Tivity Health (TVTY) 10-Q9 May 142014 Q1 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
Document and Entity Information	Mar. 31, 2014	5-May-14
Document and Entity Information [Abstract]	'	'
Entity Registrant Name	'Healthways, Inc.	'
Entity Central Index Key	'0000704415	'
Current Fiscal Year End Date	'--12-31	'
Entity Well-known Seasoned Issuer	'No	'
Entity Voluntary Filers	'No	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	35,272,245
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q1	'
Document Type	'10-Q	'
Amendment Flag	'false	'
Document Period End Date	31-Mar-14	'

CONSOLIDATED_BALANCE_SHEETS_Un

CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Current assets:	'	'
Cash and cash equivalents	$2,158	$2,584
Accounts receivable, net	113,007	89,484
Prepaid expenses	13,979	9,228
Other current assets	6,527	6,857
Income taxes receivable	3,941	1,402
Deferred tax asset	9,598	9,667
Total current assets	149,210	119,222
Property and equipment:	'	'
Leasehold improvements	37,559	37,463
Computer equipment and related software	296,281	290,392
Furniture and office equipment	23,004	22,881
Capital projects in process	32,880	25,228
Property and equipment, gross	389,724	375,964
Less accumulated depreciation	-228,264	-217,766
Property and equipment, net	161,460	158,198
Other assets	61,011	53,629
Intangible assets, net	76,592	79,162
Goodwill, net	338,800	338,800
Total assets	787,073	749,011
Current liabilities:	'	'
Accounts payable	40,257	33,125
Accrued salaries and benefits	14,159	20,157
Accrued liabilities	51,894	32,065
Deferred revenue	6,077	4,496
Contract billings in excess of earned revenue	20,187	17,411
Current portion of long-term debt	16,230	14,340
Current portion of long-term liabilities	1,956	2,822
Total current liabilities	150,760	124,416
Long-term debt	246,692	237,582
Long-term deferred tax liability	29,973	33,320
Other long-term liabilities	64,779	51,003
Stockholders' equity:	'	'
Preferred stock $.001 par value, 5,000,000 shares authorized, none outstanding	0	0
Common stock $.001 par value, 120,000,000 shares authorized, 35,223,754 and 35,107,303 shares outstanding, respectively	35	35
Additional paid-in capital	284,676	283,244
Retained earnings	38,404	48,000
Treasury stock, at cost, 2,254,953 shares in treasury	-28,182	-28,182
Accumulated other comprehensive loss	-64	-407
Total stockholders' equity	294,869	302,690
Total liabilities and stockholders' equity	$787,073	$749,011

CONSOLIDATED_BALANCE_SHEETS_Un1

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Stockholders' equity:	'	'
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares authorized (in shares)	120,000,000	120,000,000
Common stock, shares outstanding (in shares)	35,223,754	35,107,303
Treasury stock (in shares)	2,254,953	2,254,953

CONSOLIDATED_STATEMENTS_OF_COM

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2014		Mar. 31, 2013
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) [Abstract]	'		'
Revenues	$176,777		$165,165
Cost of services (exclusive of depreciation and amortization of $9,372, and $8,825, respectively, included below)	148,148		141,257
Selling, general and administrative expenses	16,431		13,098
Depreciation and amortization	13,336		13,533
Legal settlement charges	9,363		0
Operating loss	-10,501		-2,723
Interest expense	4,383		3,321
Loss before income taxes	-14,884		-6,044
Income tax benefit	-5,288		-2,095
Net loss	-9,596		-3,949
Loss per share:	'		'
Basic (in dollars per share)	($0.27)		($0.12)
Diluted (in dollars per share)	($0.27)	[1]	($0.12)	[1]
Comprehensive loss	($9,253)		($3,751)
Weighted average common shares and equivalents:	'		'
Basic (in shares)	35,151		34,018
Diluted (in shares)	35,151	[1]	34,018	[1]

[1]	The assumed exercise of stock-based compensation awards for the three months ended March 31, 2014 and 2013 was not considered because the impact would be anti-dilutive.

CONSOLIDATED_STATEMENTS_OF_COM1

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) (Parenthetical) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) [Abstract]	'	'
Cost of services, depreciation and amortization	$9,372	$8,825

CONSOLIDATED_STATEMENT_OF_CHAN

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) (USD $)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Loss [Member]	Total
In Thousands, unless otherwise specified	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Loss [Member]	Total
Balance at Dec. 31, 2013	$0	$35	$283,244	$48,000	($28,182)	($407)	$302,690
Increase (Decrease) in Stockholders' Equity [Roll Forward]	'	'	'	'	'	'	'
Comprehensive income (loss)	0	0	0	-9,596	0	343	-9,253
Exercise of stock options	0	0	163	0	0	0	163
Tax effect of stock options and restricted stock units	0	0	-430	0	0	0	-430
Share-based employee compensation expense	0	0	1,699	0	0	0	1,699
Balance at Mar. 31, 2014	$0	$35	$284,676	$38,404	($28,182)	($64)	$294,869

CONSOLIDATED_STATEMENTS_OF_CAS

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Cash flows from operating activities:	'	'
Net income (loss)	($9,596)	($3,949)
Adjustments to reconcile net loss to net cash flows provided by (used in) operating activities, net of business acquisitions:	'	'
Depreciation and amortization	13,336	13,533
Amortization of deferred loan costs	463	235
Amortization of debt discount	1,630	0
Share-based employee compensation expense	1,699	1,537
Excess tax benefits from share-based payment arrangements	-230	-137
(Increase) decrease in accounts receivable, net	-23,190	15,936
Increase in other current assets	-711	-128
Increase in accounts payable	7,436	77
Decrease in accrued salaries and benefits	-6,584	-7,193
Increase in other current liabilities	18,387	6,969
Other	6,469	-851
Net cash flows provided by operating activities	9,109	26,029
Cash flows from investing activities:	'	'
Acquisition of property and equipment	-10,566	-11,264
Other	-1,910	-1,918
Net cash flows used in investing activities	-12,476	-13,182
Cash flows from financing activities:	'	'
Proceeds from issuance of long-term debt	107,225	105,200
Payments of long-term debt	-103,335	-127,078
Deferred loan costs	-60	-744
Excess tax benefits from share-based payment arrangements	230	137
Exercise of stock options	163	360
Change in outstanding checks and other	-1,589	10,257
Net cash flows provided by (used in) financing activities	2,634	-11,868
Effect of exchange rate changes on cash	307	-354
Net (decrease) increase in cash and cash equivalents	-426	625
Cash and cash equivalents, beginning of period	2,584	1,759
Cash and cash equivalents, end of period	2,158	2,384
Noncash Activities:	'	'
Assets acquired through capital lease obligation	$5,479	$0

Basis_of_Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2014
Basis of Presentation [Abstract]	'
Basis of Presentation	'
	-1	Basis of Presentation

	Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"). In our opinion, the accompanying consolidated financial statements of Healthways, Inc. and its wholly-owned subsidiaries (collectively, "Healthways," the "Company," or such terms as "we," "us," or "our") reflect all adjustments consisting of normal, recurring accruals necessary for a fair presentation.

	We have omitted certain financial information that is normally included in financial statements prepared in accordance with U.S. GAAP but that is not required for interim reporting purposes. You should read the accompanying consolidated financial statements in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013.

Recent_Accounting_Standards

Recent Accounting Standards	3 Months Ended
	Mar. 31, 2014
Recent Accounting Standards [Abstract]	'
Recent Accounting Standards	'
	-2	Recent Accounting Standards

	In July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-11, "Income Taxes (Topic 740)—Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists," which requires an entity to present in the financial statements an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset resulting from a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. However, when the above situation is not available at the reporting date or the tax law of the applicable jurisdiction does not require the entity to use the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. ASU No. 2013-11 is effective prospectively for reporting periods beginning after December 15, 2013. We adopted this standard for the interim period beginning January 1, 2014. The adoption of this standard did not have a material impact on our consolidated results of operations, financial position, cash flows, or notes to the consolidated financial statements.

ShareBased_Compensation

Share-Based Compensation	3 Months Ended
Share-Based Compensation	Mar. 31, 2014
Share-Based Compensation [Abstract]	'
Share-Based Compensation	'
	-3	Share-Based Compensation

	We have several stockholder-approved stock incentive plans for our employees and directors. We currently have three types of share-based awards outstanding under these plans: stock options, restricted stock units, and restricted stock. We believe that such awards align the interests of our employees and directors with those of our stockholders.

	For the three months ended March 31, 2014 and 2013, we recognized share-based compensation costs of $1.7 million and $1.5 million, respectively.

	A summary of our stock options as of March 31, 2014 and changes during the three months then ended is presented below:

				Shares		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term		Aggregate Intrinsic Value
				(000s)		Weighted-Average Exercise Price		(years)		($000s)
	Options
	Outstanding at January 1, 2014			4,325		$	15.09
	Granted			15			16.01
	Exercised			(29	)		10.81
	Forfeited			(33	)		11.57
	Expired			(19	)		31.74
	Outstanding at March 31, 2014			4,259			15.07		6.22		$	19,083
	Exercisable at March 31, 2014			2,447		$	17.84		4.79		$	8,524
	The weighted-average grant-date fair value of options granted during the three months ended March 31, 2014 was $8.80.

	The following table shows a summary of our restricted stock and restricted stock units ("nonvested shares") as of March 31, 2014, as well as activity during the three months then ended:


	Nonvested Shares		Shares			Weighted-Average Grant Date Fair Value
	Nonvested Shares		(000s)			Weighted-Average Grant Date Fair Value
	Nonvested at January 1, 2014			841		$	10.44
	Granted			—			—
	Vested			(122	)		10.59
	Forfeited			(14	)		10.64
	Nonvested at March 31, 2014			705		$	10.42

Income_Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2014
Income Taxes [Abstract]	'
Income Taxes	'
	-4	Income Taxes

	Our effective tax benefit rate remained relatively consistent at approximately 36% for the three months ended March 31, 2014 compared to approximately 35% for the three months ended March 31, 2013.

	We file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. Tax years remaining subject to examination in these major jurisdictions include 2010 to present.

LongTerm_Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2014
Long-Term Debt [Abstract]	'
Long-Term Debt	'
	-5	Long-Term Debt

	1.50% Cash Convertible Senior Notes Due 2018

	On July 16, 2013, we issued $150.0 million aggregate principal amount of cash convertible senior notes due 2018 (the "Cash Convertible Notes"), which bear interest at a rate of 1.50% per year, payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2014. The Cash Convertible Notes will mature on July 1, 2018, unless earlier repurchased or converted into cash in accordance with their terms prior to such date. The Cash Convertible Notes are convertible into cash based on the conversion rate set forth below and are not convertible into our common stock or any other securities under any circumstances. The initial cash conversion rate is 51.38 shares of our common stock per $1,000 principal amount of Cash Convertible Notes (equivalent to an initial conversion price of approximately $19.46 per share of common stock). The Cash Convertible Notes are our senior unsecured obligations and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the Cash Convertible Notes. As a result of this transaction, we recognized deferred loan costs of approximately $3.9 million, which are being amortized over the term of the Cash Convertible Notes using the effective interest method.

	The cash conversion feature of the Cash Convertible Notes (the "Cash Conversion Derivative") requires bifurcation from the Cash Convertible Notes in accordance with FASB Accounting Standards Codification ("ASC") Topic 815, Derivatives and Hedging, and is recorded in other long-term liabilities as a derivative liability and carried at fair value. The fair value of the Cash Conversion Derivative at the time of issuance of the Cash Convertible Notes was $36.8 million, which was recorded as a debt discount for purposes of accounting for the debt component of the Cash Convertible Notes. The debt discount will be amortized over the term of the Cash Convertible Notes using the effective interest method. For the three months ended March 31, 2014, we recorded $1.6 million of interest expense related to the amortization of the debt discount based upon an effective interest rate of 5.7%.

	In connection with the issuance of the Cash Convertible Notes, we entered into privately negotiated convertible note hedge transactions (the "Cash Convertible Notes Hedges"), which are cash-settled and are intended to reduce our exposure to potential cash payments that we would be required to make if holders elect to convert the Cash Convertible Notes at a time when our stock price exceeds the conversion price. The initial cost of the Cash Convertible Notes Hedges was $36.8 million. The Cash Convertible Notes Hedges are recorded in other assets as a derivative asset under FASB ASC Topic 815 and are carried at fair value. See Note 7 for additional information regarding the Cash Convertible Notes Hedges and the Cash Conversion Derivative and their fair values as of March 31, 2014.

	In July 2013, we also sold separate privately negotiated warrants (the "Warrants") initially relating, in the aggregate, to a notional number of shares of our common stock underlying the Cash Convertible Notes Hedges. The Warrants have an initial strike price of $25.95 per share, which effectively increases the conversion price of the Notes to a 60% premium to our stock price on July 1, 2013. The Warrants will be net share settled by issuing a number of shares of our common stock per Warrant corresponding to the excess of the market price per share of our common stock (as measured on each warrant exercise date under the terms of the Warrants) over the applicable strike price of the Warrants. The Warrants meet the definition of derivatives under the guidance in ASC Topic 815; however, because these instruments have been determined to be indexed to our own stock and meet the criteria for equity classification under ASC Topic 815-40, the Warrants have been accounted for as an adjustment to our additional paid-in-capital.


	If the market value per share of our common stock exceeds the strike price of the Warrants, the Warrants will have a dilutive effect on net income per share, and the "treasury stock" method will be used in calculating the dilutive effect on earnings per share.

	CareFirst Convertible Note

	On October 1, 2013, we entered into an Investment Agreement (the "Investment Agreement") with CareFirst Holdings, LLC ("CareFirst"), which is in addition to certain existing commercial agreements between us and CareFirst (the "Commercial Agreements"). Pursuant to the Investment Agreement, we issued to CareFirst a convertible subordinated promissory note in the aggregate original principal amount of $20 million (the "CareFirst Convertible Note") for a purchase price of $20 million. The CareFirst Convertible Note bears interest at a rate of 4.75% per year, payable quarterly in arrears on March 31, June 30, September 30 and December 31 of each calendar year, beginning on December 31, 2013. The CareFirst Convertible Note may be prepaid only under limited circumstances and upon the terms and conditions specified therein. If the CareFirst Convertible Note has not been fully converted or redeemed in accordance with its terms, it will mature on October 1, 2019. The CareFirst Convertible Note is subordinate in right of payment to the prior payment in full of (a) all of our indebtedness under the Fifth Amended Credit Agreement (as defined below), and (b) any other of our senior debt, which currently includes only the Cash Convertible Notes.

	The CareFirst Convertible Note is convertible into shares of our common stock at the conversion rate determined by dividing (a) the sum of the portion of the principal to be converted and accrued and unpaid interest with respect to such principal by (b) the conversion price equal to $22.41 per share of our common stock. The conversion price is subject to adjustment for stock splits, stock dividends, recapitalizations, reorganizations, reclassifications and similar events.

	CareFirst has an opportunity to earn warrants to purchase shares of our common stock ("CareFirst Warrants") based on achievement of certain quarterly thresholds (the "Revenue Thresholds") for revenue derived from both the Commercial Agreements and from new business to us from third parties as a result of an introduction or referral to us by CareFirst (collectively, the "Quarterly Revenue"). If the Quarterly Revenue is greater than or equal to the applicable Revenue Threshold for any quarter ending on or prior to September 30, 2017, then we will issue to CareFirst a certain number of warrants exercisable for the number of shares of our common stock ("CareFirst Warrant Shares") determined in accordance with the terms of the Investment Agreement unless (i) CareFirst elects to receive a cash payment in accordance with the terms of the Investment Agreement or (ii) there is a change of control. The aggregate number of CareFirst Warrant Shares in any single 12-month period beginning on October 1, 2013 cannot exceed 400,000, and the aggregate number of CareFirst Warrant Shares issuable pursuant to the Investment Agreement cannot exceed 1,600,000. If issued, the CareFirst Warrants will have a dilutive effect on net income per share, and the "treasury stock" method will be used in calculating the dilutive effect on earnings per share.

	Also on October 1, 2013, in connection with the execution of the Investment Agreement, we entered into a Registration Rights Agreement with CareFirst, pursuant to which we agreed to use commercially reasonable efforts to cause any registration statement covering an underwritten offering of our common stock for our own account or for the account of any holder of our common stock (other than a registration statement on Form S-4 or Form S-8 or any successor thereto) to include those registrable common shares that any holder of such registrable common shares has requested to be registered.

	The term of the Investment Agreement expires on the earlier of (a) December 31, 2017 and (b) the first date on which no Commercial Agreement is in effect.

	Credit Facility

	On June 8, 2012, we entered into the Fifth Amended and Restated Revolving Credit and Term Loan Agreement (as amended, the "Fifth Amended Credit Agreement"). The Fifth Amended Credit Agreement provides us with a $200.0 million revolving credit facility that expires on June 8, 2017 and includes a swingline sub facility of $20.0 million and a $75.0 million sub facility for letters of credit. The Fifth Amended Credit Agreement also provides a $200.0 million term loan facility that matures on June 8, 2017, $107.5 million of which remained outstanding at March 31, 2014, and an uncommitted incremental accordion facility of $200.0 million.

	Borrowings under the Fifth Amended Credit Agreement generally bear interest at variable rates based on a margin or spread in excess of either (1) the one-month, two-month, three-month or six-month rate (or with the approval of affected lenders, nine-month or twelve-month rate) for Eurodollar deposits ("LIBOR") or (2) the greatest of (a) the SunTrust Bank prime lending rate, (b) the federal funds rate plus 0.50%, and (c) one-month LIBOR plus 1.00% (the "Base Rate"), as selected by the Company. The LIBOR margin varies between 1.75% and 3.00%, and the Base Rate margin varies between 0.75% and 2.00%, depending on our leverage ratio. The Fifth Amended Credit Agreement also provides for an annual fee ranging between 0.30% and 0.50% of the unused commitments under the revolving credit facility. Extensions of credit under the Fifth Amended Credit Agreement are secured by guarantees from all of the Company's active domestic subsidiaries and by security interests in substantially all of the Company's and such subsidiaries' assets.

	On February 5, 2013, we entered into an amendment to the Fifth Amended Credit Agreement, which included, among other things, a temporary increase in the LIBOR and Base Rate margins of 0.25%. The increased margins were effective through December 31, 2013 and apply only in the event that our total funded debt to EBITDA ratio is greater than or equal to 3.50 to 1.00. On July 1, 2013, we entered into an additional amendment to the Fifth Amended Credit Agreement, which provided for, among other things, the amendment of certain negative covenants to permit the issuance of and payments related to the cash convertible notes described above as well as increases in the maximum required levels of total funded debt to EBITDA beginning with the quarter ended June 30, 2013.

	On April 15, 2014, in connection with the agreement to resolve the contract dispute with Blue Cross Blue Shield of Minnesota ("BCBSMN") as discussed in Note 8, we entered into an additional amendment to the Fifth Amended Credit Agreement that provided for an add-back to our consolidated EBITDA, which is used for purposes of calculating financial covenants under the Fifth Amended Credit Agreement, for the $9.4 million charge incurred as a result of the settlement of the dispute with BCBSMN. As of March 31, 2014, availability under the revolving credit facility totaled $35.1 million as calculated under the most restrictive covenant.

	We are required to repay outstanding revolving loans under the revolving credit facility in full on June 8, 2017. We are required to repay term loans in quarterly principal installments aggregating (1) 1.250% of the original aggregate principal amount of the term loans during each of the eight quarters beginning with the quarter ended September 30, 2012, (2) 1.875% of the original aggregate principal amount of the term loans during each of the next four quarters beginning with the quarter ending September 30, 2014, and (3) 2.500% of the original aggregate principal amount of the term loans during each of the remaining quarters prior to maturity on June 8, 2017, at which time the entire unpaid principal balance of the term loans is due and payable.

	The Fifth Amended Credit Agreement contains financial covenants that require us to maintain, as defined, specified ratios or levels of (1) total funded debt to EBITDA and (2) fixed charge coverage. As of March 31, 2014, we were in compliance with all of the financial covenant requirements of the Fifth Amended Credit Agreement.

	The Fifth Amended Credit Agreement contains various other affirmative and negative covenants that are typical for financings of this type. Among other things, the Fifth Amended Credit Agreement limits repurchases of our common stock and the amount of dividends that we can pay to holders of our common stock.

Derivative_Instruments_and_Hed

Derivative Instruments and Hedging Activities	3 Months Ended
Derivative Instruments and Hedging Activities	Mar. 31, 2014
Derivative Instruments and Hedging Activities [Abstract]	'
Derivative Instruments and Hedging Activities	'
	-6	Derivative Investments and Hedging Activities

	We use derivative instruments to manage risks related to interest rate swap agreements, foreign currencies, and the Cash Convertible Notes. We account for derivatives in accordance with FASB ASC Topic 815, which establishes accounting and reporting standards requiring that certain derivative instruments be recorded on the balance sheet as either an asset or liability measured at fair value. Additionally, changes in the derivative's fair value will be recognized currently in earnings unless specific hedge accounting criteria are met. As permitted under our master netting arrangements, the fair value amounts of our interest rate swaps and foreign currency options and/ or forward contracts are presented on a net basis by counterparty in the consolidated balance sheets.

	Derivative Instruments Designated as Hedging Instruments

	Cash Flow Hedges

	Derivative instruments that are designated and qualify as cash flow hedges are recorded at estimated fair value in the consolidated balance sheets, with the effective portion of the gains and losses being reported in accumulated other comprehensive income or loss ("accumulated OCI"). Cash flow hedges for all periods presented consist solely of interest rate swap agreements, which effectively modify our exposure to interest rate risk by converting a portion of our floating rate debt to fixed rate obligations, thus reducing the impact of interest rate changes on future interest expense. Under these agreements, we receive a variable rate of interest based on LIBOR (as defined in Note 5), and we pay a fixed rate of interest with interest rates ranging from 0.690% to 1.480% plus a spread (see Note 5). We maintain interest rate swap agreements with current notional amounts of $145.0 million and termination dates ranging from November 2015 to December 2016. Of this amount, $95.0 million was effective at March 31, 2014, and $50.0 million will become effective in December 2015, as older interest rate swap agreements expire. Gains and losses on these interest rate swap agreements are reclassified to interest expense in the same period during which the hedged transaction affects earnings or the period in which all or a portion of the hedge becomes ineffective. As of March 31, 2014, we expect to reclassify $0.4 million of net losses on interest rate swap agreements from accumulated OCI to interest expense within the next 12 months due to the scheduled payment of interest associated with our debt.
	The following table shows the effect of our cash flow hedges on the consolidated balance sheets during the three months ended March 31, 2014 and 2013:

	(In $000s)	For the Three Months Ended
	Derivatives in Cash Flow Hedging Relationships	31-Mar-14				31-Mar-13
	Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect		$	66			$	58
	Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect		$	126			$	629

	Gains and losses representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. During the three months ended March 31, 2014 and 2013, there were no gains or losses on cash flow hedges recognized in our consolidated statements of comprehensive income (loss) resulting from hedge ineffectiveness.

	Derivative Instruments Not Designated as Hedging Instruments

	Our Cash Conversion Derivative, Cash Convertible Notes Hedges, and foreign currency options and/or forward contracts do not qualify for hedge accounting treatment under U.S. GAAP and are measured at fair value with gains and losses recognized immediately in the consolidated statements of comprehensive income (loss). These derivative instruments not designated as hedging instruments did not have a material impact on our consolidated statements of comprehensive income (loss) during the three months ended March 31, 2014 or 2013.

	Cash Conversion Derivative and Cash Convertible Notes Hedges

	The Cash Conversion Derivative is accounted for as a derivative liability and carried at fair value. In order to offset the risk associated with the Cash Conversion Derivative, we entered into Cash Convertible Notes Hedges which are cash-settled and are intended to reduce our exposure to potential cash payments that we would be required to make if holders elect to convert the Cash Convertible Notes at a time when our stock price exceeds the conversion price. The Cash Convertible Notes Hedges are accounted for as a derivative asset and carried at fair value.
	The gains and losses resulting from a change in fair values of the Cash Conversion Derivative and the Cash Convertible Notes Hedges are reported in the consolidated statements of comprehensive loss as follows:

	(In $000s)	Three Months Ended March 31, 2014				Statements of Comprehensive Loss Classification
	Cash Convertible Notes Hedges:
	Net unrealized gain		$	7,731		Selling, general and administrative expenses
	Cash Conversion Derivative:
	Net unrealized loss		$	(7,731	)	Selling, general and administrative expenses


	Foreign Currency Exchange Contracts

	We also enter into foreign currency options and/or forward contracts in order to minimize our earnings exposure to fluctuations in foreign currency exchange rates. Our foreign currency exchange contracts require current period mark-to-market accounting, with any change in fair value being recorded each period in the consolidated statements of comprehensive income (loss) in selling, general and administrative expenses. At March 31, 2014, we had forward contracts with notional amounts of $21.1 million to exchange foreign currencies, primarily the Australian dollar and Euro, that were entered into to hedge forecasted foreign net income (loss) and intercompany debt. We routinely monitor our foreign currency exposures to maximize the overall effectiveness of our foreign currency hedge positions. We do not execute transactions or hold derivative financial instruments for trading or other purposes.

	The estimated gross fair values of derivative instruments at March 31, 2014 and December 31, 2013, excluding the impact of netting derivative assets and liabilities when a legally enforceable master netting agreement exists, were as follows:

			31-Mar-14								31-Dec-13
	(In $000s)		Foreign currency exchange contracts				Interest rate swap agreements		Cash Convertible Notes Hedges and Cash Conversion Derivative		Foreign currency exchange contracts		Interest rate swap agreements		Cash Convertible Notes Hedges and Cash Conversion Derivative
	Assets:
	Derivatives not designated as hedging instruments:
	Other current assets		$	52			$	—	$	—	$	178	$	—	$	—
	Other assets			—				—		35,497		—		—		27,766
	Total assets		$	52			$	—	$	35,497	$	178	$	—	$	27,766
	Liabilities:
	Derivatives not designated as hedging instruments:
	Accrued liabilities		$	159			$	—	$	—	$	67	$	—	$	—
	Other long-term liabilities			—				—		35,497		—		—		27,766
	Derivatives designated as hedging instruments:
	Accrued liabilities			—				—		—		—		—		—
	Other long-term liabilities			—				471		—		—		505		—
	Total liabilities		$	159			$	471	$	35,497	$	67	$	505	$	27,766

	See also Note 7.

Fair_Value_Measurements

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Mar. 31, 2014
Fair Value Measurements [Abstract]	'
Fair Value Measurements	'
	-7	Fair Value Measurements

	We account for certain assets and liabilities at fair value. Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date, assuming the transaction occurs in the principal or most advantageous market for that asset or liability.

	Fair Value Hierarchy

	The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

	Level 1: Quoted prices in active markets for identical assets or liabilities;

	Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-based valuation techniques in which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

	Level 3: Unobservable inputs that are supported by little or no market activity and typically reflect management's estimates of assumptions that market participants would use in pricing the asset or liability.

	Assets and Liabilities Measured at Fair Value on a Recurring Basis

	The following tables present our assets and liabilities measured at fair value on a recurring basis at March 31, 2014 and December 31, 2013:

	(In $000s)		Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	31-Mar-14		Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	Assets:
	Foreign currency exchange contracts		$	52		$	—	$	52	$	(27	)	$	25
	Cash Convertible Notes Hedges			—			35,497		35,497		—			35,497
	Liabilities:
	Foreign currency exchange contracts		$	159		$	—	$	159	$	(27	)	$	132
	Interest rate swap agreements			471			—		471		—			471
	Cash Conversion Derivative			—			35,497		35,497		—			35,497


	(In $000s)		Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	31-Dec-13		Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	Assets:
	Foreign currency exchange contracts		$	178		$	—	$	178	$	(57	)	$	121
	Cash Convertible Notes Hedges			—			27,766		27,766		—			27,766
	Liabilities:
	Foreign currency exchange contracts		$	67		$	—	$	67	$	(57	)	$	10
	Interest rate swap agreements			505			—		505		—			505
	Cash Conversion Derivative			—			27,766		27,766		—			27,766

	(1) This column reflects the impact of netting derivative assets and liabilities by counterparty when a legally enforceable master netting agreement exists.
	The fair values of forward foreign currency exchange contracts are valued using broker quotations of similar assets or liabilities in active markets. The fair values of interest rate swap agreements are primarily determined based on the present value of future cash flows using internal models and third-party pricing services with observable inputs, including interest rates, yield curves and applicable credit spreads. The fair values of the Cash Convertible Notes Hedges and the Cash Conversion Derivative are measured using Level 3 inputs. These instruments are not actively traded and are valued using an option pricing model that uses observable and unobservable market data for inputs, such as expected time to maturity of the derivative instruments, the risk-free interest rate, the expected volatility of our common stock and other factors. The Cash Convertible Notes Hedges and the Cash Conversion Derivative were designed such that changes in their fair values would offset one another, with minimal impact to the consolidated statements of comprehensive income (loss). Therefore, the sensitivity of changes in the unobservable inputs to the option pricing model for such instruments is mitigated.
	The following table presents our financial instruments measured at fair value on a recurring basis using unobservable inputs (Level 3):

	(In $000s)		Balance at December 31, 2013			Purchases of Level 3 Instruments		Issuances of Level 3 Instruments		Gains/(Losses) Included in Earnings			Balance at
	(In $000s)		Balance at December 31, 2013			Purchases of Level 3 Instruments		Issuances of Level 3 Instruments		Gains/(Losses) Included in Earnings			31-Mar-14
	Cash Convertible Notes Hedges		$	27,766		$	—	$	—	$	7,731		$	35,497
	Cash Conversion Derivative			(27,766	)		—		—		(7,731	)		(35,497	)
	The gains and losses included in earnings noted above represent the change in the fair value of these financial instruments and are recorded each period in the consolidated statements of comprehensive income (loss) as selling, general and administrative expenses.

	Fair Value of Other Financial Instruments

	In addition to foreign currency exchange contracts, interest rate swap agreements, the Cash Convertible Notes Hedges, and the Cash Conversion Derivative, the estimated fair values of which are disclosed above, the estimated fair value of each class of financial instruments at March 31, 2014 was as follows:

		•	Cash and cash equivalents – The carrying amount of $2.2 million approximates fair value because of the short maturity of those instruments (less than three months).

		•	Long-term debt – The estimated fair value of outstanding borrowings under the Fifth Amended Credit Agreement, which includes a revolving credit facility and a term loan facility (see Note 5), and the Cash Convertible Notes are determined based on the fair value hierarchy as discussed above. The revolving credit facility and the term loan facility are not actively traded and therefore are classified as Level 2 valuations based on the market for similar instruments. The estimated fair value is based on the average of the prices set by the issuing bank given current market conditions and is not necessarily indicative of the amount we could realize in a current market exchange. The estimated fair value and carrying amount of outstanding borrowings under the Fifth Amended Credit Agreement at March 31, 2014 are $117.7 million and $118.3 million, respectively.

	The Cash Convertible Notes are actively traded and therefore are classified as Level 1 valuations. The estimated fair value at March 31, 2014 was $157.4 million, which is based on the last traded price of the Cash Convertible Notes on March 31, 2014, and the par value was $150.0 million. The carrying amount of the Cash Convertible Notes at March 31, 2014 was $118.0 million, which is net of the debt discount discussed in Note 5.

	The CareFirst Convertible Note was issued at its fair value of $20.0 million on October 1, 2013. It is not actively traded and is not based upon either an observable market, other than the market for our common stock, or on an observable index and is therefore classified as a Level 3 valuation. At March 31, 2014, the carrying amount of the CareFirst Convertible Note of $20.0 million approximates fair value because there were no factors present that would result in a change in the fair value since its issuance on October 1, 2013.

Commitments_and_Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2014
Commitments and Contingencies [Abstract]	'
Commitments and Contingencies	'
	-8	Commitments and Contingencies

	Contract Disputes

	On January 25, 2010, Blue Cross Blue Shield of Minnesota issued notice of arbitration with the American Arbitration Association in Minneapolis in accordance with the terms of the contract alleging violations of certain contract provisions and seeking recoupment of an unspecified amount of payments made to us under the contract. We believe we performed our services in compliance with the terms of our agreement and that the assertions made in the arbitration notice are without merit. On August 3, 2011, we asserted numerous counterclaims against BCBSMN. On April 15, 2014, we entered into an agreement with BCBSMN to resolve this dispute. Under the terms of the agreement, we agreed to pay BCBSMN in two separate installments: $4 million by the end of April 2014 and $5.5 million in January 2015. BCBSMN has an option to receive discounts on our well-being improvement services in lieu of the January 2015 payment.

	We are involved in a contractual dispute with Plastipak Packaging, Inc. ("Plastipak"). On September 10, 2012, Plastipak filed suit in the Circuit Court for Wayne County, Michigan seeking damages relating to an alleged breach of a services agreement with us. The case is currently in the discovery phase of litigation. We deny Plastipak's claims and intend to vigorously defend the action.

	Performance Award Lawsuit

	On September 4, 2012, Milton Pfeiffer ("Plaintiff"), claiming to be a stockholder of the Company, filed a putative derivative action against the Company and the Board of Directors (the "Board") in Delaware Chancery Court (the "Court") alleging that the Compensation Committee of the Board and the Board breached their fiduciary duties and violated the Company's 2007 Stock Incentive Plan (the "Plan") by granting Ben R. Leedle, Jr., Chief Executive Officer and President of the Company, discretionary performance awards under the Plan in the form of options to purchase an aggregate of 500,000 shares of the Company's common stock, which consisted of a performance award in November 2011 granting Mr. Leedle the right to purchase 365,000 shares and a performance award in February 2012 granting Mr. Leedle the right to purchase 135,000 shares (the "Performance Awards"). Plaintiff alleges that the Performance Awards exceeded what is authorized by the Plan and that the Company's 2012 proxy statement, in which the Performance Awards are disclosed, is false and misleading. Plaintiff also alleges that Mr. Leedle breached his fiduciary duties and was unjustly enriched by receiving the Performance Awards. Plaintiff is seeking, among other things, the rescission or disgorgement of all alleged "excess" awards granted to Mr. Leedle under the Performance Awards, to recover any incidental damages to the Company, and an award of attorneys' fees and expenses. On November 2, 2012, the Company and the Board filed a Motion to Dismiss because Plaintiff failed to make a demand upon the Board as required by Delaware law. On November 8, 2013, the Court denied the Company's Motion to Dismiss. On February 21, 2014, the Company filed its answer and intends to vigorously defend the allegations.

	Outlook

	We are also subject to other contractual disputes, claims and legal proceedings that arise from time to time in the ordinary course of our business. While we are unable to estimate a range of potential losses, we do not believe that any of the legal proceedings pending against us as of the date of this report will have a material adverse effect on our liquidity or financial condition. As these matters are subject to inherent uncertainties, our view of these matters may change in the future.

	Contractual Commitments

	We entered into a 25-year strategic relationship agreement with Gallup in January 2008 and a global joint venture agreement with Gallup in October 2012 that requires us to make payments over a 5-year period beginning January 2013. We have minimum remaining contractual cash obligations of $40.1 million related to these agreements.

	In May 2011, we entered into a ten-year applications and technology services outsourcing agreement with HP Enterprise Services, LLC that contains minimum fee requirements. Total payments over the remaining term, including an estimate for future contractual cost of living adjustments, must equal or exceed a minimum level of approximately $136.2 million; however, based on initial required service and equipment level assumptions, we estimate that the remaining payments will be approximately $283.3 million. The agreement allows us to terminate all or a portion of the services after the first two years provided we pay certain termination fees, which could be material to the Company.

Earnings_Per_Share

Earnings Per Share	3 Months Ended
Earnings Per Share	Mar. 31, 2014
Earnings Per Share [Abstract]	'
Earnings Per Share	'
	-9	Earnings Per Share
	The following is a reconciliation of the numerator and denominator of basic and diluted earnings per share for the three months ended March 31, 2014 and 2013:

	(In 000s, except per share data)		Three Months Ended
			March 31,			March 31,
			2014			2013
	Numerator:
	Net loss - numerator for basic loss per share		$	(9,596	)	$	(3,949	)

	Denominator:
	Shares used for basic loss per share			35,151			34,018
	Effect of dilutive securities outstanding:
	Non-qualified stock options			—			—
	Restricted stock units			—			—
	Shares used for diluted loss per share		$	35,151		$	34,018

	Loss per share:
	Basic		$	(0.27	)	$	(0.12	)
	Diluted⁽¹⁾		$	(0.27	)	$	(0.12	)

	Dilutive securities outstanding not included in the computation of loss per share because their effect is antidilutive:
	Non-qualified stock options			2,571			4,276
	Restricted stock units			332			489
	Warrants related to Cash Convertible Notes			7,707			—
	CareFirst Convertible Note			892			—

	(1) The assumed exercise of stock-based compensation awards for the three months ended March 31, 2014 and 2013 was not considered because the impact would be anti-dilutive.

Accumulated_OCI

Accumulated OCI	3 Months Ended
Accumulated OCI	Mar. 31, 2014
Accumulated OCI [Abstract]	'
Accumulated OCI	'
	-10	Accumulated OCI

	The following tables summarize the changes in accumulated OCI, net of tax, for the three months ended March 31, 2014 and 2013:

	(In $000s)		Net Change in Fair Value of Interest Rate Swaps				Foreign Currency Translation Adjustments				Total
	Accumulated OCI, net of tax, as of January 1, 2014		$	(513	)		$	106			$	(407	)
	Other comprehensive income (loss) before reclassifications, net of tax			(30	)			297				267
	Amounts reclassified from accumulated OCI, net of tax			76				—				76
	Net increase in other comprehensive income (loss), net of tax			46				297				343
	Accumulated OCI, net of tax, as of March 31, 2014		$	(467	)		$	403			$	(64	)


	(In $000s)		Net Change in Fair Value of Interest Rate Swaps				Foreign Currency Translation Adjustments				Total
	Accumulated OCI, net of tax, as of January 1, 2013		$	(1,790	)		$	861			$	(929	)
	Other comprehensive loss before reclassifications, net of tax			(35	)			(147	)			(182	)
	Amounts reclassified from accumulated OCI, net of tax			380				—				380
	Net increase (decrease) in other comprehensive income (loss), net of tax			345				(147	)			198
	Accumulated OCI, net of tax, as of March 31, 2013		$	(1,445	)		$	714			$	(731	)

	The following table provides details about reclassifications out of accumulated OCI for the three months ended March 31, 2014 and 2013:

		Three Months Ended March 31,								Statement of Comprehensive
	(In $000s)	2014				2013				Loss Classification
	Interest rate swaps		$	126			$	629		Interest expense
				(50	)			(249	)	Income tax benefit
			$	76			$	380		Net of tax


	See Note 6 for further discussion of our interest rate swaps.

ShareBased_Compensation_Tables

Share-Based Compensation (Tables)	3 Months Ended
Share-Based Compensation (Tables)	Mar. 31, 2014
Share-Based Compensation [Abstract]	'
Summary of stock option activity	'
	A summary of our stock options as of March 31, 2014 and changes during the three months then ended is presented below:

			Shares		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term		Aggregate Intrinsic Value
			(000s)		Weighted-Average Exercise Price		(years)		($000s)
	Options
	Outstanding at January 1, 2014		4,325		$	15.09
	Granted		15			16.01
	Exercised		(29	)		10.81
	Forfeited		(33	)		11.57
	Expired		(19	)		31.74
	Outstanding at March 31, 2014		4,259			15.07		6.22		$	19,083
	Exercisable at March 31, 2014		2,447		$	17.84		4.79		$	8,524
Summary of restricted stock and restricted stock units ("nonvested shares")	'
	The following table shows a summary of our restricted stock and restricted stock units ("nonvested shares") as of March 31, 2014, as well as activity during the three months then ended:

	Nonvested Shares	Shares			Weighted-Average Grant Date
	Nonvested Shares	(000s)			Fair Value
	Nonvested at January 1, 2014		841		$	10.44
	Granted		—			—
	Vested		(122	)		10.59
	Forfeited		(14	)		10.64
	Nonvested at March 31, 2014		705		$	10.42

Derivative_Instruments_and_Hed1

Derivative Instruments and Hedging Activities (Tables)	3 Months Ended
Derivative Instruments and Hedging Activities (Tables)	Mar. 31, 2014
Derivative Instruments and Hedging Activities [Abstract]	'
Effect of cash flow hedges on the consolidated balance sheets	'
	The following table shows the effect of our cash flow hedges on the consolidated balance sheets during the three months ended March 31, 2014 and 2013:

	(In $000s)	For the Three Months Ended
	Derivatives in Cash Flow Hedging Relationships	31-Mar-14				31-Mar-13
	Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect		$	66			$	58
	Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect		$	126			$	629
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location [Table Text Block]	'
	The gains and losses resulting from a change in fair values of the Cash Conversion Derivative and the Cash Convertible Notes Hedges are reported in the consolidated statements of comprehensive loss as follows:

	(In $000s)	Three Months Ended March 31, 2014				Statements of Comprehensive Loss Classification
	Cash Convertible Notes Hedges:
	Net unrealized gain		$	7,731		Selling, general and administrative expenses
	Cash Conversion Derivative:
	Net unrealized loss		$	(7,731	)	Selling, general and administrative expenses

Fair values of derivative instruments	'
	The estimated gross fair values of derivative instruments at March 31, 2014 and December 31, 2013, excluding the impact of netting derivative assets and liabilities when a legally enforceable master netting agreement exists, were as follows:

			31-Mar-14								31-Dec-13
	(In $000s)		Foreign currency exchange contracts				Interest rate swap agreements		Cash Convertible Notes Hedges and Cash Conversion Derivative		Foreign currency exchange contracts		Interest rate swap agreements		Cash Convertible Notes Hedges and Cash Conversion Derivative
	Assets:
	Derivatives not designated as hedging instruments:
	Other current assets		$	52			$	—	$	—	$	178	$	—	$	—
	Other assets			—				—		35,497		—		—		27,766
	Total assets		$	52			$	—	$	35,497	$	178	$	—	$	27,766
	Liabilities:
	Derivatives not designated as hedging instruments:
	Accrued liabilities		$	159			$	—	$	—	$	67	$	—	$	—
	Other long-term liabilities			—				—		35,497		—		—		27,766
	Derivatives designated as hedging instruments:
	Accrued liabilities			—				—		—		—		—		—
	Other long-term liabilities			—				471		—		—		505		—
	Total liabilities		$	159			$	471	$	35,497	$	67	$	505	$	27,766

Fair_Value_Measurements_Tables

Fair Value Measurements (Tables)	3 Months Ended
Fair Value Measurements (Tables)	Mar. 31, 2014
Fair Value Measurements [Abstract]	'
Assets and liabilities measured at fair value on a recurring basis	'
	The following tables present our assets and liabilities measured at fair value on a recurring basis at March 31, 2014 and December 31, 2013:

	(In $000s)	Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	31-Mar-14	Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	Assets:
	Foreign currency exchange contracts	$	52		$	—	$	52	$	(27	)	$	25
	Cash Convertible Notes Hedges		—			35,497		35,497		—			35,497
	Liabilities:
	Foreign currency exchange contracts	$	159		$	—	$	159	$	(27	)	$	132
	Interest rate swap agreements		471			—		471		—			471
	Cash Conversion Derivative		—			35,497		35,497		—			35,497


	(In $000s)	Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	31-Dec-13	Level 2			Level 3		Gross Fair Value		Netting⁽¹⁾			Net Fair Value
	Assets:
	Foreign currency exchange contracts	$	178		$	—	$	178	$	(57	)	$	121
	Cash Convertible Notes Hedges		—			27,766		27,766		—			27,766
	Liabilities:
	Foreign currency exchange contracts	$	67		$	—	$	67	$	(57	)	$	10
	Interest rate swap agreements		505			—		505		—			505
	Cash Conversion Derivative		—			27,766		27,766		—			27,766

	(1) This column reflects the impact of netting derivative assets and liabilities by counterparty when a legally enforceable master netting agreement exists.
Level 3 Financial Instruments	'
	The following table presents our financial instruments measured at fair value on a recurring basis using unobservable inputs (Level 3):

	(In $000s)	Balance at December 31, 2013			Purchases of Level 3 Instruments		Issuances of Level 3 Instruments		Gains/(Losses) Included in Earnings			Balance at March 31, 2014
	Cash Convertible Notes Hedges	$	27,766		$	—	$	—	$	7,731		$	35,497
	Cash Conversion Derivative		(27,766	)		—		—		(7,731	)		(35,497	)

Earnings_Per_Share_Tables

Earnings Per Share (Tables)	3 Months Ended
Earnings Per Share (Tables)	Mar. 31, 2014
Earnings Per Share [Abstract]	'
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	'
	The following is a reconciliation of the numerator and denominator of basic and diluted earnings per share for the three months ended March 31, 2014 and 2013:

	(In 000s, except per share data)	Three Months Ended
		March 31,			March 31,
		2014			2013
	Numerator:
	Net loss - numerator for basic loss per share	$	(9,596	)	$	(3,949	)

	Denominator:
	Shares used for basic loss per share		35,151			34,018
	Effect of dilutive securities outstanding:
	Non-qualified stock options		—			—
	Restricted stock units		—			—
	Shares used for diluted loss per share	$	35,151		$	34,018

	Loss per share:
	Basic	$	(0.27	)	$	(0.12	)
	Diluted ⁽¹⁾	$	(0.27	)	$	(0.12	)

	Dilutive securities outstanding not included in the computation of loss per share because their effect is antidilutive:
	Non-qualified stock options		2,571			4,276
	Restricted stock units		332			489
	Warrants related to Cash Convertible Notes		7,707			—
	CareFirst Convertible Note		892			—

	(1) The assumed exercise of stock-based compensation awards for the three months ended March 31, 2014 and 2013 was not considered because the impact would be anti-dilutive.

Accumulated_OCI_Tables

Accumulated OCI (Tables)	3 Months Ended
Accumulated OCI (Tables)	Mar. 31, 2014
Accumulated OCI [Abstract]	'
Schedule of changes in accumulated other comprehensive income (AOCI)	'
	The following tables summarize the changes in accumulated OCI, net of tax, for the three months ended March 31, 2014 and 2013:

	(In $000s)		Net Change in Fair Value of Interest Rate Swaps				Foreign Currency Translation Adjustments				Total
	Accumulated OCI, net of tax, as of January 1, 2014		$	(513	)		$	106			$	(407	)
	Other comprehensive income (loss) before reclassifications, net of tax			(30	)			297				267
	Amounts reclassified from accumulated OCI, net of tax			76				—				76
	Net increase in other comprehensive income (loss), net of tax			46				297				343
	Accumulated OCI, net of tax, as of March 31, 2014		$	(467	)		$	403			$	(64	)


	(In $000s)		Net Change in Fair Value of Interest Rate Swaps				Foreign Currency Translation Adjustments				Total
	Accumulated OCI, net of tax, as of January 1, 2013		$	(1,790	)		$	861			$	(929	)
	Other comprehensive loss before reclassifications, net of tax			(35	)			(147	)			(182	)
	Amounts reclassified from accumulated OCI, net of tax			380				—				380
	Net increase (decrease) in other comprehensive income (loss), net of tax			345				(147	)			198
	Accumulated OCI, net of tax, as of March 31, 2013		$	(1,445	)		$	714			$	(731	)
Reclassification out of Accumulated Other Comprehensive Income	'
	The following table provides details about reclassifications out of accumulated OCI for the three months ended March 31, 2014 and 2013:

		Three Months Ended March 31,								Statement of Comprehensive
	(In $000s)	2014				2013				Loss Classification
	Interest rate swaps		$	126			$	629		Interest expense
				(50	)			(249	)	Income tax benefit
			$	76			$	380		Net of tax

ShareBased_Compensation_Detail

Share-Based Compensation (Details) (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Share-Based Compensation [Abstract]	'	'
Share-based compensation costs	$1,699	$1,537
Shares [Roll Forward]	'	'
Outstanding, beginning of period (in shares)	4,325	'
Granted (in shares)	15	'
Exercised (in shares)	-29	'
Forfeited (in shares)	-33	'
Expired (in shares)	-19	'
Outstanding, end of period (in shares)	4,259	'
Exercisable, end of period (in shares)	2,447	'
Weighted-Average Exercise Price [Roll Forward]	'	'
Outstanding, beginning of period (in dollars per share)	$15.09	'
Granted (in dollars per share)	$16.01	'
Exercised (in dollars per share)	$10.81	'
Forfeited (in dollars per share)	$11.57	'
Expired (in dollars per share)	$31.74	'
Outstanding, end of period (in dollars per share)	$15.07	'
Exercisable, end of period (in dollars per share)	$17.84	'
Weighted-Average Remaining Contractual Term (years) [Abstract]	'	'
Outstanding at March 31, 2014	'6 years 2 months 19 days	'
Exercisable at March 31, 2014	'4 years 9 months 14 days	'
Aggregate Intrinsic Value [Abstract]	'	'
Outstanding at March 31, 2014	19,083	'
Exercisable at March 31, 2014	$8,524	'
Weighted average grant-date fair value of options per share (in dollars per share)	$8.80	'
Restricted Stock and Restricted Stock Units (RSUs) [Member]	'	'
Shares [Roll Forward]	'	'
Nonvested, beginning of period (in shares)	841	'
Granted (in shares)	0	'
Vested (in shares)	-122	'
Forfeited (in shares)	-14	'
Nonvested, end of period (in shares)	705	'
Weighted-Average Grant Date Fair Value [Roll Forward]	'	'
Nonvested, beginning of period (in dollars per share)	$10.44	'
Granted (in dollars per share)	$0	'
Vested (in dollars per share)	$10.59	'
Forfeited (in dollars per share)	$10.64	'
Nonvested, end of period (in dollars per share)	$10.42	'

Income_Taxes_Details

Income Taxes (Details)	3 Months Ended
Income Taxes (Details)	Mar. 31, 2014	Mar. 31, 2013
Income Taxes [Abstract]	'	'
Effective tax rate (in hundredths)	35.50%	34.70%

LongTerm_Debt_Details

Long-Term Debt (Details) (USD $)	0 Months Ended	3 Months Ended				0 Months Ended
	Jun. 08, 2017	Mar. 31, 2014	Mar. 31, 2013	Oct. 01, 2013	Jul. 16, 2013	Jul. 01, 2018	Jul. 16, 2013	Oct. 01, 2019	Oct. 01, 2013
	Jun. 08, 2017	Mar. 31, 2014	Mar. 31, 2013	Oct. 01, 2013	Jul. 16, 2013	Cash Convertible Notes [Member]	Cash Convertible Notes [Member]	CareFirst Convertible Note [Member]	CareFirst Convertible Note [Member]
Debt Instrument [Line Items]	'	'	'	'	'	'	'	'	'
Date of Registration Rights Agreement	'	'	'	1-Oct-13	'	'	'	'	'
Debt Instrument, Issuance Date	'	'	'	'	'	'	16-Jul-13	'	1-Oct-13
Debt Instrument, Maturity Date	8-Jun-17	'	'	'	'	1-Jul-18	'	1-Oct-19	'
Debt Instrument, Interest Rate, Effective Percentage	'	5.66%	'	'	'	'	'	'	'
Amortization of debt discount	'	$1,630,000	$0	'	'	'	'	'	'
Debt Instrument, Convertible, Conversion Ratio	'	'	'	'	'	'	51.38	'	22.41
Deferred Finance Costs, Gross	'	'	'	'	'	'	3,939,543	'	'
Interest Rate for Notes	'	'	'	'	'	'	1.50%	'	4.75%
Aggregate Principal of convertible notes	'	'	'	'	'	'	150,000,000	'	20,000,000
Debt Instrument, Convertible, Conversion Price	'	'	'	'	'	'	$19.46	'	'
Derivative Asset, Notional Amount	'	21,100,000	'	'	'	'	'	'	'
Payments for Hedge, Financing Activities	'	'	'	'	'	'	36,750,000	'	'
Warrants Strike Price	'	'	'	'	$25.95	'	'	'	'
Conversion price premium percentage	'	'	'	'	60.00%	'	'	'	'
Debt Instrument, Unamortized Discount	'	'	'	'	$36,750,000	'	'	'	'
CareFirst Warrant Shares for one year period	'	400,000	'	'	'	'	'	'	'
CareFirst Warrant Shares Maximum	'	1,600,000	'	'	'	'	'	'	'

LongTerm_Debt_Line_of_Credit_a

Long-Term Debt, Line of Credit and Term Loan (Details) (USD $)	0 Months Ended	3 Months Ended
	Jun. 08, 2017	Mar. 31, 2014	Mar. 31, 2013
Line of Credit Facility [Line Items]	'	'	'
Initiation date	'	8-Jun-12	'
Expiration date	8-Jun-17	'	'
Amount outstanding	'	$107,500,000	'
Availability under the Revolving Credit Facility under most restrictive covenant	'	35,100,000	'
Maturity date	8-Jun-17	'	'
Basis spread on variable rate increased (in hundredths)	'	0.25%	'
Terms of periodic payments	'	'We are required to repay outstanding revolving loans under the revolving credit facility on June 8, 2017. We are required to repay term loans in quarterly principal installments aggregating (1) 1.250% of the original aggregate principal amount of the term loans during each of the eight quarters beginning with the quarter ended September 30, 2012, (2) 1.875% of the original aggregate principal amount of the term loans during each of the next four quarters beginning with the quarter ending September 30, 2014, and (3) 2.500% of the original aggregate principal amount of the term loans during each of the remaining quarters prior to maturity on June 8, 2017, at which time the entire unpaid principal balance of the term loans is due and payable.	'
Legal settlement charges	'	9,363,000	0
Fifth Amended Credit Agreement [Member]	'	'	'
Line of Credit Facility [Line Items]	'	'	'
Maximum borrowing capacity	'	200,000,000	'
Interest rate description	'	'Borrowings under the Fifth Amended Credit Agreement generally bear interest at variable rates based on a margin or spread in excess of either (1) the one-month, two-month, three-month or six-month rate (or with the approval of affected lenders, nine-month or twelve-month rate) for Eurodollar deposits ("LIBOR") or (2) the greatest of (a) the SunTrust Bank prime lending rate, (b) the federal funds rate plus 0.50%, and (c) one-month LIBOR plus 1.00% (the "Base Rate"), as selected by the Company. The LIBOR margin varies between 1.75% and 3.00%, and the Base Rate margin varies between 0.75% and 2.00%, depending on our leverage ratio. On February 5, 2013, we entered into a First Amendment to the Fifth Amended Credit Agreement, which included, among other things, a temporary increase in the LIBOR and Base Rate margins of 0.25%. The increased margins are effective through December 31, 2013 and apply only in the event that our total funded debt to EBITDA ratio is greater than or equal to 3.50 to 1.00.	'
Line of Credit Facility, Commitment Fee Description	'	'The Fifth Amended Credit Agreement also provides for an annual fee ranging between 0.30% and 0.50% of the unused commitments under the revolving credit facility.	'
Letters of Credit Sub Facility[Member]	'	'	'
Line of Credit Facility [Line Items]	'	'	'
Maximum borrowing capacity	'	75,000,000	'
Swingline Sub Facility [Member]	'	'	'
Line of Credit Facility [Line Items]	'	'	'
Maximum borrowing capacity	'	20,000,000	'
Uncommitted Incremental Accordion Facility [Member]	'	'	'
Line of Credit Facility [Line Items]	'	'	'
Maximum borrowing capacity	'	$200,000,000	'

Derivative_Instruments_and_Hed2

Derivative Instruments and Hedging Activities (Details) (USD $)

3 Months Ended

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Effective in 2015 [Member]

Forward Contracts [Member]

Swap [Member]

Interest Rate Swap Agreements [Member]

Foreign Currency Exchange Contracts [Member]

Embedded Derivative Financial Instruments [Member]

Cash Convertible Notes Hedge [Member]

Cash Conversion Derivative [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Derivatives Designated as Hedging Instruments [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Derivatives Designated as Hedging Instruments [Member]

Effective in 2014 [Member]

Derivatives Designated as Hedging Instruments [Member]

Forward Contracts [Member]

Swap [Member]

Forward Contracts [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Derivatives Designated as Hedging Instruments [Member]

Selling, General and Administrative Expenses [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Selling, General and Administrative Expenses [Member]

Other Current Assets [Member]

Other Noncurrent Assets [Member]

Accrued Liabilities [Member]

Other Current Assets [Member]

Accrued Liabilities [Member]

Other Noncurrent Assets [Member]

Accrued Liabilities [Member]

Other Long-Term Liabilities [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Derivatives Designated as Hedging Instruments [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Derivatives Designated as Hedging Instruments [Member]

Derivatives Not Designated as Hedging Instruments [Member]

Derivatives Designated as Hedging Instruments [Member]

Accrued Liabilities [Member]

Other Long-Term Liabilities [Member]

Other Current Assets [Member]

Other Noncurrent Assets [Member]

Accrued Liabilities [Member]

Other Long-Term Liabilities [Member]

Accrued Liabilities [Member]

Other Long-Term Liabilities [Member]

Accrued Liabilities [Member]

Other Long-Term Liabilities [Member]

Derivatives, Fair Value [Line Items]

Current notional amount at 03/31/14

$145,000,000

Notional amount effective in future

50,000,000

95,000,000

Description of variable rate basis

'LIBOR (as defined in Note 5)

Lower variable interest rate range (in hundredths)

0.69%

Higher variable interest rate range (in hundredths)

1.48%

Fair Values of Derivative Instruments [Abstract]

Assets

52,000

178,000

52,000

178,000

35,497,000

27,766,000

35,497,000

27,766,000

Liabilities

159,000

67,000

471,000

505,000

67,000

471,000

159,000

35,497,000

27,766,000

35,497,000

27,766,000

Reclassification of net losses on interest rate swap agreements from accumulated OCI to interest expense within the next 12 months

400,000

Derivatives in Cash Flow Hedging Relationships [Abstract]

Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect

66,000

58,000

Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect

126,000

629,000

Gains or losses on cash flow hedges recognized in our consolidated statements of comprehensive income (loss) resulting from hedge ineffectiveness

7,731,000

-7,731,000

Notional amount of foreign currency exchange contracts

$21,100,000

Fair_Value_Measurements_Detail

Fair Value Measurements (Details) (USD $)

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2013

Dec. 31, 2012

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Foreign Exchange Contract [Member]

Interest Rate Swap [Member]

Cash Convertible Notes Hedge [Member]

Cash Convertible Notes [Member]

Cash Conversion Derivative [Member]

CareFirst Convertible Note [Member]

Level 2 [Member]

Level 3 [Member]

Gross Fair Value [Member]

Netting [Member]

Net Fair Value [Member]

Level 2 [Member]

Level 3 [Member]

Gross Fair Value [Member]

Netting [Member]

Net Fair Value [Member]

Level 2 [Member]

Level 3 [Member]

Gross Fair Value [Member]

Netting [Member]

Net Fair Value [Member]

Level 2 [Member]

Level 3 [Member]

Gross Fair Value [Member]

Netting [Member]

Net Fair Value [Member]

Assets [Abstract]

Assets, Fair Value

$52,000

$178,000

$52,000

$178,000

($27,000)

($57,000)

$25,000

$121,000

$35,497,000

$27,766,000

$35,497,000

$27,766,000

$35,497,000

$27,766,000

Liabilities [Abstract]

Liabilities, Fair Value

159,000

67,000

159,000

67,000

-27,000

-57,000

132,000

10,000

471,000

505,000

471,000

505,000

471,000

505,000

35,497,000

27,766,000

35,497,000

27,766,000

35,497,000

27,766,000

Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]

Balance at beginning of period

27,766,000

-27,766,000

Purchases into Level 3

Issuances into Level 3

Gains/(Losses) included in Earnings

7,731,000

-7,731,000

Balance at end of period

35,497,000

-35,497,000

Cash and cash equivalents

2,158,000

2,584,000

2,384,000

1,759,000

Carrying Amount of Outstanding borrowings under the Fifth Amended Credit Agreement

118,300,000

Fair Value of Outstanding borrowings under the Fifth Amended Credit Agreement

117,700,000

Aggregate Principal of convertible notes

150,000,000

Debt Instrument, Carrying Amount

118,000,000

20,000,000

Debt Instrument, Fair Value

$157,400,000

$20,000,000

Commitments_and_Contingencies_

Commitments and Contingencies (Details) (USD $)	3 Months Ended
In Millions, unless otherwise specified	Mar. 31, 2014
Contractual Commitment [Abstract]	'
Legal Settlement Amount due April 2014	$4
Legal Settlement Amount due January 2015	5.5
Minimum remaining contractual cash obligations	40.1
Total minimum payments required under outsourcing agreement over remaining term	136.2
Estimate of remaining payments pursuant to outsourcing agreement	$283.30

Earnings_Per_Share_Details

Earnings Per Share (Details) (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2014		Mar. 31, 2013
Numerator [Abstract]	'		'
Net loss - numerator for basic loss per share	($9,596)		($3,949)
Denominator [Abstract]	'		'
Shares used for basic loss per share (in shares)	35,151		34,018
Shares used for diluted loss per share (in shares)	35,151	[1]	34,018	[1]
Loss per share [Abstract]	'		'
Basic (in dollars per share)	($0.27)		($0.12)
Diluted (in dollars per share)	($0.27)	[1]	($0.12)	[1]
Non-Qualified Stock Options [Member]	'		'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'		'
Dilutive securities outstanding not included in the computation of loss per share because their effect is antidilutive (in shares)	2,571		4,276
Restricted Stock Units [Member]	'		'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'		'
Dilutive securities outstanding not included in the computation of loss per share because their effect is antidilutive (in shares)	332		489
Warrants Related to Cash Convertible Notes [Member]	'		'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'		'
Dilutive securities outstanding not included in the computation of loss per share because their effect is antidilutive (in shares)	7,707		0
CareFirst Convertible Note [Member]	'		'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'		'
Dilutive securities outstanding not included in the computation of loss per share because their effect is antidilutive (in shares)	892		0
Non-Qualified Stock Options [Member]	'		'
Denominator [Abstract]	'		'
Effect of dilutive stock options and restricted stock units outstanding (in shares)	0	[1]	0	[1]
Restricted Stock Units [Member]	'		'
Denominator [Abstract]	'		'
Effect of dilutive stock options and restricted stock units outstanding (in shares)	0	[1]	0	[1]

[1]	The assumed exercise of stock-based compensation awards for the three months ended March 31, 2014 and 2013 was not considered because the impact would be anti-dilutive.

Accumulated_OCI_Details

Accumulated OCI (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Accumulated Other Comprehensive Income Loss [Line Items]	'	'
Accumulated OCI, net of tax Beginning Balance	($407)	($929)
Other comprehensive loss before reclassifications, net of tax	267	-182
Amounts reclassified from accumulated OCI, net of tax	76	380
Net increase (decrease) in other comprehensive income (loss), net of tax	343	198
Accumulated OCI, net of tax Ending Balance	-64	-731
Reclassification adjustments out of AOCI [Abstract]	'	'
Reclassification to interest expense	-4,383	-3,321
Amounts reclassified from accumulated other comprehensive income to: [Member]	'	'
Reclassification adjustments out of AOCI [Abstract]	'	'
Reclassification to interest expense	126	629
Tax effect of reclassification	-50	-249
Reclassification Adjustment on Derivatives Included in Net Income	76	380
Net Change in Fair Value of Interest Rate Swaps [Member]	'	'
Accumulated Other Comprehensive Income Loss [Line Items]	'	'
Accumulated OCI, net of tax Beginning Balance	-513	-1,790
Other comprehensive loss before reclassifications, net of tax	-30	-35
Amounts reclassified from accumulated OCI, net of tax	76	380
Net increase (decrease) in other comprehensive income (loss), net of tax	46	345
Accumulated OCI, net of tax Ending Balance	-467	-1,445
Foreign Currency Translation Adjustments [Member]	'	'
Accumulated Other Comprehensive Income Loss [Line Items]	'	'
Accumulated OCI, net of tax Beginning Balance	106	861
Other comprehensive loss before reclassifications, net of tax	297	-147
Amounts reclassified from accumulated OCI, net of tax	0	0
Net increase (decrease) in other comprehensive income (loss), net of tax	297	-147
Accumulated OCI, net of tax Ending Balance	$403	$714