March 31, 2017 . Two of our clients accounted for approximately 14% and 12% of our operating revenues for the three months ended March 31, 2016 . |
Comprehensive Income | Comprehensive Income Comprehensive income includes all changes in equity except those resulting from investments by owners and distributions to owners. Specifically, foreign currency translation adjustments, amounts related to supplemental benefit plans, unrealized gains and losses on interest rate swap transactions and unrealized gains and losses on investment are recorded in other comprehensive income/(loss). |
Schedule of Accumulated Other Comprehensive Loss | The following table shows the components of accumulated other comprehensive loss, net of taxes as of March 31, 2017 and December 31, 2016 : 2017 2016 Cumulative foreign currency translation $ (104,522 ) $ (118,071 ) Cumulative supplemental benefit plans (6,373 ) (6,267 ) Net unrecognized gains on interest rate swap 3,449 1,920 Accumulated other comprehensive loss $ (107,446 ) $ (122,418 ) |
Equity Method Investments, Policy [Policy Text Block] | Investment in Affiliates Investments in affiliates are accounted for under the equity method of accounting when we are deemed to have significant influence over the affiliate but do not control or have a majority voting interest in the affiliate. Investments are carried at the cost of acquisition, including subsequent impairments, capital contributions and loans from us, plus our equity in undistributed earnings or losses since inception of the investment. We recorded equity in losses of affiliates, net of tax of $0.7 million and $0.1 million for the three months ended March 31, 2017 and 2016 , respectively. For the three months ended March 31, 2017 and 2016 , we recorded $2.2 million and $2.5 million , respectively, of operating revenues and $2.8 million and $2.6 million , respectively, of operating expenses related to our investment in affiliates. |
Tax Escrow Disbursement Arrangements | Tax Escrow Disbursement Arrangements We administer tax escrow disbursements as a service to our clients in connection with our property tax processing solutions. These deposits are maintained in segregated accounts for the benefit of our clients. Tax escrow deposits totaled $6.1 billion as of March 31, 2017 and $619.4 million as of December 31, 2016 . Because these deposits are held on behalf of our clients, they are not our funds and, therefore, are not included in the accompanying condensed consolidated balance sheets. These deposits generally remain in the accounts for a period of two to five business days. We earn interest income or earnings credits from these deposits and bear the cost of bank-related fees. Under our contracts with our clients, if we make a payment in error or fail to pay a taxing authority when a payment is due, we could be held liable to our clients for all or part of the financial loss they suffer as a result of our act or omission. We maintained claim reserves relating to incorrect disposition of assets of $20.7 million and $22.2 million as of March 31, 2017 and December 31, 2016 , respectively, which is reflected in our accompanying condensed consolidated balance sheets as a component of other liabilities. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2017, the Financial Accounting Standards Board (“FASB”) provided guidance to improve the presentation of net pension periodic benefit cost. The service cost component of the net periodic benefit cost is to be presented in the same line item as other employee compensation costs arising from services during the period and only the service cost component will be eligible to be capitalized. All the other components will be presented as non-operating components on the income statement. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted and the amendments should be applied retrospectively. We elected early adoption which resulted in the reclassification of net periodic benefit costs totaling $0.8 million and $0.9 million for the three months ended March 31, 2017 and 2016, respectively. In January 2017, the FASB issued guidance that reduces the cost and complexity of accounting for goodwill. An entity will measure impairment by comparing the difference between the carrying amount and the fair value of the reporting unit. To simplify the process, the second step from the goodwill impairment test is eliminated. Entities must disclose the amount of goodwill allocated to each reporting unit with zero or negative carrying amounts and the related reportable segment as the requirement to perform a qualitative assessment for such reporting units has been eliminated. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The guidance is effective prospectively in fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for interim or annual impairment tests performed after January 1, 2017. We elected early adoption of this guidance which did not have a material impact on our consolidated financial statements. In January 2017, the FASB amended guidance on accounting changes and error corrections to require registrants to disclose the effect that recently issued accounting standards including any amendments issued prior to adoption on revenue, leases and credit losses will have on their financial statements in a future period. The guidance is effective immediately and we have disclosed the effects of accounting changes related to recently issued guidance within this footnote. In March 2016, the FASB issued guidance to simplify some provisions in stock-based compensation accounting. The accounting for income taxes requires all excess tax benefits and tax deficiencies to be recognized through income tax expense. The statement of cash flows presentation of excess tax benefits should be classified with other income tax cash flows as an operating activity. An entity may also make an entity-wide election to either continue estimating the number of awards that are expected to vest or account for forfeitures as they occur. The requirements to qualify for equity classification permits tax withholding up to the maximum statutory tax rates in the applicable jurisdictions. Lastly, payments of cash by an employer for tax-withholding purposes, when directly withholding shares, are classified as a financing activity on the statement of cash flows. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We adopted the new guidance in the current quarter which resulted in an income tax benefit of $2.5 million for the quarter ended March 31, 2017. We elected to account for forfeitures as they occur, which resulted in a stock-based compensation true-up of less than $0.1 million for the three months ended March 31, 2017. In March 2016, the FASB issued guidance on equity method accounting related to joint venture investments. The standard eliminates the requirement to retroactively adopt the equity method of accounting as a result of an increase in the level of ownership or degree of influence related to an investment. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The adoption of this guidance did not have a material impact on our consolidated financial statements. In March 2016, the FASB issued guidance on derivatives and hedging. The standard clarifies the four-step decision sequence required for assessing whether contingent put and call options that can speed up the payment for a debt instrument’s principal are clearly and closely related to the debt to which they are attached. The standard also clarifies that provided all other hedge accounting criteria continue to be met, a change in the counterparty to a derivative instrument does not in itself disqualify designation of the hedge. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The adoption of this guidance did not have a material impact on our consolidated financial statements. In May 2014, the FASB issued updated guidance on revenue recognition in order to i) remove inconsistencies in revenue requirements, ii) provide a better framework for addressing revenue issues, iii) improve comparability across entities, industries, etc., iv) provide more useful information through improved disclosures, and v) simplify the preparation of financial statements by reducing the number of requirements to which an entity must refer. Under the amendment, an entity should recognize revenue to depict the transfer of promised goods or services to clients in the amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also specifies the accounting treatment for the incremental costs of obtaining a contract, which would not have been incurred had the contract not been obtained. Further, an entity is required to disclose sufficient information to enable the user of the financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows from contracts with clients. The updated guidance provides two methods of adoption: i) retrospective application to each prior reporting period presented, or ii) recognition of the cumulative effect from the retrospective application at the date of initial application. We elected the modified retrospective approach. As updated by FASB in August 2015, the guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Earlier adoption was permitted for annual reporting periods beginning after December 15, 2016 but we did not elect early adoption. We are analyzing the impact of the updated guidance on our portfolio of contracts across our various revenue streams. Further, we are evaluating the impact to our systems, controls and processes required to support the new accounting and disclosure requirements. We are completing our qualitative assessment and have begun efforts to quantify the financial impact to our consolidated financial statements and conclude on system requirements. Once our evaluation is complete we will further disclose the quantitative impact of adopting the updated guidance. |
Basis of Condensed Consolidat22
Basis of Condensed Consolidated Financial Statements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table shows the components of accumulated other comprehensive loss, net of taxes as of March 31, 2017 and December 31, 2016 : 2017 2016 Cumulative foreign currency translation $ (104,522 ) $ (118,071 ) Cumulative supplemental benefit plans (6,373 ) (6,267 ) Net unrecognized gains on interest rate swap 3,449 1,920 Accumulated other comprehensive loss $ (107,446 ) $ (122,418 ) |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net as of March 31, 2017 and December 31, 2016 consists of the following: (in thousands) 2017 2016 Land $ 7,476 $ 7,476 Buildings 6,506 6,293 Furniture and equipment 81,301 82,195 Capitalized software 874,702 866,398 Leasehold improvements 23,209 29,420 993,194 991,782 Less accumulated depreciation (552,799 ) (542,583 ) Property and equipment, net $ 440,395 $ 449,199 |
Goodwill, Net (Tables)
Goodwill, Net (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | A reconciliation of the changes in the carrying amount of goodwill and accumulated impairment losses, by operating segment and reporting unit, for the three months ended March 31, 2017 , is as follows: (in thousands) PI RMW Consolidated Balance as of January 1, 2017 Goodwill $ 1,189,388 $ 925,392 $ 2,114,780 Accumulated impairment losses (600 ) (6,925 ) (7,525 ) Goodwill, net 1,188,788 918,467 2,107,255 Translation adjustments 8,364 — 8,364 Balance as of March 31, 2017 Goodwill, net $ 1,197,152 $ 918,467 $ 2,115,619 |
Other Intangible Assets, Net (T
Other Intangible Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets by Major Class | Other intangible assets, net consist of the following: March 31, 2017 December 31, 2016 (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Client lists $ 639,479 $ (269,514 ) $ 369,965 $ 637,053 $ (257,787 ) $ 379,266 Non-compete agreements 28,108 (12,233 ) 15,875 28,106 (11,136 ) 16,970 Trade names and licenses 121,626 (41,333 ) 80,293 121,086 (38,409 ) 82,677 $ 789,213 $ (323,080 ) $ 466,133 $ 786,245 $ (307,332 ) $ 478,913 |
Schedule of Expected Amortization Expense | Estimated amortization expense for other intangible assets, net is as follows: (in thousands) Remainder of 2017 $ 41,923 2018 55,215 2019 52,680 2020 50,950 2021 46,994 Thereafter 218,371 $ 466,133 |
Long-Term Debt, Net of Current
Long-Term Debt, Net of Current (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Our long-term debt consists of the following: March 31, 2017 December 31, 2016 (in thousands) Gross Debt Issuance Costs Net Gross Debt Issuance Costs Net Bank debt: Term loan facility borrowings due April 2020, weighted-average interest rate of 2.53% and 2.31% as of March 31, 2017 and December 31, 2016, respectively $ 1,280,938 $ (11,370 ) $ 1,269,568 $ 1,298,125 $ (12,419 ) $ 1,285,706 Revolving line of credit borrowings due April 2020, weighted-average interest rate of 2.53% and 2.31% as of March 31, 2017 and December 31, 2016, respectively 302,000 (4,371 ) 297,629 302,000 (4,761 ) 297,239 Notes: 7.55% senior debentures due April 2028 14,645 (51 ) 14,594 14,645 (52 ) 14,593 Other debt: Various debt instruments with maturities through 2019 4,781 — 4,781 4,509 — 4,509 Total long-term debt 1,602,364 (15,792 ) 1,586,572 1,619,279 (17,232 ) 1,602,047 Less current portion of long-term debt 122,634 — 122,634 105,158 — 105,158 Long-term debt, net of current portion $ 1,479,730 $ (15,792 ) $ 1,463,938 $ 1,514,121 $ (17,232 ) $ 1,496,889 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share Reconciliation | The following is a reconciliation of net income per share: For the Three Months Ended March 31, 2017 2016 (in thousands, except per share amounts) Numerator for basic and diluted net income per share: Net income from continuing operations $ 12,708 $ 27,538 Gain/(loss) from discontinued operations, net of tax 2,417 (58 ) Gain from sale of discontinued operations, net of tax 313 — Net income attributable to CoreLogic $ 15,438 $ 27,480 Denominator: Weighted-average shares for basic income per share 84,432 88,310 Dilutive effect of stock options and restricted stock units 1,909 1,609 Weighted-average shares for diluted income per share 86,341 89,919 Income per share Basic: Net income from continuing operations $ 0.15 $ 0.31 Gain/(loss) from discontinued operations, net of tax 0.03 — Gain from sale of discontinued operations, net of tax — — Net income attributable to CoreLogic $ 0.18 $ 0.31 Diluted: Net income from continuing operations $ 0.15 $ 0.31 Gain/(loss) from discontinued operations, net of tax 0.03 — Gain from sale of discontinued operations, net of tax — — Net income attributable to CoreLogic $ 0.18 $ 0.31 |
Fair Value of Financial Instr28
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The fair values of our financial instruments as of March 31, 2017 are presented in the following table: Fair Value Measurements Using (in thousands) Level 1 Level 2 Level 3 Fair Value Financial Assets: Cash and cash equivalents $ 102,932 $ — $ — $ 102,932 Restricted cash — 17,423 — 17,423 Total Financial Assets $ 102,932 $ 17,423 $ — $ 120,355 Financial Liabilities: Total debt $ — $ 1,605,794 $ — $ 1,605,794 Derivatives: Asset for interest rate swap agreements $ — $ 6,479 $ — $ 6,479 Liability for interest rate swap agreements $ — $ 893 $ — $ 893 The fair values of our financial instruments as of December 31, 2016 are presented in the following table: Fair Value Measurements Using (in thousands) Level 1 Level 2 Level 3 Fair Value Financial Assets: Cash and cash equivalents $ 72,031 $ — $ — $ 72,031 Restricted cash — 17,943 — 17,943 Total Financial Assets $ 72,031 $ 17,943 $ — $ 89,974 Financial Liabilities: Total debt $ — $ 1,622,811 $ — $ 1,622,811 Derivatives: Asset for interest rate swap agreements $ — $ 5,392 $ — $ 5,392 Liability for interest rate swap agreements $ — $ 2,283 $ — $ 2,283 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | RSU activity for the three months ended March 31, 2017 is as follows: Number of Weighted-Average Grant-Date (in thousands, except weighted-average fair value prices) Shares Fair Value Unvested RSUs outstanding at December 31, 2016 1,555 $ 34.14 RSUs granted 607 $ 39.58 RSUs vested (709 ) $ 33.75 RSUs forfeited (17 ) $ 34.60 Unvested RSUs outstanding at March 31, 2017 1,436 $ 36.62 |
Schedule of Share-based Payment Award, Performance-Based Units, Valuation Assumptions | The fair values of the 2017 and 2016 awards were estimated using Monte-Carlo simulation with the following weighted-average assumptions: For the Three Months Ended March 31, 2017 2016 Expected dividend yield — % — % Risk-free interest rate (1) 1.47 % 0.99 % Expected volatility (2) 27.83 % 25.12 % Average total stockholder return (2) 1.46 % (1.23 )% (1) The risk-free interest rate for the periods within the contractual term of the PBRSUs is based on the U.S. Treasury yield curve in effect at the time of the grant. (2) The expected volatility and average total stockholder return are measures of the amount by which a stock price has fluctuated or is expected to fluctuate based primarily on our and our peers' historical data. |
Schedule of Other Share-based Compensation, Activity | PBRSU activity for the three months ended March 31, 2017 is as follows: Number of Weighted-Average Grant-Date (in thousands, except weighted-average fair value prices) Shares Fair Value Unvested PBRSUs outstanding at December 31, 2016 738 $ 34.13 PBRSUs granted 288 $ 39.79 PBRSUs vested (227 ) $ 31.90 PBRSUs forfeited (107 ) $ 36.86 Unvested PBRSUs outstanding at March 31, 2017 692 $ 36.19 |
Schedule of Share-based Compensation, Stock Options, Activity | Option activity for the three months ended March 31, 2017 is as follows: (in thousands, except weighted-average price) Number of Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Options outstanding at December 31, 2016 1,504 $ 21.22 Options exercised (181 ) $ 25.20 Options outstanding at March 31, 2017 1,323 $ 20.67 3.2 $ 26,529 Options vested and expected to vest at March 31, 2017 1,323 $ 20.68 3.2 $ 26,529 Options exercisable at March 31, 2017 1,322 $ 20.67 3.2 $ 26,519 |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | The following table sets forth the stock-based compensation expense recognized for the three months ended March 31, 2017 and 2016 . For the Three Months Ended March 31, (in thousands) 2017 2016 RSUs $ 9,787 $ 7,019 PBRSUs 1,668 1,813 Stock options 138 383 Employee stock purchase plan 574 328 $ 12,167 $ 9,543 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | (in thousands) As of March 31, 2017 PI RMW ELI AMPS Total Deferred income tax asset and other current assets $ 325 $ (231 ) $ 205 $ 4,768 $ 5,067 Accounts payable, accrued expenses and other current liabilities $ 220 $ 166 $ 287 $ 2,353 $ 3,026 As of December 31, 2016 Deferred income tax asset and other current assets $ 325 $ (231 ) $ — $ 568 $ 662 Accounts payable, accrued expenses and other current liabilities $ 202 $ 167 $ 624 $ 2,130 $ 3,123 Summarized below are the components of our gain/(loss) from discontinued operations for the three months ended March 31, 2017 and 2016 : (in thousands) For the Three Months Ended March 31, 2017 PI RMW ELI AMPS Total Operating revenue $ — $ — $ — $ — $ — (Loss)/gain from discontinued operations before income taxes — — (121 ) 4,035 3,914 Income tax (benefit)/expense — — (46 ) 1,543 1,497 Gain from discontinued operations, net of tax $ — $ — $ (75 ) $ 2,492 $ 2,417 For the Three Months Ended March 31, 2016 Operating revenue $ — $ — $ — $ — $ — Loss from discontinued operations before income taxes — — — (94 ) (94 ) Income tax benefit — — — (36 ) (36 ) Loss from discontinued operations, net of tax $ — $ — $ — $ (58 ) $ (58 ) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Selected financial information by reportable segment is as follows: (in thousands) For the Three Months Ended March 31, 2017 Operating Revenues Depreciation and Amortization Operating Income/(Loss) Equity in Earnings/(Losses) of Affiliates, Net of Tax Net Income/(Loss) From Continuing Operations Capital Expenditures PI $ 227,417 $ 32,654 $ 10,713 $ (1,086 ) $ 8,854 $ 11,171 RMW 214,104 6,008 42,109 — 42,100 3,041 Corporate — 4,810 (20,259 ) 363 (38,246 ) 2,900 Eliminations (1,670 ) — — — — — Consolidated (excluding discontinued operations) $ 439,851 $ 43,472 $ 32,563 $ (723 ) $ 12,708 $ 17,112 For the Three Months Ended March 31, 2016 PI $ 241,439 $ 27,926 $ 18,080 $ 48 $ 16,687 $ 11,895 RMW 215,019 7,718 52,933 — 52,923 2,335 Corporate (5 ) 4,000 (12,788 ) (138 ) (42,072 ) 4,601 Eliminations (2,910 ) — — — — — Consolidated (excluding discontinued operations) $ 453,543 $ 39,644 $ 58,225 $ (90 ) $ 27,538 $ 18,831 (in thousands) As of As of Assets March 31, 2017 December 31, 2016 PI $ 2,429,392 $ 2,429,167 RMW 1,310,332 1,328,008 Corporate 5,600,913 5,575,846 Eliminations (5,426,101 ) (5,426,149 ) Consolidated (excluding assets of discontinued operations) $ 3,914,536 $ 3,906,872 |
Basis of Condensed Consolidat32
Basis of Condensed Consolidated Financial Statements (AOCI Table) (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Cumulative foreign currency translation | $ (104,522) | $ (118,071) |
Cumulative supplemental benefit plans | (6,373) | (6,267) |
Net unrecognized losses on interest rate swap | 3,449 | 1,920 |
Accumulated other comprehensive loss | $ (107,446) | $ (122,418) |
Basis of Condensed Consolidat33
Basis of Condensed Consolidated Financial Statements (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)customer | Mar. 31, 2016USD ($)customer | Dec. 31, 2016USD ($) | |
Equity in earnings/(losses) of affiliates, net of tax | $ (723) | $ (90) | |
Revenue from Related Parties | 2,200 | 2,500 | |
Costs and Expenses, Related Party | 2,800 | 2,600 | |
Escrow deposit | 6,100,000 | $ 619,400 | |
Reserves incorrect disposition of assets | 20,700 | $ 22,200 | |
Income Tax Expense (Benefit) | 6,274 | 15,779 | |
Share-based compensation | $ 12,167 | $ 9,543 | |
Minimum [Member] | |||
Escrow deposits, period held by the Company (in business days) | 2 days | ||
Maximum [Member] | |||
Escrow deposits, period held by the Company (in business days) | 5 days | ||
Sales Revenue, Net [Member] | |||
Number of customers | customer | 1 | 2 | |
Ten Largest Clients [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||
Concentration risk, percentage | 40.00% | 43.00% | |
Client A [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||
Concentration risk, percentage | 12.00% | 14.00% | |
Client B [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||
Concentration risk, percentage | 12.00% | ||
Adjustments for New Accounting Pronouncement [Member] | |||
Income Tax Expense (Benefit) | $ 2,500 | ||
Share-based compensation | 100 | ||
New Accounting Pronouncement, Early Adoption, Effect [Member] | Accounting Standards Update 2017-07 [Member] | |||
Defined Benefit Plan, Net Periodic Benefit Cost | $ 800 | $ 900 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 993,194 | $ 991,782 |
Less accumulated depreciation | (552,799) | (542,583) |
Property and equipment, net | 440,395 | 449,199 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 7,476 | 7,476 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 6,506 | 6,293 |
Furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 81,301 | 82,195 |
Capitalized software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 874,702 | 866,398 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 23,209 | $ 29,420 |
Property and Equipment, Net (Na
Property and Equipment, Net (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 20.6 | $ 19.2 |
Goodwill, Net (Details)
Goodwill, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | ||
Goodwill | $ 2,114,780 | |
Accumulated impairment losses | (7,525) | |
Translation adjustments | $ 8,364 | |
Goodwill, net | 2,115,619 | 2,107,255 |
Property Intelligence [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 1,189,388 | |
Accumulated impairment losses | (600) | |
Translation adjustments | 8,364 | |
Goodwill, net | 1,197,152 | 1,188,788 |
Risk Management and Work Flow [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 925,392 | |
Accumulated impairment losses | (6,925) | |
Translation adjustments | 0 | |
Goodwill, net | $ 918,467 | $ 918,467 |
Other Intangible Assets, Net (S
Other Intangible Assets, Net (Schedule of Finite-Lived Intangible Assets by Major Class) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 789,213 | $ 786,245 | |
Less accumulated amortization | (323,080) | (307,332) | |
Total | 466,133 | 478,913 | |
Amortization expense for finite-lived intangible assets | 14,000 | $ 11,700 | |
Client lists [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | 639,479 | 637,053 | |
Less accumulated amortization | (269,514) | (257,787) | |
Total | 369,965 | 379,266 | |
Non-compete agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | 28,108 | 28,106 | |
Less accumulated amortization | (12,233) | (11,136) | |
Total | 15,875 | 16,970 | |
Trade names and licenses [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | 121,626 | 121,086 | |
Less accumulated amortization | (41,333) | (38,409) | |
Total | $ 80,293 | $ 82,677 |
Other Intangible Assets, Net (F
Other Intangible Assets, Net (Finite Lived Intangible Asset Future Amortization Expense) (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | ||
Remainder of 2017 | $ 41,923 | |
2,018 | 55,215 | |
2,019 | 52,680 | |
2,020 | 50,950 | |
2,021 | 46,994 | |
Thereafter | 218,371 | |
Total | $ 466,133 | $ 478,913 |
Long-Term Debt, Net of Curren39
Long-Term Debt, Net of Current (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Apr. 30, 1998 |
Debt Instrument [Line Items] | |||
Gross | $ 1,602,364 | $ 1,619,279 | |
Debt Issuance Costs | (15,792) | (17,232) | |
Net | 1,586,572 | 1,602,047 | |
Less current portion of long-term debt | 122,634 | 105,158 | |
Long-term debt, net of current portion, gross | 1,479,730 | 1,514,121 | |
Long-term debt, net of current portion, debt issuance costs | (15,792) | (17,232) | |
Long-term debt, net of current portion, net | 1,463,938 | 1,496,889 | |
Term loan facility [Member] | Term Loan Due April 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Gross | 1,280,938 | 1,298,125 | |
Debt Issuance Costs | (11,370) | (12,419) | |
Net | $ 1,269,568 | $ 1,285,706 | |
Debt instrument, weighted average interest rate | 2.53% | 2.31% | |
Line of credit [Member] | Revolving line of credit [Member] | |||
Debt Instrument [Line Items] | |||
Gross | $ 302,000 | $ 302,000 | |
Debt Issuance Costs | (4,371) | (4,761) | |
Net | $ 297,629 | $ 297,239 | |
Debt instrument, weighted average interest rate | 2.53% | 2.31% | |
Senior notes [Member] | 7.55% senior debentures due April 2028 [Member] | |||
Debt Instrument [Line Items] | |||
Gross | $ 14,645 | $ 14,645 | |
Debt Issuance Costs | (51) | (52) | |
Net | $ 14,594 | 14,593 | |
Debt instrument, stated interest rate percentage | 7.55% | 7.55% | |
Other debt [Member] | Various debt instruments with maturities through 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Gross | $ 4,781 | 4,509 | |
Debt Issuance Costs | 0 | 0 | |
Net | $ 4,781 | $ 4,509 |
Long-Term Debt, Net of Curren40
Long-Term Debt, Net of Current (Narrative) (Details) - USD ($) | 3 Months Ended | |||||||||
Mar. 31, 2017 | Mar. 31, 2016 | Apr. 30, 2020 | Mar. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jul. 31, 2016 | Dec. 31, 2015 | Apr. 30, 1998 | |
Debt Instrument [Line Items] | ||||||||||
Accrued interest expense | $ 700,000 | $ 800,000 | ||||||||
Market value adjustments on interest rate swap, net of tax | 1,530,000 | $ (2,600,000) | ||||||||
Interest Rate Swap [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Swaps notional amount | $ 500,000,000 | $ 500,000,000 | ||||||||
Swaps fixed interest rate | 1.03% | 1.57% | ||||||||
Asset for interest rate swap agreements | $ 6,479,000 | 5,400,000 | ||||||||
Liability for interest rate swap agreements | 893,000 | $ 2,300,000 | ||||||||
Interest Rate Swap [Member] | Forecast [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Quarterly amortization of interest rate swap notional amount | $ 25,000,000 | $ 25,000,000 | $ 12,500,000 | |||||||
Increase in notional amount | $ 100,000,000 | |||||||||
Remaining notional amount of swaps | $ 275,000,000 | |||||||||
Swap [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Deferred taxes on interest rate swaps | 900,000 | $ (1,700,000) | ||||||||
Term Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit agreement, potential increase to term loan and line of credit | $ 225,000,000 | |||||||||
Term Facility [Member] | Term Loan Due April 2020 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Term facility, maximum borrowing capacity | 1,300,000,000 | |||||||||
Line of credit [Member] | Revolving Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Term facility, maximum borrowing capacity | 550,000,000 | |||||||||
Multicurrency revolving sub-facility | 100,000,000 | |||||||||
Revolving credit facility, letter of credit sub-facility | $ 50,000,000 | |||||||||
Revolving line of credit, remaining borrowing capacity | $ 248,000,000 | |||||||||
Senior notes [Member] | 7.55% senior debentures due April 2028 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | $ 100,000,000 | |||||||||
Debt instrument, stated interest rate percentage | 7.55% | 7.55% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Effective Income Tax Rate [Abstract] | ||
Effective income tax rate, continuing operations | 31.80% | 36.40% |
Income tax of equity in earnings of affiliates | $ (0.4) | $ 0.2 |
Earnings Per Share (Reconciliat
Earnings Per Share (Reconciliation of Net Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Numerator for basic and diluted net (loss)/income per share: | |||
Net income from continuing operations | $ 12,708 | $ 27,538 | |
Loss from discontinued operations, net of tax | 2,417 | (58) | |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 313 | 0 | $ 0 |
Net income/(loss) attributable to CoreLogic | $ 15,438 | $ 27,480 | |
Denominator for basic and diluted net (loss)/income per share: | |||
Weighted-average shares for basic income per share (in shares) | 84,432 | 88,310 | |
Diluted effect of stock options and restricted stock units (in shares) | 1,909 | 1,609 | |
Weighted-average shares for diluted income per share (in shares) | 86,341 | 89,919 | |
Earnings Per Share, Basic | |||
Net income from continuing operations (usd per share) | $ 0.15 | $ 0.31 | |
Income/(loss) from discontinued operations, net of tax (usd per share) | 0.03 | 0 | |
Gain Loss On Sale Of Discontinued Operations Net Of Tax Per Basic Share | 0 | 0 | |
Net income attributable to CoreLogic (usd per share) | 0.18 | 0.31 | |
Earnings Per Share, Diluted | |||
Net income from continuing operations (usd per share) | 0.15 | 0.31 | |
Income/(loss) from discontinued operations, net of tax (usd per share) | 0.03 | 0 | |
Gain Loss On Sale Of Discontinued Operations Net Of Tax Per Diluted Share | 0 | 0 | |
Net income attributable to CoreLogic (usd per share) | $ 0.18 | $ 0.31 |
Earnings Per Share (Antidilutiv
Earnings Per Share (Antidilutive Shares) (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of earnings per share | 0.1 | 0.3 |
Fair Value of Financial Instr44
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value, Measurements, Recurring [Member] | ||
Financial Assets: | ||
Cash and cash equivalents | $ 102,932 | $ 72,031 |
Restricted cash | 17,423 | 17,943 |
Total Financial Assets | 120,355 | 89,974 |
Financial Liabilities: | ||
Total debt | 1,605,794 | 1,622,811 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Financial Assets: | ||
Cash and cash equivalents | 102,932 | 72,031 |
Restricted cash | 0 | 0 |
Total Financial Assets | 102,932 | 72,031 |
Financial Liabilities: | ||
Total debt | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Financial Assets: | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 17,423 | 17,943 |
Total Financial Assets | 17,423 | 17,943 |
Financial Liabilities: | ||
Total debt | 1,605,794 | 1,622,811 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Financial Assets: | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total Financial Assets | 0 | 0 |
Financial Liabilities: | ||
Total debt | 0 | 0 |
Interest Rate Swap [Member] | ||
Derivative Instruments and Hedging Disclosure: | ||
Asset for interest rate swap agreements | 6,479 | 5,400 |
Liability for interest rate swap agreements | 893 | 2,300 |
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | ||
Derivative Instruments and Hedging Disclosure: | ||
Asset for interest rate swap agreements | 6,479 | 5,392 |
Liability for interest rate swap agreements | 893 | 2,283 |
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Derivative Instruments and Hedging Disclosure: | ||
Asset for interest rate swap agreements | 0 | 0 |
Liability for interest rate swap agreements | 0 | 0 |
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivative Instruments and Hedging Disclosure: | ||
Asset for interest rate swap agreements | 5,392 | |
Liability for interest rate swap agreements | 2,283 | |
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Derivative Instruments and Hedging Disclosure: | ||
Asset for interest rate swap agreements | 0 | 0 |
Liability for interest rate swap agreements | $ 0 | $ 0 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Jul. 29, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award Accelerated Compensation Cost | $ 4,200 | ||
Employee stock purchase plan, percent of stock price at closing date | 85.00% | ||
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Units granted during the period (in units) | 607,444 | 729,731 | |
Estimated grant-date fair value | $ 24,000 | $ 24,700 | |
Award vesting period in years | 3 years | ||
Unrecognized compensation cost | $ 43,800 | ||
Period of recognition for unrecognized compensation cost in years | 2 years 3 months 21 days | ||
Stock-based compensation expense | $ 9,787 | $ 7,019 | |
PBRSU [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Units granted during the period (in units) | 288,331 | 174,213 | |
Estimated grant-date fair value | $ 11,500 | $ 6,000 | |
Unrecognized compensation cost | $ 16,000 | ||
Period of recognition for unrecognized compensation cost in years | 2 years 1 month 2 days | ||
Stock-based compensation expense | $ 1,668 | 1,813 | |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ 100 | ||
Period of recognition for unrecognized compensation cost in years | 30 days | ||
Intrinsic value of options exercised | $ 2,500 | 1,900 | |
Stock-based compensation expense | 138 | 383 | |
CoreLogic 2011 Performance Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares available for grant (in shares) | 21,909,000 | ||
Cost of Services [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 1,200 | $ 1,500 |
Stock-Based Compensation (Restr
Stock-Based Compensation (Restricted Stock Units) (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Number of Shares | ||
Outstanding, Beginning of Period (in units) | 1,555,000 | |
Granted (in units) | 607,444 | 729,731 |
Vested (in units) | (709,000) | |
Forfeited (in units) | (17,000) | |
Outstanding, End of Period (in units) | 1,436,000 | |
Weighted Average Grant Date Fair Value | ||
Unvested units outstanding, Beginning Balance (usd per unit) | $ 34.14 | |
Granted (usd per unit) | 39.58 | |
Vested (usd per unit) | 33.75 | |
Forfeited (usd per unit) | 34.60 | |
Unvested units outstanding, Ending Balance (usd per unit) | $ 36.62 |
Stock-Based Compensation (PBRSU
Stock-Based Compensation (PBRSU Weighted Average Assumptions) (Details) - PBRSU [Member] | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0.00% | 0.00% | |
Risk-free interest rate | [1] | 1.47% | 0.99% |
Expected volatility | [2] | 27.83% | 25.12% |
Average total stockholder return | [2] | 1.46% | (1.23%) |
[1] | The risk-free interest rate for the periods within the contractual term of the PBRSUs is based on the U.S. Treasury yield curve in effect at the time of the grant. | ||
[2] | The expected volatility and average total stockholder return are measures of the amount by which a stock price has fluctuated or is expected to fluctuate based primarily on our and our peers' historical data. |
Stock-Based Compensation (PBR48
Stock-Based Compensation (PBRSU) (Details) - PBRSU [Member] - $ / shares | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Number of Shares | |||
Number of units unvested (in units) | 692,000 | 738,000 | |
Granted (in units) | 288,331 | 174,213 | |
Vested (in units) | 227,000 | ||
Forfeited (in units) | (107,000) | ||
Weighted Average Grant Date Fair Value | |||
Unvested units outstanding, Beginning Balance (usd per unit) | $ 34.13 | ||
Granted (usd per unit) | 39.79 | ||
Vested (usd per unit) | 31.90 | ||
Forfeited (usd per unit) | 36.86 | ||
Unvested units outstanding, Ending Balance (usd per unit) | $ 36.19 |
Stock-Based Compensation (Optio
Stock-Based Compensation (Options) (Details) - Stock Options [Member] $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Number of Shares | |
Options outstanding, beginning balance (in shares) | shares | 1,504 |
Options exercised (in shares) | shares | (181) |
Options outstanding, ending balance (in shares) | shares | 1,323 |
Options vested and expected to vest, outstanding (in shares) | shares | 1,323 |
Options exercisable, end of period (in shares) | shares | 1,322 |
Weighted-Average Exercise Price | |
Options outstanding, beginning balance (usd per share) | $ / shares | $ 21.22 |
Options exercised (usd per share) | $ / shares | 25.20 |
Options outstanding, ending balance (usd per share) | $ / shares | 20.67 |
Options vested and expected to vest (usd per share) | $ / shares | 20.68 |
Options exercisable, end of period (usd per share) | $ / shares | $ 20.67 |
Aggregate Intrinsic Value | |
Options outstanding, Aggregate Intrinsic Value | $ | $ 26,529 |
Options vested and expected to vest, Aggregate Intrinsic Value | $ | 26,529 |
Options exercisable, Aggregate Intrinsic Value | $ | $ 26,519 |
Weighted Average Remaining Contractual Term | |
Options outstanding, Weighted Average Remaining Contractual Term (in years) | 3 years 2 months 26 days |
Options vested and expected to vest, Weighted Average Remaining Contractual Term (in years) | 3 years 2 months 26 days |
Option exercisable, Weighted Average Remaining Contractual Term (in years) | 3 years 2 months 25 days |
Stock-Based Compensation (Compe
Stock-Based Compensation (Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation | $ 12,167 | $ 9,543 |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 9,787 | 7,019 |
PBRSU [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,668 | 1,813 |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 138 | 383 |
Employee Stock Purchase Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 574 | $ 328 |
Litigation and Regulatory Con51
Litigation and Regulatory Contingencies (Details) | Mar. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Loss contingency accrual | $ 0 |
Acquisitions (Details)
Acquisitions (Details) NZD in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | ||||
Apr. 30, 2016USD ($) | Dec. 31, 2012USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Jan. 31, 2016USD ($) | Jan. 31, 2016NZD | |
Business Acquisition [Line Items] | ||||||
Acquisition-related costs | $ 0.3 | $ 1 | ||||
FNC, Inc. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid at closing in acquisition | $ 400 | |||||
Contingent consideration | 8 | |||||
Deferred tax liability acquired | 89.7 | |||||
FNC, Inc. [Member] | Property Intelligence [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill acquired | 225.7 | |||||
Goodwill increase as a result of change in purchase price allocation | $ 14.2 | |||||
FNC, Inc. [Member] | Property and equipment [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Property and equipment acquired | $ 79.8 | |||||
Estimated average life in years | 12 years | |||||
FNC, Inc. [Member] | Client lists [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated average life in years | 16 years | |||||
Finite-lived intangible assets acquired | $ 141.8 | |||||
FNC, Inc. [Member] | Trade names [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated average life in years | 19 years | |||||
Finite-lived intangible assets acquired | $ 15.9 | |||||
FNC, Inc. [Member] | Non-compete agreements [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated average life in years | 5 years | |||||
Finite-lived intangible assets acquired | $ 18.8 | |||||
FNC, Inc. [Member] | Other Intangible Assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated average life in years | 10 years | |||||
Finite-lived intangible assets acquired | $ 2.9 | |||||
FNC, Inc. [Member] | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration transferred | 475 | |||||
Certain closing adjustments to be paid | $ 75 | |||||
PIQ Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Remaining equity interest acquired | 40.00% | 40.00% | ||||
Mandatorily redeemable noncontrolling interests | $ 19 | NZD 27.8 |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Possible indemnification exposure, maximum | $ 25,000 | ||
Deferred income tax asset and other current assets | 5,067 | $ 662 | |
Loss from discontinued operations, net of tax | 2,417 | $ (58) | |
Proceeds from Legal Settlements | $ 4,500 |
Discontinued Operations (Financ
Discontinued Operations (Financial Statement Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | |
Income Statement [Abstract] | |||
Gain from discontinued operations, net of tax | $ 2,417 | $ (58) | |
Statement of Financial Position [Abstract] | |||
Deferred income tax asset and other current assets | 5,067 | $ 662 | |
Discontinued Operations, Disposed of by Sale [Member] | Components Total [Member] | |||
Income Statement [Abstract] | |||
Operating revenue | 0 | 0 | |
(Loss)/gain from discontinued operations before income taxes | 3,914 | (94) | |
Income tax (benefit)/expense | 1,497 | (36) | |
Gain from discontinued operations, net of tax | 2,417 | (58) | |
Statement of Financial Position [Abstract] | |||
Deferred income tax asset and other current assets | 5,067 | 662 | |
Accounts payable, accrued expenses and other current liabilities | 3,026 | 3,123 | |
Discontinued Operations, Disposed of by Sale [Member] | Asset Management and Processing Solutions [Member] | Asset Management and Processing Solutions [Member] | |||
Income Statement [Abstract] | |||
Operating revenue | 0 | 0 | |
(Loss)/gain from discontinued operations before income taxes | 4,035 | (94) | |
Income tax (benefit)/expense | 1,543 | (36) | |
Gain from discontinued operations, net of tax | 2,492 | (58) | |
Statement of Financial Position [Abstract] | |||
Deferred income tax asset and other current assets | 4,768 | 568 | |
Accounts payable, accrued expenses and other current liabilities | 2,353 | 2,130 | |
Discontinued Operations, Disposed of by Sale [Member] | Employer And Litigation Services [Member] | Employer And Litigation Services [Member] | |||
Income Statement [Abstract] | |||
Operating revenue | 0 | 0 | |
(Loss)/gain from discontinued operations before income taxes | (121) | 0 | |
Income tax (benefit)/expense | (46) | 0 | |
Gain from discontinued operations, net of tax | (75) | 0 | |
Statement of Financial Position [Abstract] | |||
Deferred income tax asset and other current assets | 205 | 0 | |
Accounts payable, accrued expenses and other current liabilities | 287 | 624 | |
Discontinued Operations, Disposed of by Sale [Member] | Discontinued Operations Appraisal [Member] | Risk Management and Work Flow [Member] | |||
Income Statement [Abstract] | |||
Operating revenue | 0 | 0 | |
(Loss)/gain from discontinued operations before income taxes | 0 | 0 | |
Income tax (benefit)/expense | 0 | 0 | |
Gain from discontinued operations, net of tax | 0 | 0 | |
Statement of Financial Position [Abstract] | |||
Deferred income tax asset and other current assets | (231) | (231) | |
Accounts payable, accrued expenses and other current liabilities | 166 | 167 | |
Discontinued Operations, Disposed of by Sale [Member] | Discontinued Operations Marketing [Member] | Property Intelligence [Member] | |||
Income Statement [Abstract] | |||
Operating revenue | 0 | 0 | |
(Loss)/gain from discontinued operations before income taxes | 0 | 0 | |
Income tax (benefit)/expense | 0 | 0 | |
Gain from discontinued operations, net of tax | 0 | 0 | |
Statement of Financial Position [Abstract] | |||
Deferred income tax asset and other current assets | 325 | 325 | |
Accounts payable, accrued expenses and other current liabilities | $ 220 | $ 202 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2017USD ($)segment | Mar. 31, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of reportable segments | segment | 2 | |
Operating Segments [Member] | Property Intelligence [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment reporting intercompany revenue | $ 1 | $ 1.2 |
Segment reporting intercompany expense | 0.7 | 1.7 |
Operating Segments [Member] | Risk Management and Work Flow [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment reporting intercompany revenue | 0.7 | 1.7 |
Segment reporting intercompany expense | $ 1 | $ 1.2 |
Segment Information (Financial
Segment Information (Financial Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Operating Revenues | $ 439,851 | $ 453,543 | |
Depreciation and Amortization | 43,472 | 39,644 | |
Operating Income/(Loss) | 32,563 | 58,225 | |
Equity in Earnings/(Losses) of Affiliates, Net of Tax | (723) | (90) | |
Net Income/(Loss) From Continuing Operations | 12,708 | 27,538 | |
Capital Expenditures | 17,112 | 18,831 | |
Assets | 3,914,536 | $ 3,906,872 | |
Operating Segments [Member] | Property Intelligence [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenues | 227,417 | 241,439 | |
Depreciation and Amortization | 32,654 | 27,926 | |
Operating Income/(Loss) | 10,713 | 18,080 | |
Equity in Earnings/(Losses) of Affiliates, Net of Tax | (1,086) | 48 | |
Net Income/(Loss) From Continuing Operations | 8,854 | 16,687 | |
Capital Expenditures | 11,171 | 11,895 | |
Assets | 2,429,392 | 2,429,167 | |
Operating Segments [Member] | Risk Management and Work Flow [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenues | 214,104 | 215,019 | |
Depreciation and Amortization | 6,008 | 7,718 | |
Operating Income/(Loss) | 42,109 | 52,933 | |
Equity in Earnings/(Losses) of Affiliates, Net of Tax | 0 | 0 | |
Net Income/(Loss) From Continuing Operations | 42,100 | 52,923 | |
Capital Expenditures | 3,041 | 2,335 | |
Assets | 1,310,332 | 1,328,008 | |
Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenues | 0 | (5) | |
Depreciation and Amortization | 4,810 | 4,000 | |
Operating Income/(Loss) | (20,259) | (12,788) | |
Equity in Earnings/(Losses) of Affiliates, Net of Tax | 363 | (138) | |
Net Income/(Loss) From Continuing Operations | (38,246) | (42,072) | |
Capital Expenditures | 2,900 | 4,601 | |
Assets | 5,600,913 | 5,575,846 | |
Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenues | (1,670) | (2,910) | |
Depreciation and Amortization | 0 | 0 | |
Operating Income/(Loss) | 0 | 0 | |
Equity in Earnings/(Losses) of Affiliates, Net of Tax | 0 | 0 | |
Net Income/(Loss) From Continuing Operations | 0 | 0 | |
Capital Expenditures | 0 | $ 0 | |
Assets | $ (5,426,101) | $ (5,426,149) |