Tivity Health (TVTY) 10-Q 7 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Aug. 03, 2015
Document and Entity Information [Abstract]
Entity Registrant Name	Healthways, Inc.
Entity Central Index Key	704,415
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		35,832,147
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 5,265	$ 1,765
Accounts receivable, net	113,914	126,559
Prepaid expenses	10,728	10,680
Other current assets	6,684	7,662
Income taxes receivable	2,265	2,917
Deferred tax asset	7,035	13,118
Total current assets	145,891	162,701
Property and equipment:
Leasehold improvements	38,825	39,285
Computer equipment and related software	349,351	316,808
Furniture and office equipment	23,095	23,257
Capital projects in process	24,478	38,389
Property and equipment, gross	435,749	417,739
Less accumulated depreciation	(272,134)	(252,043)
Property and equipment, net	163,615	165,696
Other assets	42,846	75,550
Intangible assets, net	66,227	69,161
Goodwill, net	338,800	338,800
Total assets	757,379	811,908
Current liabilities:
Accounts payable	40,289	37,204
Accrued salaries and benefits	20,570	24,198
Accrued liabilities	47,688	62,674
Deferred revenue	9,476	8,282
Contract billings in excess of earned revenue	15,292	15,232
Current portion of long-term debt	23,808	20,613
Current portion of long-term liabilities	3,187	2,127
Total current liabilities	160,310	170,330
Long-term debt	229,456	231,112
Long-term deferred tax liability	24,811	32,883
Other long-term liabilities	38,343	72,993
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, 35,818,495 and 35,511,221 shares outstanding, respectively	36	35
Additional paid-in capital	297,138	292,346
Retained earnings	38,113	42,439
Treasury stock, at cost, 2,254,953 shares in treasury	(28,182)	(28,182)
Accumulated other comprehensive loss	(3,309)	(2,048)
Total Healthways, Inc. stockholders' equity	303,796	304,590
Non-controlling interest	663	0
Total stockholders' equity	304,459	304,590
Total liabilities and stockholders' equity	$ 757,379	$ 811,908

CONSOLIDATED BALANCE SHEETS (U3

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
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)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	120,000,000	120,000,000
Common stock, shares outstanding (in shares)	35,818,495	35,511,221
Treasury stock (in shares)	2,254,953	2,254,953

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) [Abstract]
Revenues	$ 198,073	$ 180,613		$ 387,935		$ 357,391
Cost of services (exclusive of depreciation and amortization of $9,814, $9,604, $19,341 and $18,976, respectively, included below)	159,483	146,476		320,935		294,624
Selling, general and administrative expenses	21,195	16,899		37,177		33,331
Depreciation and amortization	12,217	13,536		24,861		26,872
Legal settlement charges	0	0		0		9,363
Operating income (loss)	5,178	3,702		4,962		(6,799)
Interest expense	4,561	4,516		9,052		8,899
Income (loss) before income taxes	617	(814)		(4,090)		(15,698)
Income tax expense (benefit)	500	(297)		(1,294)		(5,585)
Net income (loss)	117	(517)		(2,796)		(10,113)
Less: net loss attributable to non-controlling interest	(303)	0		(303)		0
Net income (loss) attributable to Healthways, Inc.	$ 420	$ (517)		$ (2,493)		$ (10,113)
Earnings (loss) per share attributable to Healthways, Inc.
Basic (in dollars per share)	$ 0.01	$ (0.01)		$ (0.07)		$ (0.29)
Diluted (in dollars per share)	$ 0.01	$ (0.01)	[1]	$ (0.07)	[1]	$ (0.29)	[1]
Comprehensive income (loss)	$ 538	$ (449)		$ (4,052)		$ (9,702)
Comprehensive loss attributable to non-controlling interest	(298)	0		(298)		0
Comprehensive income (loss) attributable to Healthways, Inc.	$ 836	$ (449)		$ (3,754)		$ (9,702)
Weighted average common shares and equivalents:
Basic (in shares)	35,734	35,285		35,664		35,219
Diluted (in shares)	36,881	35,285	[1]	35,664	[1]	35,219	[1]
[1]	The impact of potentially dilutive securities for the six months ended June 30, 2015 and the three and six months ended June 30, 2014 was not considered because the effect would be anti-dilutive in each of those periods.

CONSOLIDATED STATEMENTS OF COM5

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) [Abstract]
Cost of services, depreciation and amortization	$ 9,814	$ 9,604	$ 19,341	$ 18,976

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Noncontrolling Interest [Member]	Total
Balance at Dec. 31, 2014	$ 0	$ 35	$ 292,346	$ 42,439	$ (28,182)	$ (2,048)	$ 0	$ 304,590
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss attributable to Healthways, Inc.	0	0	0	(2,493)	0	0	0	(2,493)
Net loss attributable to non-controlling interest	0	0	0	0	0	0	(303)	(303)
Net change in fair value of interest rate swaps, net of income tax benefit of $45	0	0	0	0	0	(16)	0	(16)
Foreign currency translation adjustment	0	0	0	0	0	(1,245)	5	(1,240)
Total other comprehensive loss	0	0	0	0	0	(1,261)	5	(1,256)
Total comprehensive loss	0	0	0	(2,493)	0	(1,261)	(298)	(4,052)
Exercise of stock options	0	1	1,291	0	0	0	0	1,292
Repurchase of common stock	0	0	0	(1,833)	0	0	0	(1,833)
Tax effect of stock options and restricted stock units	0	0	(3,519)	0	0	0	0	(3,519)
Share-based employee compensation expense	0	0	5,797	0	0	0	0	5,797
Issuance of CareFirst Warrants	0	0	807	0	0	0	0	807
Proceeds from non-controlling interest	0	0	416	0	0	0	961	1,377
Balance at Jun. 30, 2015	$ 0	$ 36	$ 297,138	$ 38,113	$ (28,182)	$ (3,309)	$ 663	$ 304,459

CONSOLIDATED STATEMENTS OF COM7

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) $ in Thousands	6 Months Ended
	Jun. 30, 2015USD ($)
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) [Abstract]
Net change in fair value of interest rate swaps, net of income tax benefit of $45	$ (45)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash flows from operating activities:
Net loss	$ (2,796)	$ (10,113)
Adjustments to reconcile net loss to net cash flows provided by (used in) operating activities:
Depreciation and amortization	24,861	26,872
Amortization of deferred loan costs	986	925
Amortization of debt discount	3,495	3,303
Share-based employee compensation expense	5,797	3,558
Deferred income taxes	(2,393)	(3,332)
Excess tax benefits from share-based payment arrangements	0	(310)
Decrease (increase) in accounts receivable, net	12,427	(19,373)
Increase in other current assets	(709)	(940)
Increase (decrease) in accounts payable	3,795	(3,251)
Decrease in accrued salaries and benefits	(5,362)	(3,489)
(Decrease) increase in other current liabilities	(12,454)	17,913
Other	1,340	7,548
Net cash flows provided by operating activities	28,987	19,311
Cash flows from investing activities:
Acquisition of property and equipment	(17,332)	(20,976)
Investment in joint ventures	(4,450)	(3,250)
Other	(550)	(579)
Net cash flows used in investing activities	(22,332)	(24,805)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	303,956	224,900
Payments of long-term debt	(307,667)	(233,554)
Deferred loan costs	0	(88)
Excess tax benefits from share-based payment arrangements	0	310
Exercise of stock options	1,292	1,265
Repurchase of common stock	(1,833)	0
Proceeds from non-controlling Interests	1,377	0
Change in cash overdraft and other	619	12,114
Net cash flows (used in) provided by financing activities	(2,256)	4,947
Effect of exchange rate changes on cash	(899)	390
Net increase (decrease) in cash and cash equivalents	3,500	(157)
Cash and cash equivalents, beginning of period	1,765	2,584
Cash and cash equivalents, end of period	$ 5,265	$ 2,427

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2015
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 statement. We have reclassified certain items in prior periods to conform to current classifications. 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, 2014. On March 11, 2015, we formed a joint venture with SulAmérica, the largest independent insurer in Brazil, to sell total population health services to the Brazilian market . With its contribution, SulAmérica acquired a 49% interest in the joint venture, Healthways Brasil Servicos De Consultoria LTDA Healthways Brazil noncontrolling interest for the portion owned by SulAmérica.

Recent Accounting Standards

Recent Accounting Standards	6 Months Ended
	Jun. 30, 2015
Recent Accounting Standards [Abstract]
Recent Accounting Standards	(2) Recent Accounting Standards In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update In June 2014, the FASB issued ASU No. 2014-12, "Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period" ("ASU 2014-12"). ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. ASU 2014-12 is effective for annual periods beginning after December 15, 2015, including interim periods within those annual periods, with earlier adoption permitted. The adoption of ASU 2014-12 is not expected to have a material effect on our financial position or results of operations. In April 2015, the FASB issued ASU " ("ASU 2015-03"),

Share-Based Compensation

Share-Based Compensation	6 Months Ended
	Jun. 30, 2015
Share-Based Compensation [Abstract]
Share-Based Compensation	(3) Share-Based Compensation We currently have four types of share-based awards outstanding to our employees and directors: stock options, restricted stock units, restricted stock, and performance-based stock units. Performance-based stock units have a multi-year performance period and vest four years from the grant date. We believe that our share-based awards align the interests of our employees and directors with those of our stockholders. We estimate share-based compensation expense based on the number of awards expected to vest, after consideration of expected forfeitures and estimated vesting of performance-based stock units. For the three and six months ended June 30, 2015, we recognized share-based compensation costs of $3.4 million and $5.8 million, respectively, which each included the acceleration of vesting of all unexercisable stock options and unvested time-based restricted stock units held by our former chief executive officer and president at the time of his termination of employment. For the three and six months ended June 30, 2014, we recognized share-based compensation costs of $1.9 million and $3.6 million, respectively. A summary of our stock options as of June 30, 2015 and changes during the six months then ended is presented below: Shares (000s) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($000s) Options Outstanding at January 1, 2015 3,564 $ 13.01 Granted — — Exercised (550 ) 10.53 Forfeited (74 ) 11.35 Expired (62 ) 40.01 Outstanding at June 30, 2015 2,878 12.95 5.99 $ 3,122 Exercisable at June 30, 2015 2,193 $ 13.13 5.57 $ 2,459 There were no stock options granted during the three or six months ended June 30, 2015. The following table shows a summary of our restricted stock, restricted stock units and performance-based stock units ("nonvested shares") as of June 30, 2015, as well as activity during the six months then ended: Restricted Stock and Restricted Stock Units Performance-Based Stock Units Nonvested Shares Shares (000s) Weighted- Average Grant Date Fair Value Shares (000s) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2015 1,047 $ 13.15 341 $ 14.77 Granted 116 16.21 — — Vested (284 ) 12.57 — — Forfeited (49 ) 12.03 — — Nonvested at June 30, 2015 830 $ 13.87 341 $ 14.77 At the end of each reporting period, we estimate the number of performance-based stock units based on the probability that the related performance objectives will As of June 30, 2015, none of the outstanding performance-based stock units are expected to vest.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2015
Income Taxes [Abstract]
Income Taxes	(4) Income Taxes For the three months ended June 30, 2015, we had an effective income tax rate of 81.0%, compared to an effective tax benefit rate of 36.5% for the three months ended June 30, 2014. For the six months ended June 30, 2015, we had an effective tax benefit rate of 31.6%, compared to an effective tax benefit rate of 35.6% for the six months ended June 30, 2014. The change in the effective rates was primarily due to the smaller base of pretax income/(loss) for the 2015 periods in relation to certain items for which we currently are not able to recognize a tax benefit. 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 2011 to present.

Long-Term Debt

Long-Term Debt	6 Months Ended
	Jun. 30, 2015
Long-Term Debt [Abstract]
Long-Term Debt	(5) Long-Term Debt The Company's long-term debt consists of the following at June 30, 2015 and December 31, 2014: (In $000s) June 30, 2015 December 31, 2014 Cash Convertible Notes, net of unamortized discount $ 126,642 $ 123,148 CareFirst Convertible Note 20,000 20,000 Fifth Amended Credit Agreement: Term Loan 90,000 97,500 Revolver 9,850 4,950 Capital lease obligations and other 6,772 6,127 253,264 251,725 Less: current portion (23,808 ) (20,613 ) $ 229,456 $ 231,112 1.50% Cash Convertible Senior Notes Due 2018 On July 16, 2013, we completed the issuance of $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. At the option of the holders, the Cash Convertible Notes are convertible into cash based on the conversion rate set forth below only upon occurrence of certain triggering events as defined in the Indenture dated as of July 8, 2013 by and between the Company and U.S. Bank National Association, none of which had occurred as of June 30, 2015. Accordingly, we have classified the Cash Convertible Notes as long-term debt at June 30, 2015 and June 30, 2014. The Cash Convertible Notes are not convertible into our common stock or any other securities under any circumstances. The initial cash conversion rate is approximately 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 ASC Topic 815, Derivatives and Hedging, 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 June 30, 2015. 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 approximately $25.95 per share, which effectively increases the conversion price of the Cash Convertible 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 relating to, among other things, disease management and care coordination services (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. As of June 30, 2015, we had issued CareFirst Warrant Shares totaling 305,121 $18.98 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") On July 1, 2013, we entered into an 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 14, 2014 and December 29, 2014, we entered into additional amendments to the Fifth Amended Credit Agreement, which, among other things, (1) amended the calculation of consolidated EBITDA to exclude the Blue Cross Blue Shield of Minnesota ("BCBSMN") legal settlement and, for any period that includes a fiscal quarter ending on or before December 31, 2015, 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) 1.875% of the original aggregate principal amount of the term loans during each of the four quarters beginning with the quarter ending September 30, 2014, and (2) 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. 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 Hedg

Derivative Instruments and Hedging Activities	6 Months Ended
	Jun. 30, 2015
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, 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 $125.0 million and termination dates ranging from November 2015 to December 2016. Of this amount, $75.0 million was effective at June 30, 2015, 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 June 30, 2015, 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 and six months ended June 30, 2015 and 2014: (In $000s) For the Three Months Ended For the Six Months Ended Derivatives in Cash Flow Hedging Relationships June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect $ 54 $ 216 $ 255 $ 281 Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect $ 96 $ 130 $ 194 $ 256 Gains and losses representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. During the six months ended June 30, 2015 and 2014, 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 and six months ended June 30, 2015 and 2014. 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 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 income (loss) as follows: (In $000s) Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Statements of Comprehensive Income (Loss) Classification Cash Convertible Notes Hedges: Net unrealized loss $ (32,473 ) $ (32,897 ) Selling, general and administrative expenses Cash Conversion Derivative: Net unrealized gain $ 32,473 $ 32,897 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 June 30, 2015, we had forward contracts with notional amounts of $28.7 million to exchange foreign currencies, primarily the Australian dollar and Euro, that were entered into to hedge forecasted foreign net income (loss) and certain intercompany transactions. 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 June 30, 2015 and December 31, 2014, excluding the impact of netting derivative assets and liabilities when a legally enforceable master netting agreement exists, were as follows: June 30, 2015 December 31, 2014 (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 $ 163 $ — $ — $ 477 $ — $ — Other assets — — 15,128 — — 48,025 Total assets $ 163 $ — $ 15,128 $ 477 $ — $ 48,025 Liabilities: Derivatives not designated as hedging instruments: Accrued liabilities $ 119 $ — $ — $ 111 $ — $ — Other long-term liabilities — — 15,128 — — 48,025 Derivatives designated as hedging instruments: Accrued liabilities — 145 — — — — Other long-term liabilities — 362 — — 395 — Total liabilities $ 119 $ 507 $ 15,128 $ 111 $ 395 $ 48,025 See also Note 7.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2015
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 June 30, 2015 and December 31, 2014: (In $000s) June 30, 2015 Level 2 Level 3 Gross Fair Value Netting (1) Net Fair Value Assets: Foreign currency exchange contracts $ 163 $ — $ 163 $ (99 ) $ 64 Cash Convertible Notes Hedges — 15,128 15,128 — 15,128 Liabilities: Foreign currency exchange contracts $ 119 $ — $ 119 $ (99 ) $ 20 Interest rate swap agreements 507 — 507 — 507 Cash Conversion Derivative — 15,128 15,128 — 15,128 (In $000s) December 31, 2014 Level 2 Level 3 Gross Fair Value Netting (1) Net Fair Value Assets: Foreign currency exchange contracts $ 477 $ — $ 477 $ (111 ) $ 366 Cash Convertible Notes Hedges — 48,025 48,025 — 48,025 Liabilities: Foreign currency exchange contracts $ 111 $ — $ 111 $ (111 ) $ — Interest rate swap agreements 395 — 395 — 395 Cash Conversion Derivative — 48,025 48,025 — 48,025 (1) 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, 2014 Purchases of Level 3 Instruments Issuances of Level 3 Instruments Gains/(Losses) Included in Earnings Balance at June 30, 2015 Cash Convertible Notes Hedges $ 48,025 $ — $ — $ (32,897 ) $ 15,128 Cash Conversion Derivative (48,025 ) — — 32,897 (15,128 ) 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 June 30, 2015 was as follows: • Cash and cash equivalents – The carrying amount of $5.3 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 June 30, 2015 are $99.4 million and $99.9 million, respectively. The Cash Convertible Notes are actively traded and therefore are classified as Level 1 valuations. The estimated fair value at June 30, 2015 was $140.8 million, which is based on the last traded price of the Cash Convertible Notes on June 30, 2015, and the par value was $150.0 million. The carrying amount of the Cash Convertible Notes at June 30, 2015 was $ 126.6 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 June 30, 2015, the carrying amount of the CareFirst Convertible Note of $20.0 million approximates fair value.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Commitments and Contingencies Junk Fax Prevention Act Lawsuits On September 16, 2014, Healthways and its wholly owned subsidiary, Healthways WholeHealth Networks, Inc. ("HWHN"), were named in a putative class action lawsuit filed by Edward Simon, DC in the Superior Court of California, County of Los Angeles, seeking damages and other relief relating to alleged violations of the Telephone Consumer Protection Act ("TCPA"), as amended by the Junk Fax Prevention Act ("JFPA"), in connection with faxes allegedly transmitted to members of HWHN's network of complementary and alternative care practitioners. The JFPA prohibits sending an "unsolicited advertisement" to a fax machine and requires the sender to provide a notice to allow a recipient to "opt out" of future fax transmissions (including, pursuant to rules promulgated by the Federal Communications Commission ("FCC"), those sent with the prior express invitation or permission of the recipient). The complaint seeks damages in excess of $5 million. The case has been removed to the United States District Court for the Central District of California, Eastern Division ("California Matter"). On December 22, 2014, HWHN was also named in a putative class action lawsuit filed by Affiliated Health Care Associates, P.C. in the United States District Court for the Northern District of Illinois, Eastern Division ("Illinois Matter"), seeking damages and other relief relating to alleged violations of the TCPA, the Illinois Consumer Fraud and Deceptive Business Practices Act, and Illinois common law in connection with faxes allegedly sent to members of HWHN's network of complementary and alternative care practitioners. The complaint seeks damages in an unstated amount. We deny the claims and intend to vigorously defend these actions. On May 29, 2015, the plaintiff in the Illinois Matter voluntarily dismissed its lawsuit without prejudice; that plaintiff has been joined as a party in the California Matter. In connection with these actions, on March 2, 2015, Healthways and HWHN filed with the FCC a Petition for Retroactive Waiver ("Waiver Petition") of the FCC's regulation that requires advertising faxes sent with the prior express invitation or permission of the recipient to include an "opt-out" notice. The FCC has previously granted retroactive waivers of that regulation to several petitioners who were facing lawsuits alleging that the petitioners failed to include the "opt-out" language in fax advertisements sent with the prior express invitation or permission of the recipients. We cannot predict whether the FCC will grant our Waiver Petition or, if granted, the impact on the California Matter. 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., then 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. On May 15, 2015, in connection with the termination of Mr. Leedle's employment, the Board ratified the awards to Mr. Leedle pursuant to Section 204 of the Delaware General Corporate Law and subsequently sent notice of the ratification to shareholders. The Company intends to vigorously defend the allegations in this case. 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, some of which are expected to be covered by insurance policies, will have a material adverse effect on our financial condition or results of operations. As these matters are subject to inherent uncertainties, our view of these matters may change in the future. Contractual Commitments In January 2008, we entered into a 25-year strategic relationship agreement with Gallup 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 $30.8 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 $109.2 million; however, based on initial required service and equipment level assumptions, we estimate that the remaining payments will be approximately $226.3 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	6 Months Ended
	Jun. 30, 2015
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 and six months ended June 30, 2015 and 2014: (In 000s, except per share data) Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2015 2014 2015 2014 Numerator: Net income (loss) attributable to Healthways, Inc. - numerator for basic income (loss) per share $ 420 $ (517 ) $ (2,493 ) $ (10,113 ) Denominator: Shares used for basic income (loss) per share 35,734 35,285 35,664 35,219 Effect of dilutive securities outstanding: Non-qualified stock options (1) 770 — — — Restricted stock units (1) 372 — — — CareFirst Warrants (1) 5 — — — Shares used for diluted income per share 36,881 35,285 35,664 35,219 Income (loss) per share: Basic $ 0.01 $ (0.01 ) $ (0.07 ) $ (0.29 ) Diluted (1) $ 0.01 $ (0.01 ) $ (0.07 ) $ (0.29 ) Dilutive securities outstanding not included in the computation of income (loss) per share because their effect is antidilutive: Non-qualified stock options 560 2,237 1,307 2,164 Restricted stock units 277 300 408 298 Warrants related to Cash Convertible Notes 7,707 7,707 7,707 7,707 CareFirst Convertible Note 892 892 892 892 CareFirst Warrants 198 36 133 34 (1) Performance-based stock units outstanding are considered contingently issuable shares and were excluded from the calculations of diluted earnings per share for all periods presented as the performance criteria had not been met as of the end of the reporting periods.

Accumulated OCI

Accumulated OCI	6 Months Ended
	Jun. 30, 2015
Accumulated OCI [Abstract]
Accumulated OCI	(10) Accumulated OCI (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, 2015 $ (342 ) $ (1,706 ) $ (2,048 ) Other comprehensive loss before reclassifications, net of tax (133 ) (1,245 ) (1,378 ) Amounts reclassified from accumulated OCI, net of tax 117 — 117 Net decrease in other comprehensive income (loss), net of tax (16 ) (1,245 ) (1,261 ) Accumulated OCI, net of tax, as of June 30, 2015 $ (358 ) $ (2,951 ) $ (3,309 ) (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 (150 ) 407 257 Amounts reclassified from accumulated OCI, net of tax 154 — 154 Net increase in other comprehensive income (loss), net of tax 4 407 411 Accumulated OCI, net of tax, as of June 30, 2014 $ (509 ) $ 513 $ 4 The following table provides details about reclassifications out of accumulated OCI for the six months ended June 30, 2015 and 2014: Six Months Ended June 30, Statement of Comprehensive (In $000s) 2015 2014 Loss Classification Interest rate swaps $ 194 $ 256 Interest expense (77 ) (102 ) Income tax benefit $ 117 $ 154 Net of tax See Note 6 for further discussion of our interest rate swaps.

Share Repurchases

Share Repurchases	6 Months Ended
	Jun. 30, 2015
Share Repurchase [Abstract]
Share Repurchases	(11) Share Repurchases In accordance with the terms of a Separation and Release Agreement entered into with our former president and chief executive officer, Ben R. Leedle, Jr., whose employment was terminated on May 15, 2015 (the "Separation Date"), Mr. Leedle elected to net exercise (net of the applicable exercise price and tax withholding) on the Separation Date certain performance awards granted to Mr. Leedle in the form of options to purchase 434,436 shares of common stock of the Company at an exercise price of $9.96 per share. The Company repurchased from Mr. Leedle 106,408 shares of common stock resulting from this net exercise at $17.23 per share, which was the per share purchase price equal to the closing price of the common stock on the Separation Date as reported on the NASDAQ Global Select Market.

Share-Based Compensation (Table

Share-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2015
Share-Based Compensation [Abstract]
Summary of option activity	A summary of our stock options as of June 30, 2015 and changes during the six months then ended is presented below: Shares (000s) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($000s) Options Outstanding at January 1, 2015 3,564 $ 13.01 Granted — — Exercised (550 ) 10.53 Forfeited (74 ) 11.35 Expired (62 ) 40.01 Outstanding at June 30, 2015 2,878 12.95 5.99 $ 3,122 Exercisable at June 30, 2015 2,193 $ 13.13 5.57 $ 2,459
Summary of nonvested shares	The following table shows a summary of our restricted stock, restricted stock units and performance-based stock units ("nonvested shares") as of June 30, 2015, as well as activity during the six months then ended: Restricted Stock and Restricted Stock Units Performance-Based Stock Units Nonvested Shares Shares (000s) Weighted- Average Grant Date Fair Value Shares (000s) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2015 1,047 $ 13.15 341 $ 14.77 Granted 116 16.21 — — Vested (284 ) 12.57 — — Forfeited (49 ) 12.03 — — Nonvested at June 30, 2015 830 $ 13.87 341 $ 14.77

Long-Term Debt (Tables)

Long-Term Debt (Tables)	6 Months Ended
	Jun. 30, 2015
Long-Term Debt [Abstract]
Schedule of Debt [Table Text Block]	The Company's long-term debt consists of the following at June 30, 2015 and December 31, 2014: (In $000s) June 30, 2015 December 31, 2014 Cash Convertible Notes, net of unamortized discount $ 126,642 $ 123,148 CareFirst Convertible Note 20,000 20,000 Fifth Amended Credit Agreement: Term Loan 90,000 97,500 Revolver 9,850 4,950 Capital lease obligations and other 6,772 6,127 253,264 251,725 Less: current portion (23,808 ) (20,613 ) $ 229,456 $ 231,112

Derivative Instruments and He22

Derivative Instruments and Hedging Activities (Tables)	6 Months Ended
	Jun. 30, 2015
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 and six months ended June 30, 2015 and 2014: (In $000s) For the Three Months Ended For the Six Months Ended Derivatives in Cash Flow Hedging Relationships June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect $ 54 $ 216 $ 255 $ 281 Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect $ 96 $ 130 $ 194 $ 256
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 income (loss) as follows: (In $000s) Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Statements of Comprehensive Income (Loss) Classification Cash Convertible Notes Hedges: Net unrealized loss $ (32,473 ) $ (32,897 ) Selling, general and administrative expenses Cash Conversion Derivative: Net unrealized gain $ 32,473 $ 32,897 Selling, general and administrative expenses
Fair values of derivative instruments	The estimated gross fair values of derivative instruments at June 30, 2015 and December 31, 2014, excluding the impact of netting derivative assets and liabilities when a legally enforceable master netting agreement exists, were as follows: June 30, 2015 December 31, 2014 (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 $ 163 $ — $ — $ 477 $ — $ — Other assets — — 15,128 — — 48,025 Total assets $ 163 $ — $ 15,128 $ 477 $ — $ 48,025 Liabilities: Derivatives not designated as hedging instruments: Accrued liabilities $ 119 $ — $ — $ 111 $ — $ — Other long-term liabilities — — 15,128 — — 48,025 Derivatives designated as hedging instruments: Accrued liabilities — 145 — — — — Other long-term liabilities — 362 — — 395 — Total liabilities $ 119 $ 507 $ 15,128 $ 111 $ 395 $ 48,025 See also Note 7.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2015
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 June 30, 2015 and December 31, 2014: (In $000s) June 30, 2015 Level 2 Level 3 Gross Fair Value Netting (1) Net Fair Value Assets: Foreign currency exchange contracts $ 163 $ — $ 163 $ (99 ) $ 64 Cash Convertible Notes Hedges — 15,128 15,128 — 15,128 Liabilities: Foreign currency exchange contracts $ 119 $ — $ 119 $ (99 ) $ 20 Interest rate swap agreements 507 — 507 — 507 Cash Conversion Derivative — 15,128 15,128 — 15,128 (In $000s) December 31, 2014 Level 2 Level 3 Gross Fair Value Netting (1) Net Fair Value Assets: Foreign currency exchange contracts $ 477 $ — $ 477 $ (111 ) $ 366 Cash Convertible Notes Hedges — 48,025 48,025 — 48,025 Liabilities: Foreign currency exchange contracts $ 111 $ — $ 111 $ (111 ) $ — Interest rate swap agreements 395 — 395 — 395 Cash Conversion Derivative — 48,025 48,025 — 48,025 (1)
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, 2014 Purchases of Level 3 Instruments Issuances of Level 3 Instruments Gains/(Losses) Included in Earnings Balance at June 30, 2015 Cash Convertible Notes Hedges $ 48,025 $ — $ — $ (32,897 ) $ 15,128 Cash Conversion Derivative (48,025 ) — — 32,897 (15,128 )

Earnings Per Share (Tables)

Earnings Per Share (Tables)	6 Months Ended
	Jun. 30, 2015
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 and six months ended June 30, 2015 and 2014: (In 000s, except per share data) Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2015 2014 2015 2014 Numerator: Net income (loss) attributable to Healthways, Inc. - numerator for basic income (loss) per share $ 420 $ (517 ) $ (2,493 ) $ (10,113 ) Denominator: Shares used for basic income (loss) per share 35,734 35,285 35,664 35,219 Effect of dilutive securities outstanding: Non-qualified stock options (1) 770 — — — Restricted stock units (1) 372 — — — CareFirst Warrants (1) 5 — — — Shares used for diluted income per share 36,881 35,285 35,664 35,219 Income (loss) per share: Basic $ 0.01 $ (0.01 ) $ (0.07 ) $ (0.29 ) Diluted (1) $ 0.01 $ (0.01 ) $ (0.07 ) $ (0.29 ) Dilutive securities outstanding not included in the computation of income (loss) per share because their effect is antidilutive: Non-qualified stock options 560 2,237 1,307 2,164 Restricted stock units 277 300 408 298 Warrants related to Cash Convertible Notes 7,707 7,707 7,707 7,707 CareFirst Convertible Note 892 892 892 892 CareFirst Warrants 198 36 133 34 (1)

Accumulated OCI (Tables)

Accumulated OCI (Tables)	6 Months Ended
	Jun. 30, 2015
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 six months ended June 30, 2015 and 2014: (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, 2015 $ (342 ) $ (1,706 ) $ (2,048 ) Other comprehensive loss before reclassifications, net of tax (133 ) (1,245 ) (1,378 ) Amounts reclassified from accumulated OCI, net of tax 117 — 117 Net decrease in other comprehensive income (loss), net of tax (16 ) (1,245 ) (1,261 ) Accumulated OCI, net of tax, as of June 30, 2015 $ (358 ) $ (2,951 ) $ (3,309 ) (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 (150 ) 407 257 Amounts reclassified from accumulated OCI, net of tax 154 — 154 Net increase in other comprehensive income (loss), net of tax 4 407 411 Accumulated OCI, net of tax, as of June 30, 2014 $ (509 ) $ 513 $ 4
Reclassification out of Accumulated Other Comprehensive Income	The following table provides details about reclassifications out of accumulated OCI for the six months ended June 30, 2015 and 2014: Six Months Ended June 30, Statement of Comprehensive (In $000s) 2015 2014 Loss Classification Interest rate swaps $ 194 $ 256 Interest expense (77 ) (102 ) Income tax benefit $ 117 $ 154 Net of tax

Share-Based Compensation (Detai

Share-Based Compensation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Aggregate Intrinsic Value [Abstract]
Cash received from option exercises			$ 1,292	$ 1,265
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated share-based compensation	$ 3,417	$ 1,858	$ 5,797	$ 3,558
Stock Options [Member]
Shares [Roll Forward]
Outstanding, beginning of period (in shares)			3,564
Granted (in shares)			0
Exercised (in shares)			(550)
Forfeited (in shares)			(74)
Expired (in shares)			(62)
Outstanding, end of period (in shares)	2,878		2,878
Exercisable, end of period (in shares)	2,193		2,193
Weighted-Average Exercise Price [Roll Forward]
Outstanding, beginning of period (in dollars per share)			$ 13.01
Granted (in dollars per share)			0
Exercised (in dollars per share)			10.53
Forfeited (in dollars per share)			11.35
Expired (in dollars per share)			40.01
Outstanding, end of period (in dollars per share)	$ 12.95		12.95
Exercisable, end of period (in dollars per share)	$ 13.13		$ 13.13
Weighted-Average Remaining Contractual Term [Abstract]
Outstanding			5 years 11 months 26 days
Exercisable			5 years 6 months 25 days
Aggregate Intrinsic Value [Abstract]
Outstanding	$ 3,122		$ 3,122
Exercisable	$ 2,459		$ 2,459
Performance-Based Stock Units [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)			341
Granted (in shares)			0
Vested (in shares)			0
Forfeited (in shares)			0
Nonvested, end of period (in shares)	341		341
Weighted-Average Grant Date Fair Value [Roll Forward]
Nonvested, beginning of period (in dollars per share)			$ 14.77
Granted (in dollars per share)			0
Vested (in dollars per share)			0
Forfeited (in dollars per share)			0
Nonvested, end of period (in dollars per share)	$ 14.77		$ 14.77
Restricted Stock and Restricted Stock Units (RSUs) [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)			1,047
Granted (in shares)			116
Vested (in shares)			(284)
Forfeited (in shares)			(49)
Nonvested, end of period (in shares)	830		830
Weighted-Average Grant Date Fair Value [Roll Forward]
Nonvested, beginning of period (in dollars per share)			$ 13.15
Granted (in dollars per share)			16.21
Vested (in dollars per share)			12.57
Forfeited (in dollars per share)			12.03
Nonvested, end of period (in dollars per share)	$ 13.87		$ 13.87

Income Taxes (Details)

Income Taxes (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Taxes [Abstract]
Effective tax rate	81.00%	(36.50%)	(31.60%)	(35.60%)
Open Tax Year	2,011

Long-Term Debt, Table (Details)

Long-Term Debt, Table (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	$ 253,264	$ 251,725
Long-term Debt, excluding current portion	229,456	231,112
Short-term Debt	(23,808)	(20,613)
Cash Convertible Notes, net of unamortized discount
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	126,642	123,148
CareFirst Convertible Note [Member]
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	20,000	20,000
Term Loan Facility [Member]
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	90,000	97,500
Revolver
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	9,850	4,950
Capital lease obligations and other
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	$ 6,772	$ 6,127

Long-Term Debt (Details)

Long-Term Debt (Details)	Oct. 01, 2019	Oct. 01, 2013	Jun. 30, 2015USD ($)$ / sharesshares	Jun. 30, 2015USD ($)$ / sharesshares	Jun. 30, 2014USD ($)
Debt Instrument [Line Items]
Date of Registration Rights Agreement		Oct. 1, 2013
Debt Instrument, Interest Rate, Effective Percentage			5.70%	5.70%
Amortization of debt discount				$ 3,495,000	$ 3,303,000
Debt Instrument, Unamortized Discount			$ 25,100,000	25,100,000
Deferred Finance Costs, Gross			$ 3,939,543	$ 3,939,543
Interest Rate for Notes			1.50%	1.50%
Aggregate Principal of convertible notes			$ 150,000,000	$ 150,000,000
Debt Instrument, Convertible, Conversion Price | $ / shares			$ 19.46	$ 19.46
Notional amount of foreign currency exchange contracts			$ 28,700,000	$ 28,700,000
Payments for Hedge, Financing Activities				$ 36,750,000
Initial Conversion rate | $ / shares			$ 19.46	$ 19.46
Warrants Strike Price | $ / shares			$ 25.95	$ 25.95
Conversion price premium percentage			60.00%	60.00%
CareFirst Warrant Shares Maximum | shares				1,600,000
CareFirst Warrant Shares for one year period | shares				400,000
CareFirst Warrants Outstanding | shares			305,121	305,121
Warrants Weighted Average Exercise Price | $ / shares			$ 18.98	$ 18.98
Debt Discount at time of issuance			$ 36,750,000	$ 36,750,000
Cash Convertible Notes [Member]
Debt Instrument [Line Items]
Debt Instrument, Convertible, Conversion Ratio			51.38
CareFirst Convertible Note [Member]
Debt Instrument [Line Items]
Notes, Issuance Date		Oct. 1, 2013
Debt Instrument, Maturity Date	Oct. 1, 2019
Interest Rate for Notes			4.75%	4.75%
Aggregate Principal of convertible notes			$ 20,000,000	$ 20,000,000
Debt Instrument, Convertible, Conversion Price | $ / shares			$ 22.41	$ 22.41
Initial Conversion rate | $ / shares			$ 22.41	$ 22.41

Long-Term Debt, Line of Credit

Long-Term Debt, Line of Credit and Term Loan (Details) - USD ($) $ in Millions	Jun. 08, 2017	Jun. 08, 2012	Jun. 30, 2015
Line of Credit Facility [Line Items]
Initiation date		Jun. 8, 2012
Expiration date	Jun. 8, 2017
Amount outstanding			$ 90
Availability under the revolving credit facility under most restrictive covenant			$ 109.9
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.
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.
Terms of periodic payments	We are required to repay term loans in quarterly principal installments aggregating (1) 1.875% of the original aggregate principal amount of the term loans during each of the four quarters beginning with the quarter ending September 30, 2014, and (2) 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.
Fifth Amended Credit Agreement [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 200
Letters of Credit Sub Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			75
Swingline Sub Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			20
Term Loan Facility [Member]
Line of Credit Facility [Line Items]
Maturity date	Jun. 8, 2017
Uncommitted Incremental Accordion Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 100

Derivative Instruments and He31

Derivative Instruments and Hedging Activities (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2015	Dec. 31, 2014
Derivatives, Fair Value [Line Items]
Current notional amount at 06/30/2015	$ 125,000		$ 125,000
Notional amount effective in future	$ 75,000		$ 75,000		$ 50,000
Lower variable interest rate range (in hundredths)	0.69%		0.69%
Higher variable interest rate range (in hundredths)	1.48%		1.48%
Fair Values of Derivative Instruments [Abstract]
Reclassification of net losses on interest rate swap agreements from accumulated OCI to interest expense within the next 12 months	$ 400		$ 400
Derivatives in Cash Flow Hedging Relationships [Abstract]
Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect	54	$ 216	255	$ 281
Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect	96	$ 130	194	256
Gains or losses on cash flow hedges recognized in our consolidated statements of comprehensive income (loss) resulting from hedge ineffectiveness			0	$ 0
Notional amount of foreign currency exchange contracts	28,700		28,700
Forward Contracts [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	119		119
Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	163		163			$ 477
Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	163		163			477
Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0
Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0		0			0
Forward Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0
Swap [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	507		507			395
Swap [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0		0			0
Swap [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0		0			0
Swap [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities						0
Swap [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0			0
Swap [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0		0			0
Swap [Member] | Derivatives Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	145		145			0
Swap [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities						395
Interest Rate Swap Agreements [Member] | Swap [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0
Interest Rate Swap Agreements [Member] | Swap [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	362		362
Foreign Currency Exchange Contracts [Member] | Forward Contracts [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities						111
Foreign Currency Exchange Contracts [Member] | Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	119		119			111
Foreign Currency Exchange Contracts [Member] | Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities						0
Foreign Currency Exchange Contracts [Member] | Forward Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities						0
Foreign Currency Exchange Contracts [Member] | Forward Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0			0
Embedded Derivative Financial Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	15,128		15,128			48,025
Embedded Derivative Financial Instruments [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0			0
Embedded Derivative Financial Instruments [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	15,128		15,128			48,025
Embedded Derivative Financial Instruments [Member] | Derivatives Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0			0
Embedded Derivative Financial Instruments [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0		0			0
Cash Convertible Notes Hedge [Member] | Selling, General and Administrative Expenses [Member]
Derivatives in Cash Flow Hedging Relationships [Abstract]
Gains or losses on cash flow hedges recognized in our consolidated statements of comprehensive income (loss) resulting from hedge ineffectiveness	(32,473)		(32,897)
Cash Convertible Notes Hedge [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	15,128		15,128			48,025
Cash Convertible Notes Hedge [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0		0			0
Cash Convertible Notes Hedge [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	15,128		15,128			$ 48,025
Cash Conversion Derivative [Member] | Selling, General and Administrative Expenses [Member]
Derivatives in Cash Flow Hedging Relationships [Abstract]
Gains or losses on cash flow hedges recognized in our consolidated statements of comprehensive income (loss) resulting from hedge ineffectiveness	$ 32,473		$ 32,897

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2014	Dec. 31, 2013
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]
Cash and cash equivalents	$ 5,265,000	$ 5,265,000	$ 1,765,000	$ 2,427,000	$ 2,584,000
Aggregate Principal of convertible notes	150,000,000	150,000,000
Cash Convertible Notes Hedge [Member]
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]
Balance at beginning of period		48,025,000
Purchases into Level 3	0
Issuances into Level 3	0
Gains/(Losses) included in Earnings		(32,897,000)
Balance at end of period	15,128,000	15,128,000
Fifth Amended Credit Facility [Member]
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]
Carrying Amount of Outstanding borrowings under the Fifth Amended Credit Agreement	99,900,000	99,900,000
Fair Value of Outstanding borrowings under the Fifth Amended Credit Agreement	99,400,000	99,400,000
Cash Convertible Notes [Member]
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]
Aggregate Principal of convertible notes	150,000,000	150,000,000
Debt Instrument, Carrying Amount	126,600,000	126,600,000
Debt Instrument, Fair Value	140,800,000	140,800,000
Cash Conversion Derivative [Member]
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]
Balance at beginning of period		(48,025,000)
Purchases into Level 3	0
Issuances into Level 3	0
Gains/(Losses) included in Earnings		32,897,000
Balance at end of period	(15,128,000)	(15,128,000)
CareFirst Convertible Note [Member]
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) [Abstract]
Debt Instrument, Carrying Amount	20,000,000	20,000,000
Debt Instrument, Fair Value	20,000,000	20,000,000
Recurring [Member] | Foreign Exchange Contract [Member]
Assets measured at fair value on a recurring basis
Gross Fair Value	163,000	163,000	477,000
Netting	(99,000)	(99,000)	(111,000)
Net Fair Value	64,000	64,000	366,000
Liabilities measured at fair value on a recurring basis
Gross Fair Value	119,000	119,000	111,000
Netting	(99,000)	(99,000)	(111,000)
Net Fair Value	20,000	20,000	0
Recurring [Member] | Foreign Exchange Contract [Member] | Level 2 [Member]
Assets measured at fair value on a recurring basis
Gross Fair Value	163,000	163,000	477,000
Liabilities measured at fair value on a recurring basis
Gross Fair Value	119,000	119,000	111,000
Recurring [Member] | Foreign Exchange Contract [Member] | Level 3 [Member]
Assets measured at fair value on a recurring basis
Gross Fair Value	0	0	0
Liabilities measured at fair value on a recurring basis
Gross Fair Value	0	0	0
Recurring [Member] | Interest Rate Swap [Member]
Liabilities measured at fair value on a recurring basis
Gross Fair Value	507,000	507,000	395,000
Netting	0	0	0
Net Fair Value	507,000	507,000	395,000
Recurring [Member] | Interest Rate Swap [Member] | Level 2 [Member]
Liabilities measured at fair value on a recurring basis
Gross Fair Value	507,000	507,000	395,000
Recurring [Member] | Interest Rate Swap [Member] | Level 3 [Member]
Liabilities measured at fair value on a recurring basis
Gross Fair Value	0	0	0
Recurring [Member] | Cash Convertible Notes Hedge [Member]
Assets measured at fair value on a recurring basis
Gross Fair Value	15,128,000	15,128,000	48,025,000
Netting	0	0	0
Net Fair Value	15,128,000	15,128,000	48,025,000
Recurring [Member] | Cash Convertible Notes Hedge [Member] | Level 2 [Member]
Assets measured at fair value on a recurring basis
Gross Fair Value	0	0	0
Recurring [Member] | Cash Convertible Notes Hedge [Member] | Level 3 [Member]
Assets measured at fair value on a recurring basis
Gross Fair Value	15,128,000	15,128,000	48,025,000
Recurring [Member] | Cash Conversion Derivative [Member]
Liabilities measured at fair value on a recurring basis
Gross Fair Value	15,128,000	15,128,000	48,025,000
Netting	0	0	0
Net Fair Value	15,128,000	15,128,000	48,025,000
Recurring [Member] | Cash Conversion Derivative [Member] | Level 2 [Member]
Liabilities measured at fair value on a recurring basis
Gross Fair Value	0	0	0
Recurring [Member] | Cash Conversion Derivative [Member] | Level 3 [Member]
Liabilities measured at fair value on a recurring basis
Gross Fair Value	$ 15,128,000	$ 15,128,000	$ 48,025,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - Jun. 30, 2015 - USD ($) $ in Millions	Total
Contractual Commitment [Abstract]
Minimum remaining contractual cash obligations	$ 30.8
Total minimum payments required under outsourcing agreement over remaining term	109.2
Estimate of remaining payments pursuant to outsourcing agreement	226.3
Junk Fax Prevention Act Lawsuit [Abstract]
Junk Fax Prevention Act Lawsuit Damages being sought	$ 5

Earnings Per Share (Details)

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Numerator [Abstract]
Net loss - numerator for basic loss per share	$ 420	$ (517)		$ (2,493)		$ (10,113)
Denominator [Abstract]
Shares used for basic loss per share (in shares)	35,734	35,285		35,664		35,219
Shares used for diluted loss per share (in shares)	36,881	35,285	[1]	35,664	[1]	35,219	[1]
Loss per share [Abstract]
Basic (in dollars per share)	$ 0.01	$ (0.01)		$ (0.07)		$ (0.29)
Diluted (in dollars per share)	$ 0.01	$ (0.01)	[1]	$ (0.07)	[1]	$ (0.29)	[1]
Non-Qualified Stock Options [Member]
Denominator [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	770	0	[1]	0	[1]	0	[1]
Restricted Stock Units [Member]
Denominator [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	372	0	[1]	0	[1]	0	[1]
CareFirst Warrants
Denominator [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	5	0	[1]	0	[1]	0	[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)	560	2,237		1,307		2,164
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)	277	300		408		298
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	7,707		7,707		7,707
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	892		892		892
CareFirst Warrants
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)	198	36		133		34
[1]	The impact of potentially dilutive securities for the six months ended June 30, 2015 and the three and six months ended June 30, 2014 was not considered because the effect would be anti-dilutive in each of those periods.

Accumulated OCI (Details)

Accumulated OCI (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Accumulated Other Comprehensive Income Loss [Line Items]
Accumulated OCI, net of tax Beginning Balance			$ (2,048)	$ (407)
Other comprehensive loss before reclassifications, net of tax			(1,378)	257
Amounts reclassified from accumulated OCI, net of tax			117	154
Net increase (decrease) in other comprehensive income (loss), net of tax			(1,261)	411
Accumulated OCI, net of tax Ending Balance	$ (3,309)	$ 4	(3,309)	4
Reclassification adjustments out of AOCI [Abstract]
Reclassification to interest expense	(4,561)	(4,516)	(9,052)	(8,899)
Amounts reclassified from accumulated other comprehensive income to: [Member]
Reclassification adjustments out of AOCI [Abstract]
Reclassification to interest expense			194	256
Tax effect of reclassification			(77)	(102)
Reclassification Adjustment on Derivatives Included in Net Income			117	154
Net Change in Fair Value of Interest Rate Swaps [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Accumulated OCI, net of tax Beginning Balance			(342)	(513)
Other comprehensive loss before reclassifications, net of tax			(133)	(150)
Amounts reclassified from accumulated OCI, net of tax			117	154
Net increase (decrease) in other comprehensive income (loss), net of tax			(16)	4
Accumulated OCI, net of tax Ending Balance	(358)	(509)	(358)	(509)
Foreign Currency Translation Adjustments [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Accumulated OCI, net of tax Beginning Balance			(1,706)	106
Other comprehensive loss before reclassifications, net of tax			(1,245)	407
Amounts reclassified from accumulated OCI, net of tax			0	0
Net increase (decrease) in other comprehensive income (loss), net of tax			(1,245)	407
Accumulated OCI, net of tax Ending Balance	$ (2,951)	$ 513	$ (2,951)	$ 513

Share Repurchases (Details)

Share Repurchases (Details) - May. 16, 2015 - $ / shares	Total
Share Repurchase [Abstract]
Options Exercised	434,436
Exercise Price of Options Exercised	$ 9.96
Stock Repurchased and Retired During Period, Shares	106,408
Price per Share of Stock Repurchased and Retired During Period	$ 17.23