Tivity Health (TVTY) 10-K 4 Mar 16 2015 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Feb. 29, 2016	Jun. 30, 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		36,129,650
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	FY
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2015
Entity Public Float			$ 376.9

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 1,870	$ 1,765
Accounts receivable, net	108,195	126,559
Prepaid expenses	10,207	10,680
Other current assets	5,230	7,662
Income taxes receivable	1,076	2,917
Deferred tax asset	8,209	13,118
Total current assets	134,787	162,701
Property and equipment:
Leasehold improvements	37,565	39,285
Computer equipment and related software	315,890	316,808
Furniture and office equipment	19,776	23,257
Capital projects in process	13,676	38,389
Property and equipment, gross	386,907	417,739
Less accumulated depreciation	(230,907)	(252,043)
Property and equipment, net	156,000	165,696
Other assets	27,919	75,550
Intangible assets, net	61,317	69,161
Goodwill, net	336,974	338,800
Total assets	716,997	811,908
Current liabilities:
Accounts payable	41,035	37,204
Accrued salaries and benefits	21,620	24,198
Accrued liabilities	50,074	62,674
Deferred revenue	7,056	8,282
Contract billings in excess of earned revenue	12,893	15,232
Current portion of long-term debt	23,308	20,613
Current portion of long-term liabilities	6,204	2,127
Total current liabilities	162,190	170,330
Long-term debt	212,362	231,112
Long-term deferred tax liability	23,617	32,883
Other long-term liabilities	38,238	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, 36,079,446 and 35,511,221 shares outstanding	36	35
Additional paid-in capital	302,488	292,346
Retained earnings	9,659	42,439
Treasury stock, at cost, 2,254,953 shares in treasury	(28,182)	(28,182)
Accumulated other comprehensive loss	(4,087)	(2,048)
Total Healthways, Inc. stockholders' equity	279,914	304,590
Non-controlling interest	676	0
Total stockholders' equity	280,590	304,590
Total liabilities and stockholders' equity	$ 716,997	$ 811,908

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 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)	36,079,446	35,511,221
Treasury stock (in shares)	2,254,953	2,254,953

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands		12 Months Ended
		Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Revenues		$ 770,598	$ 742,183	$ 663,285
Cost of services (exclusive of depreciation and amortization of $39,485, $37,741, and $36,183, respectively, included below)		635,909	598,280	547,387
Selling, general and administrative expenses		68,142	65,377	61,205
Depreciation and amortization		49,855	53,378	52,791
Restructuring and related charges		15,097	0	0
Gain on sale of business		(1,873)	0	0
Legal settlement charges		0	17,715	0
Operating income		3,468	7,433	1,902
Interest expense		18,328	17,581	16,079
Equity in loss from joint ventures		(20,229)	0	0
Loss before income taxes		(35,089)	(10,148)	(14,177)
Income tax benefit		(3,771)	(4,587)	(5,636)
Net income (loss)		(31,318)	(5,561)	(8,541)
Less: net loss attributable to non-controlling interest		(371)	0	0
Net loss attributable to Healthways, Inc.		$ (30,947)	$ (5,561)	$ (8,541)
Loss per share: attributable to Healthways, Inc.
Basic (in dollars per share)		$ (0.86)	$ (0.16)	$ (0.25)
Diluted (in dollars per share)	[1]	$ (0.86)	$ (0.16)	$ (0.25)
Weighted average common shares and equivalents
Basic (in shares)		35,832	35,302	34,489
Diluted (in shares)	[1]	35,832	35,302	34,489
[1]	The impact of potentially dilutive securities for the years ended December 31, 2015, December 31, 2014, and December 31, 2013 was not considered because the impact would be anti-dilutive.

CONSOLIDATED STATEMENTS OF OPE5

CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Cost of services, depreciation and amortization	$ 39,485	$ 37,741	$ 36,183

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net loss	$ (31,318)	$ (5,561)	$ (8,541)
Other comprehensive income (loss), net of income taxes
Net change in fair value of interest rate swaps, net of income taxes of $1, $44, and $972, respectively	103	171	1,277
Foreign currency translation adjustment	(2,294)	(1,812)	(755)
Total other comprehensive income (loss), net of tax	(2,191)	(1,641)	522
Comprehensive Loss	(33,509)	(7,202)	(8,019)
Comprehensive loss attributable to non-controlling interest	(523)	0	0
Comprehensive loss attributable to Healthways, Inc.	$ (32,986)	$ (7,202)	$ (8,019)

CONSOLIDATED STATEMENTS OF COM7

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net change in fair value of interest rate swaps, income taxes	$ 1	$ 44	$ 972

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - 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, 2012	$ 0	$ 34	$ 251,357	$ 56,541	$ (28,182)	$ (929)	$ 0	$ 278,821
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income (loss)	0	0	0	(8,541)	0	522	0	(8,019)
Exercise of stock options	0	1	12,747	0	0	0	0	12,748
Tax effect of stock options and restricted stock units	0	0	(3,225)	0	0	0	0	(3,225)
Share-based employee compensation expense	0	0	7,116	0	0	0	0	7,116
Issuance of Warrants	0	0	15,150	0	0	0	0	15,150
Issuance of stock in conjunction with Ornish partnership	0	0	467	0	0	0	0	467
Other	0	0	(368)	0	0	0	0	(368)
Balance at Dec. 31, 2013	0	35	283,244	48,000	(28,182)	(407)	0	302,690
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income (loss)	0	0	0	(5,561)	0	(1,641)	0	(7,202)
Exercise of stock options	0	0	2,851	0	0	0	0	2,851
Tax effect of stock options and restricted stock units	0	0	(3,737)	0	0	0	0	(3,737)
Share-based employee compensation expense	0	0	8,349	0	0	0	0	8,349
Issuance of Warrants	0	0	1,639	0	0	0	0	1,639
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]
Comprehensive income (loss)	0	0	0	(30,947)	0	(2,039)	(523)	(33,509)
Exercise of stock options	0	1	2,466	0	0	0	0	2,467
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	(5,617)	0	0	0	0	(5,617)
Share-based employee compensation expense	0	0	10,469	0	0	0	0	10,469
Issuance of Warrants	0	0	2,408	0	0	0	0	2,408
Proceeds from non-controlling interest	0	0	416	0	0	0	1,199	1,615
Balance at Dec. 31, 2015	$ 0	$ 36	$ 302,488	$ 9,659	$ (28,182)	$ (4,087)	$ 676	$ 280,590

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Cash flows from operating activities:
Net loss	$ (31,318)	$ (5,561)	$ (8,541)
Adjustments to reconcile net income to net cash provided by operating activities, net of business acquisitions:
Depreciation and amortization	49,855	53,378	52,791
Amortization of deferred loan costs	2,520	1,855	1,685
Amortization of debt discount	7,148	6,757	3,140
Share-based employee compensation expense	10,469	8,349	7,116
Equity in loss from joint ventures	20,229	0	0
Deferred income taxes	(5,916)	(6,972)	(5,077)
Gain on sale of business	(1,873)	0	0
Excess tax benefits from share-based payment arrangements	0	(525)	(718)
Decrease (increase) in accounts receivable, net	16,971	(38,130)	19,099
Decrease (increase) in other current assets	2,796	1,589	(598)
Increase (decrease) in accounts payable	5,248	(9,343)	9,224
(Decrease) increase in accrued salaries and benefits	(4,345)	3,165	(5,780)
(Decrease) increase in other current liabilities	(11,764)	26,990	(1,196)
Other	940	10,546	383
Net cash flows provided by operating activities	60,960	52,098	71,528
Cash flows from investing activities:
Acquisition of property and equipment	(34,730)	(42,991)	(41,346)
Investment in joint ventures	(5,881)	(7,050)	(6,507)
Proceeds from sale of business	4,369	0	0
Business acquisitions, net of cash	0	0	(830)
Other	(1,121)	(1,164)	(1,210)
Net cash flows used in investing activities	(37,363)	(51,205)	(49,893)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	572,981	467,126	352,850
Payments of long-term debt	(597,837)	(481,515)	(529,874)
Excess tax benefits from share-based payment arrangements	0	525	718
Exercise of stock options	2,467	2,851	12,748
Repurchase of common stock	(1,833)	0	0
Deferred loan costs	(892)	(391)	(5,264)
Proceeds from non-controlling interest	1,615	0	0
Proceeds from cash convertible senior notes	0	0	150,000
Proceeds from convertible note	0	0	20,000
Proceeds from sale of warrants	0	0	15,150
Payments for cash convertible note hedge transaction	0	0	(36,750)
Change in cash overdraft and other	1,648	11,227	526
Net cash flows used in financing activities	(21,851)	(177)	(19,896)
Effect of exchange rate changes on cash	(1,641)	(1,535)	(914)
Net increase (decrease) in cash and cash equivalents	105	(819)	825
Cash and cash equivalents, beginning of period	1,765	2,584	1,759
Cash and cash equivalents, end of period	1,870	1,765	2,584
Supplemental disclosure of cash flow information:
Cash paid during the period for interest	8,303	9,503	10,080
Cash paid during the period for income taxes	262	2,399	650
Noncash Activities:
Issuance of CareFirst Warrants	2,408	1,639	0
Assets acquired through capital lease obligation	898	6,702	0
Issuance of unregistered common stock associated with Ornish partnership	$ 0	$ 0	$ 467

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	1. Summary of Significant Accounting Policies Founded and incorporated in Delaware in 1981, Healthways, Inc. and its wholly-owned subsidiaries provides network delivered solutions and population health management services that are uniquely designed to help people improve their well-being, thereby improving their health and productivity and reducing their health-related costs. As used throughout these notes to the consolidated financial statements, unless the context otherwise indicates, the terms "we," "us," "our," or the "Company" refer collectively to Healthways, Inc. and its wholly-owned subsidiaries. a. Principles of Consolidation - The consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned by the Company, except for a joint venture, Healthways Brasil Servicos De Consultoria LTDA ("Healthways Brazil"), formed on March 11, 2015 with SulAmérica, one of the largest independent insurers in Brazil, to sell population health services to the Brazilian market. With its contribution, SulAmérica acquired a 49% interest in the joint venture. We have determined that our interest in Healthways Brazil represents a controlling financial interest and, therefore, have consolidated the financial statements of Healthways Brazil and have presented a b. Cash and Cash Equivalents - Cash and cash equivalents primarily include cash, tax-exempt debt instruments, commercial paper, and other short-term investments with original maturities of less than three months. c. Accounts Receivable, net - Accounts receivable includes billed and unbilled amounts. Billed receivables represent fees that are contractually due for services performed, net of contractual allowances (reflected as a reduction of revenue) and allowances for doubtful accounts (reflected as selling, general and administrative expenses). These combined allowances totaled $2.5 million and $2.6 million at December 31, 2015 and December 31, 2014, respectively. Unbilled receivables primarily represent fees recognized for monthly member utilization of fitness facilities under our SilverSneakers® fitness solution, billed one month in arrears, and certain performance-based fees that cannot be billed until after they are reconciled with the customer. Historically, we have experienced minimal instances of customer non-payment and therefore consider our accounts receivable to be collectible; however, we provide reserves, when appropriate, for doubtful accounts and for contractual allowances (such as data reconciliation differences) on a specific identification basis. d. Property and Equipment - Property and equipment is carried at cost and includes expenditures that increase value or extend useful lives. Net computer software at December 31, 2015 and 2014 was $114.8 million and $98.0 million, respectively. The portion of total depreciation expense related to computer software for the years ended December 31, 2015, 2014, and 2013 was $33.5 million, $29.9 million, and $26.5 million, respectively. e. Other Assets - Other assets consist primarily of cash convertible notes hedges, long-term investments, long-term customer incentives, and deferred loan costs net of accumulated amortization. f. Intangible Assets - Intangible assets subject to amortization include customer contracts, acquired technology, patents, distributor and provider networks, a perpetual license, and other intangible assets which we amortize on a straight-line basis over estimated useful lives ranging from three to 25 years. We assess the potential impairment of intangible assets subject to amortization whenever events or changes in circumstances indicate that the carrying values may not be recoverable. Intangible assets not subject to amortization at December 31, 2015 and 2014 consist of a trade name of $29.0 million. We review intangible assets not subject to amortization on an annual basis or more frequently whenever events or circumstances indicate that the assets might be impaired. See Note 4 for further information on intangible assets. g. Goodwill - We recognize goodwill for the excess of the purchase price over the fair value of tangible and identifiable intangible net assets of businesses that we acquire. We review goodwill for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (during the fourth quarter the fiscal year) or more frequently whenever events or circumstances indicate that the carrying value may not be recoverable. We allocate goodwill to reporting units based on the reporting unit expected to benefit from the combination. We estimate the fair value of each reporting unit using a combination of a discounted cash flow model and a market-based approach, and we reconcile the aggregate fair value of our reporting units to our consolidated market capitalization. h. Contract Billings in Excess of Earned Revenue - Contract billings in excess of earned revenue primarily represent performance-based fees subject to refund that we have not recognized as revenues because either (1) data from the customer is insufficient or incomplete to measure performance; or (2) interim performance measures indicate that we are not currently meeting performance targets. i. Accounts Payable - Accounts payable consists of short-term trade obligations and includes cash overdrafts attributable to disbursements not yet cleared by the bank. j. Income Taxes - We file a consolidated federal income tax return that includes all of our domestic wholly-owned subsidiaries. U.S. GAAP generally require that we record deferred income taxes for the tax effect of differences between the book and tax bases of our assets and liabilities. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are expected to be realized. When we determine that it is more likely than not that we will be able to realize our deferred tax assets in the future, an adjustment to the deferred tax asset is made and reflected in income. k. Revenue Recognition - We recognize revenue as services are performed when persuasive evidence of an arrangement exists, collectability is reasonably assured, and amounts are fixed or determinable. Our fees are generally billed on a per member per month ("PMPM") basis or upon member participation, such as the Healthways® SilverSneakers® fitness solution. For PMPM fees, we generally determine our contract fees by multiplying the contractually negotiated PMPM rate by the number of members eligible for or receiving our services during the month. PMPM rates are established during contract negotiations with customers, often based on the value we expect our programs to create and a sharing of that value between the customer and the Company. Some of our contracts place a portion of our fees at risk based on achieving certain performance metrics, cost savings, and/or clinical outcomes improvements ("performance-based"). Approximately 7% of revenues recorded during the year ended December 31, 2015 were performance-based of which 2% were subject to final reconciliation as of December 31, 2015. We generally bill our customers each month for the entire amount of the fees contractually due for the prior month's enrollment, which typically includes the amount, if any, that is performance-based and may be subject to refund should we not meet performance targets. Fees for participation are typically billed in the month after the services are provided. Deferred revenues arise from contracts that permit upfront billing and collection of fees covering the entire contractual service period, generally 12 months. A limited number of our contracts provide for certain performance-based fees that cannot be billed until after they are reconciled with the customer. We recognize revenue as follows: (1) we recognize the fixed portion of PMPM fees and fees for service as revenue during the period we perform our services; and (2) we recognize performance-based revenue based on the most recent assessment of our performance, which represents the amount that the customer would legally be obligated to pay if the contract were terminated as of the latest balance sheet date. We generally assess our level of performance for our contracts based on medical claims and other data that the customer is contractually required to supply, interim assessments of achievement against performance targets, or metrics available from our operating platforms. A minimum of four to nine months' data is typically required for us to measure performance. In assessing our performance, we may include estimates such as medical claims incurred but not reported. In addition, we may also provide reserves for contractual allowances (such as data reconciliation differences) as appropriate. If data is insufficient or incomplete to measure performance, or interim performance measures indicate that we are not meeting performance targets, we do not recognize performance-based fees subject to refund as revenues but instead record them in a current liability account entitled "contract billings in excess of earned revenue." Only in the event we do not meet performance levels by the end of the measurement period, typically one year, are we contractually obligated to refund some or all of the performance-based fees. We would only reverse revenues that we had already recognized if performance to date in the measurement period, previously above targeted levels, subsequently dropped below targeted levels. During the settlement process under a contract, which generally occurs six to eight months after the end of a contract year, we settle any performance-based fees and reconcile healthcare claims and clinical data. As of December 31, 2015, cumulative performance-based revenues that have not yet been settled with our customers but that have been recognized in the current and prior years totaled approximately $29.1 million, all of which were based on actual data. Data reconciliation differences, for which we provide contractual allowances until we reach agreement with respect to identified issues, can arise between the customer and us due to customer data deficiencies, omissions, and/or data discrepancies. Performance-related adjustments (including any amounts recorded as revenue that were ultimately refunded), changes in estimates, or data reconciliation differences may cause us to recognize or reverse revenue in a current year that pertains to services provided during a prior year. During 2015, 2014 and 2013, we recognized a net increase in revenue of $11.8 million, $7.9 million, and $8.2 million that related to services provided prior to each respective year. l. Earnings (Loss) Per Share – We calculate basic earnings (loss) per share using weighted average common shares outstanding during the period. We calculate diluted earnings (loss) per share using weighted average common shares outstanding during the period plus the effect of all dilutive potential common shares outstanding during the period unless the impact would be anti-dilutive. See Note 14 for a reconciliation of basic and diluted earnings (loss) per share. m. Share-Based Compensation – We recognize all share-based payments to employees in the consolidated statements of operations over the required vesting period based on estimated fair values at the date of grant. See Note 12 for further information on share-based compensation. n. Derivative Instruments and Hedging Activities – We use derivative instruments to manage risks related to interest expense, foreign currencies, and the cash convertible senior notes (as discussed in Note 6). We account for derivatives in accordance with Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("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. See Note 9 for further information on derivative instruments and hedging activities. o. Management Estimates – In preparing our consolidated financial statements in conformity with U.S. GAAP, management must make estimates and assumptions that affect: (1) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and (2) the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Recent Accounting Standards

Recent Accounting Standards	12 Months Ended
	Dec. 31, 2015
Recent Accounting Standards [Abstract]
Recent Accounting Standards	2. Recent Accounting Standards In May 2014, the FASB issued Accounting Standard Update ("ASU") 2014-9, which creates ASC Topic 606 and supersedes ASC Topic 605, "Revenue Recognition." The provisions of ASC Topic 606 provide for a single comprehensive principles-based standard for the recognition of revenue across all industries and expanded disclosure about the nature, amount, timing and uncertainty of revenue, as well as certain additional quantitative and qualitative disclosures. The standard is effective for annual periods beginning after December 15, 2017, including interim periods within those years. We are currently evaluating the impact of adopting ASC Topic 606. In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, which incorporates into the ASC an SEC staff announcement that the SEC staff will not object to an entity presenting the cost of securing a revolving line of credit as an asset, regardless of whether a balance is outstanding. These ASUs are effective for reporting periods beginning after December 15, 2015, including interim periods within those years, and should be applied on a retrospective basis to all periods presented. The adoption of these standards is not expected to have a material impact on our results of operations or cash flows but will result in debt issuance costs being presented as a direct deduction from the carrying amount of the related debt liability, except those debt issuance costs associated with our revolving credit facility. In November 2015, the FASB issued ASU 2015-17, In February 2016, the FASB issued ASU No. 2016-02, which requires that lessees recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position. ASU 2016-02 also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The update is effective for fiscal years beginning after December 15, 2018, including interim reporting periods within those years. We are currently evaluating the impact the adoption of ASU 2016-02 will have our financial position, results of operations and cash flows.

Goodwill

Goodwill	12 Months Ended
	Dec. 31, 2015
Goodwill [Abstract]
Goodwill	3. Goodwill The change in carrying amount of goodwill during the years ended December 31, 2013, 2014, and 2015 is shown below: (In thousands) Balance, December 31, 2012 $ 338,695 Other adjustments 105 Balance, December 31, 2013 338,800 Other adjustments — Balance, December 31, 2014 338,800 Navvis sale (1,826 ) Balance, December 31, 2015 $ 336,974 On November 1, 2015, we sold Navvis Healthcare, LLC, a provider of healthcare consulting and advisory services, for $4.4 million in cash, which resulted in a gain of $1.9 million. As of December 31, 2015 and December 31, 2014, the gross amount of goodwill totaled $519.3 million and $521.1 million, respectively, and we had accumulated impairment losses of $182.4 million.

Intangible Assets

Intangible Assets	12 Months Ended
	Dec. 31, 2015
Intangible Assets [Abstract]
Intangible Assets	4. Intangible Assets Intangible assets subject to amortization at December 31, 2015 consisted of the following: Gross Carrying Amount Accumulated Amortization Net Customer contracts $ 12,170 $ 12,044 $ 126 Acquired technology 18,548 17,947 601 Patents 24,832 19,121 5,711 Distributor and provider networks 8,709 8,232 477 Perpetual license to survey-based data 32,000 6,695 25,305 Other 530 482 48 Total $ 96,789 $ 64,521 $ 32,268 Intangible assets subject to amortization at December 31, 2014 consisted of the following: Gross Carrying Amount Accumulated Amortization Net Customer contracts $ 16,170 $ 13,445 $ 2,725 Acquired technology 19,268 16,709 2,559 Patents 24,711 17,486 7,225 Distributor and provider networks 8,709 7,711 998 Perpetual license to survey-based data 31,000 5,315 25,685 Other 2,140 1,220 920 Total $ 101,998 $ 61,886 $ 40,112 Intangible assets subject to amortization are being amortized over estimated useful lives ranging from three to 25 years. Total amortization expense for the years ended December 31, 2015, 2014 and 2013, was $6.7 million, $11.2 million and $12.7 million, respectively. The following table summarizes the estimated amortization expense for each of the next five years and thereafter: (In thousands) Year ending December 31, 2016 $ 4,154 2017 3,028 2018 2,403 2019 2,253 2020 2,048 2021 and thereafter 18,382 Total $ 32,268 Intangible assets not subject to amortization at December 31, 2015 and 2014 consist of a trade name of $29.0 million.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2015
Income Taxes [Abstract]
Income Taxes	5. Income Taxes Income tax expense is comprised of the following: (In thousands) Year Ended December 31, 2015 2014 2013 Current taxes Federal $ 291 $ 483 $ (1,311 ) State 941 269 741 Foreign 1,425 1,316 1,693 Deferred taxes Federal (5,162 ) (4,844 ) (5,842 ) State (1,070 ) (1,938 ) (1,018 ) Foreign (196 ) 127 101 Total $ (3,771 ) $ (4,587 ) $ (5,636 ) Our foreign income before income taxes was $3.8 million, $5.2 million, and $4.5 million for the years ended December 31, 2015, 2014 and 2013, respectively. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table sets forth the significant components of our net deferred tax liability as of December 31, 2015 and 2014: (In thousands) December 31, 2015 December 31, 2014 Deferred tax asset: Accruals and reserves $ 9,809 $ 17,769 Deferred compensation 6,010 4,372 Share-based payments 8,344 9,368 Net operating loss carryforwards 30,545 7,167 Cash convertible notes hedge and cash conversion derivative, respectively 9,539 4,459 Basis difference on joint ventures 6,466 — Other assets 4,425 3,124 75,138 46,259 Valuation allowance (13,594 ) (3,836 ) $ 61,544 $ 42,423 Deferred tax liability: Property and equipment $ (49,645 ) $ (44,832 ) Intangible assets (17,666 ) (11,778 ) Cash conversion derivative and cash convertible notes hedge, respectively (9,539 ) (4,459 ) Other liabilities (102 ) (1,119 ) (76,952 ) (62,188 ) Net deferred tax liability $ (15,408 ) $ (19,765 ) Net current deferred tax asset $ 8,209 $ 13,118 Net long-term deferred tax liability (23,617 ) (32,883 ) $ (15,408 ) $ (19,765 ) At December 31, 2015, we have provided a valuation allowance on certain deferred tax assets associated with our international operating loss carryforwards. For the year ended December 31, 2015, we determined that a valuation allowance for U.S. deferred tax assets was required due to management's judgment that it is more likely than not that a portion of the deferred tax assets will not be realized. As a result, in total we recorded an increase in our valuation allowance of $9.8 million for the year ended December 31, 2015 which was recorded within the provision for income taxes in the statement of operations in the fourth quarter of 2015. Our valuation allowance as of December 31, 2015 is $13.6 million. At December 31, 2015, we had international net operating loss carryforwards totaling approximately $ 14.6 We are tracking the portion of our net operating losses attributable to stock option benefits in a separate memo account pursuant to FASB ASC Topic 718-740, Stock Compensation. Therefore, the tax benefit related to these amounts are not included in our gross or net deferred tax assets. Pursuant to ASC We recorded a tax effect of $1,000, $44,000 and $1.0 million in 2015, 2014 and 2013, respectively, related to our interest rate swap agreements (see Note 9) to stockholders' equity as a component of accumulated other comprehensive income (loss). Undistributed earnings of the Company's foreign subsidiaries amounted to approximately $ 18.2 The difference between income tax expense computed using the statutory federal income tax rate and the effective rate is as follows: (In thousands) Year Ended December 31, 2015 2014 2013 Statutory federal income tax $ (12,281 ) $ (3,552 ) $ (4,962 ) State income taxes, less federal income tax benefit (1,478 ) (456 ) (669 ) Permanent items 161 137 634 Change in valuation allowance 9,758 206 388 Prior year tax adjustments 185 (42 ) 140 Uncertain tax position reversal (51 ) — (1,137 ) State income tax credits — (650 ) — Net impact of foreign earnings (65 ) (218 ) (175 ) Other — (12 ) 145 Income tax benefit $ (3,771 ) $ (4,587 ) $ (5,636 ) Uncertain Tax Positions During 2015, we recorded a $0.3 million reduction to an unrecognized tax benefit due to the settlement of a tax audit related to the 2008 tax year. As of December 31, 2015, we had no unrecognized tax benefits that would affect our effective tax rate. Our policy is to include interest and penalties related to unrecognized tax benefits in income tax expense. During 2015, we included an immaterial amount of net interest related to uncertain tax positions as a component of income tax expense. During 2014 and 2013, there were no interest and penalties related to unrecognized tax benefits recorded as income tax expense. The aggregate changes in the balance of unrecognized tax benefits, exclusive of interest, were as follows: (In thousands) Unrecognized tax benefits at December 31, 2013 $ 288 Decreases based upon a lapse of the applicable statute of limitations (35 ) Unrecognized tax benefits at December 31, 2014 $ 253 Decreases based upon settlements with taxing authorities (253 ) Unrecognized tax benefits at December 31, 2015 $ — We file income tax returns in the U.S. Federal jurisdiction and in various state and foreign jurisdictions. Tax years remaining subject to examination in the U.S. Federal jurisdiction include 2012 to present.

Long-Term Debt

Long-Term Debt	12 Months Ended
	Dec. 31, 2015
Long-Term Debt [Abstract]
Long-Term Debt	6. Long-Term Debt The Company's long-term debt consists of the following at December 31, 2015 and 2014: (In thousands) December 31, 2015 December 31, 2014 Cash Convertible Notes, net of unamortized discount $ 130,296 $ 123,148 CareFirst Convertible Note 20,000 20,000 Fifth Amended Credit Agreement: Term Loan 80,000 97,500 Revolver — 4,950 Capital lease obligations and other 5,374 6,127 235,670 251,725 Less: current portion (23,308 ) (20,613 ) $ 212,362 $ 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 December 31, 2015. Accordingly, we have classified the Cash Convertible Notes as long-term debt at December 31, 2015 and December 31, 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 8 for additional information regarding the Cash Convertible Notes Hedges and the Cash Conversion Derivative and their fair values as of December 31, 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 December 31, 2015, we had issued CareFirst Warrant Shares totaling 590,683 at a weighted average exercise price of $15.83, of which 400,000 were issued in 2015. These CareFirst Warrants may have a dilutive effect on net income per share, and the "treasury stock" method is 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") 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 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 legal settlement in 2014 and, for any period that includes a fiscal quarter ending on or before December 31, 2015, On October 27, 2015, we entered into a Seventh Amendment to the Fifth Amended Credit Agreement (the "Seventh Amendment"), which provides that the expense incurred by us in the following matters will be excluded from the calculation of consolidated EBITDA for purposes of the Fifth Amended Credit Agreement: (1) operational improvement and restructuring charges incurred from July 1, 2015 through March 31, 2017, not to exceed $27.5 million in the aggregate; (2) cash severance charges in connection with the departure of our former Chief Executive Officer during the quarter ended June 30, 2015 not to exceed $2.2 million in the aggregate; and (3) expense incurred in connection with the grant of certain cash inducement awards to our new Chief Executive Officer in an aggregate amount not to exceed approximately $1.3 million. The Seventh Amendment also reduced the amount available for borrowing under the revolving credit facility from $200.0 million to $125.0 million. As of December 31, 2015, availability under the revolving credit facility totaled $68.3 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) 1.875% 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. (In thousands) Year ending December 31, 2016 $ 20,000 2017 60,000 2018 150,000 2019 20,000 2020 — 2021 and thereafter — Total $ 250,000 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.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2015
Commitments and Contingencies [Abstract]
Commitments and Contingencies	7. 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. 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. On August 28, 2015, the FCC granted the Company relief requested in the Waiver Petition. We cannot predict the impact on the California Matter of the FCC's grant of relief pursuant to the Waiver Petition. On December 17, 2015, the court in the California Matter denied a class certification motion by the plaintiff and on February 1, 2016, denied the plaintiff's motion to stay proceedings. The litigation in the California Matter continues, and we intend to vigorously defend the allegations. Performance Award Lawsuit On September 4, 2012, Milton Pfeiffer, claiming to be a stockholder of the Company ("Plaintiff), filed a putative derivative action against the Company and the Company's Board of Directors (the "Board") in Delaware Chancery 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 (collectively, 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. No shareholder filed a timely objection to the ratification. Upon the expiration of the time period for shareholders to object to the ratification, the Company took the position that the ratification rendered the Plaintiff's claims moot. The parties then agreed to submit a stipulation of dismissal of the case to the Court. On October 30, 2015, the Court entered an Order that dismissed the case with prejudice with respect to Plaintiff Milton Pfeiffer as moot but without prejudice to the proposed class. No compensation in any form passed to the Plaintiff or to Plaintiff's attorneys. The Order preserves the right of counsel for Milton Pfeiffer to petition the Court for an award of attorneys' fees. Summary 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 statements. 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 in October 2012 we entered into a joint venture agreement with Gallup (the "Gallup Joint Venture") that requires us to make payments over a 5-year period beginning January 2013. As of December 31, 2015, we have minimum remaining contractual cash obligations of $27.0 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 $96.8 million; however, based on current required service and equipment level assumptions, we estimate that the remaining payments will be approximately $201.5 million. The agreement allows us to terminate all or a portion of the services provided we pay certain termination fees, which could be material to the Company.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2015
Fair Value Measurements [Abstract]
Fair Value Measurements	8. 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 Non-Recurring Basis We account for our investment in the Gallup Joint Venture using the equity method under ASC Topic 323. In the third quarter of 2015, we observed factors causing a decline in future revenue projections of the Gallup Joint Venture as an indicator of an other than temporary impairment of the investment. Accordingly, we estimated the fair value of our investment using a discounted cash flow model. Estimating fair value requires significant judgments, including management's estimate of future cash flows, which is dependent on internal forecasts, estimation of the long-term growth rate for the joint venture, the useful life over which cash flows will occur, and determination of the weighted average cost of capital. Changes in these estimates and assumptions could materially affect the estimate of fair value. Based on our estimate of fair value, we determined that the carrying value of the investment of $17.0 million was impaired and recorded an impairment charge of $12.2 million as equity in loss from joint ventures in the consolidated statements of comprehensive income (loss). In addition, we determined that the present value of our remaining estimated contractual cash obligations to acquire shares in the Gallup Joint Venture exceeded the estimated fair value of the shares to be acquired, resulting in the recognition of a loss of $7.3 million associated with the forward option to acquire additional membership interest in the Gallup Joint Venture entity (the "Gallup Derivative") at December 31, 2015. The Gallup Derivative was recorded as a derivative liability at December 31, 2015 in accordance with FASB ASC Topic 815 and will be carried at fair value. Further, we measure certain assets at fair value on a nonrecurring basis in the fourth quarter of the year, including the following: · reporting units measured at fair value in the first step of a goodwill impairment test; and · indefinite-lived intangible assets measured at fair value for impairment assessment. Each of these assets above is classified as Level 3 within the fair value hierarchy. During the fourth quarter of 2015, we reviewed goodwill for impairment at the reporting unit level (operating segment or one level below an operating segment). We have two reporting units, domestic and international. The fair value of a reporting unit is the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. We may elect to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. However, we elected not to perform a qualitative assessment, instead proceeding to the quantitative review described below. We estimated the fair value of each reporting unit using a combination of a discounted cash flow model and a market-based approach, and we reconciled the aggregate fair value of our reporting units to our consolidated market capitalization. Estimating fair value requires significant judgments, including management's estimate of future cash flows, which is dependent on internal forecasts, estimation of the long-term growth rate for our business, the useful life over which cash flows will occur, and determination of our weighted average cost of capital, as well as relevant comparable company earnings multiples for the market-based approach. Changes in these estimates and assumptions could materially affect the estimate of fair value and goodwill impairment for each reporting unit. We determined that the carrying value of goodwill was not impaired based upon the impairment review. Also during the fourth quarter of 2015, we estimated the fair value of our indefinite-lived intangible asset, a trade name, using a present value technique, which required management's estimate of future revenues attributable to this trade name, estimation of the long-term growth rate and royalty rate for this revenue, and determination of our weighted average cost of capital. Changes in these estimates and assumptions could materially affect the estimate of fair value for the trade name. We determined that the carrying value of the trade name was not impaired based upon the impairment review. 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 December 31, 2015 and December 31, 2014: (In thousands) December 31, 2015 Level 2 Level 3 Gross Fair Value Netting (1) Net Fair Value Assets: Foreign currency exchange contracts $ 284 $ — $ 284 $ (26 ) $ 258 Cash Convertible Notes Hedges — 12,632 12,632 — 12,632 Liabilities: Foreign currency exchange contracts $ 48 $ — $ 48 $ (26 ) $ 22 Interest rate swap agreements 397 — 397 — 397 Cash Conversion Derivative — 12,632 12,632 — 12,632 Gallup Derivative — 6,339 6,339 — 6,339 (In thousands) 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, the Cash Conversion Derivative and the Gallup Derivative are measured using Level 3 inputs because these instruments are not actively traded. The Cash Convertible Notes Hedges and the Cash Conversion Derivative 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 Gallup Derivative is valued as the difference in the present value of our remaining cash commitments and the fair value of such commitments. 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 thousands) Balance at December 31, 2014 Purchases of Level 3 Instruments Settlements of Level 3 Instruments Gains/(Losses) Included in Earnings Balance at December 31, 2015 Cash Convertible Notes Hedges $ 48,025 $ — $ — $ (35,393 ) $ 12,632 Cash Conversion Derivative (48,025 ) — — 35,393 (12,632 ) Gallup Derivative — — 986 (7,325 ) (6,339 ) 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). The gains and losses on the Cash Convertible Notes Hedges and Cash Conversion Derivative are recorded as selling, general and administrative expenses, and the loss on the Gallup Derivative is recorded as equity in loss on joint ventures. Fair Value of Other Financial Instruments In addition to foreign currency exchange contracts, interest rate swap agreements, the Cash Convertible Notes Hedges, the Cash Conversion Derivative, and the Gallup Derivative, the estimated fair values of which are disclosed above, the estimated fair value of each class of financial instruments at December 31, 2015 was as follows: Cash and cash equivalents – The carrying amount of $1.9 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, the Cash Convertible Notes and the CareFirst Convertible Note (see Note 6) 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 December 31, 2015 are $79.4 million and $80.0 million, respectively. The Cash Convertible Notes are actively traded and therefore are classified as Level 1 valuations. The estimated fair value at December 31, 2015 was $140.2 million, which is based on the last quoted price of the Cash Convertible Notes through December 31, 2015, and the par value was $150.0 million. The carrying amount of the Cash Convertible Notes at December 31, 2015 was $130.3 million, which is net of the debt discount discussed in Note 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 stock, or on an observable index and is therefore classified as a Level 3 valuation. At December 31, 2015, the carrying amount of the CareFirst Convertible Note of $20.0 million approximates fair value because there were no factors present that would materially impact the fair value since its issuance on October 1, 2013.

Derivative Investments and Hedg

Derivative Investments and Hedging Activities	12 Months Ended
	Dec. 31, 2015
Derivative Investments and Hedging Activities [Abstract]
Derivative Investments and Hedging Activities	9. Derivative Instruments and Hedging Activities We use derivative instruments to manage risks related to interest, foreign currencies, the Cash Convertible Notes, and the fair value of the Gallup Derivative. 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 6), and we pay a fixed rate of interest with an interest rate of 1.480% plus a spread (see Note 6). We maintain an interest rate swap agreement with a current notional amount of $50.0 million and a termination date of December 2016. 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 December 31, 2015, we expected to reclassify $0.2 million of net losses on interest rate swap agreements from accumulated OCI to interest expense within the next twelve 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 years ended December 31, 2015 and 2014: (In thousands) For the Year Ended Derivatives in Cash Flow Hedging Relationships December 31, 2015 December 31, 2014 Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect 253 292 Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect (354 ) (507 ) Gains and losses representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. During the years ended December 31, 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, Gallup Derivative 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). Other than the Gallup Derivative described in Note 8, these derivative instruments not designated as hedging instruments did not have a material impact on our consolidated statements of comprehensive income (loss) for the years ended December 31, 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 and carried at fair value. Gallup Derivative The Gallup Derivative is accounted for as a derivative liability and carried at fair value. The gains and losses resulting from a change in fair values of the Cash Conversion Derivative, the Cash Convertible Notes Hedges and the Gallup Derivative are reported in the consolidated statements of comprehensive income (loss) as follows: Year Ended (In thousands) December 31, 2015 December 31, 2014 Statements of Comprehensive Income (Loss) Classification Cash Convertible Notes Hedges: Net unrealized (loss) gain $ (35,393 ) $ 20,259 Selling, general and administrative expense Cash Conversion Derivative: Net unrealized gain (loss) $ 35,393 $ (20,259 ) Selling, general and administrative expense Gallup Derivative: Net loss $ (7,325 ) $ — Equity in loss from joint ventures 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 December 31, 2015, we had forward contracts with notional amounts of $35.2 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 December 31, 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: December 31, 2015 December 31, 2014 (In thousands) Foreign currency exchange contracts Interest rate swap agreements Cash Convertible Notes Hedges and Cash Conversion Derivative Gallup 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 $ 284 $ — $ — $ — $ 477 $ — $ — Other assets — — 12,632 — — — 48,025 Total assets $ 284 $ — $ 12,632 $ — $ 477 $ — $ 48,025 Liabilities: Derivatives not designated as hedging instruments: Accrued liabilities $ 48 $ — $ — $ 3,323 $ 111 $ — $ — Other long-term liabilities — — 12,632 3,016 — — 48,025 Derivatives designated as hedging instruments: Accrued liabilities — 397 — — — — — Other long-term liabilities — — — — — 395 — Total liabilities $ 48 $ 397 $ 12,632 $ 6,339 $ 111 $ 395 $ 48,025

Other Long-Term Liabilities

Other Long-Term Liabilities	12 Months Ended
	Dec. 31, 2015
Other Long-Term Liabilities [Abstract]
Other Long-Term Liabilities	10. Other Long-Term Liabilities Other long-term liabilities consist primarily of the Cash Conversion Derivative (see Notes 8 and 9), deferred rent (see Note 11), a deferred compensation plan, and accrued performance cash (if pre-established performance metrics are met). We have a non-qualified deferred compensation plan under which certain employees may defer a portion of their salaries and receive a Company matching contribution plus a discretionary contribution based on the Company's performance against targets. Company contributions vest equally over four years. We do not fund the plan and carry it as an unsecured obligation. Participants in the plan elect payout dates for their account balances, which can be no earlier than four years from the beginning of the plan year. In addition, under our stock incentive plan, we issue performance-based cash awards to certain employees based on pre-established performance metrics. Based on achievement of the performance metrics, the awards vest on the fourth anniversary of the grant date and are paid shortly thereafter. As of December 31, 2015 and 2014, accrued performance cash awards totaled $0 and $0.9 million, respectively.

Leases

Leases	12 Months Ended
	Dec. 31, 2015
Leases [Abstract]
Leases	11. Leases We maintain operating lease agreements principally for our corporate office space, our well-being improvement call centers, and our operations support and training offices. We lease approximately 264,000 square feet of office space in Franklin, Tennessee, which contains our corporate headquarters, our Population Health Business headquarters and one of our well-being improvement call centers . This lease commenced in March 2008 and expires in February 2023. We also lease approximately 92,000 square feet of office space in Chandler, Arizona which contains our Network Solutions Business and one of our well-being improvement call centers. In addition, we lease office space for our five other well-being improvement call center locations for an aggregate of approximately 110,000 square feet of space with lease terms expiring on various dates from 2016 to 2020. Our operations support and training offices contain approximately 39,000 square feet in aggregate and have lease terms expiring from 2016 to 2020. Our corporate office lease agreement contains escalation clauses and provides for two renewal options of five years each at then prevailing market rates. The base rent for the initial 15-year term ranges from $4.3 million to $6.6 million per year over the term of the lease. The landlord provided a tenant improvement allowance equal to approximately $10.7 million. We record leasehold improvement incentives as deferred rent and amortize them as reductions to rent expense over the lease term. Most of our operating leases include escalation clauses, some of which are fixed amounts, and some of which reflect changes in price indices. We recognize rent expense on a straight-line basis over the lease term. Certain operating leases contain renewal options to extend the lease for additional periods. For the years ended December 31, 2015, 2014, and 2013, rent expense under lease agreements was approximately $12.7 million, $13.2 million, and $12.9 million, respectively. Our capital lease obligations, which primarily include computer equipment leases, are included in long-term debt and the current portion of long-term debt. The following table summarizes our future minimum lease payments under all capital leases and non-cancelable operating leases for each of the next five years and thereafter: (In thousands) Capital Operating Year ending December 31, Leases Leases 2016 $ 1,863 $ 12,715 2017 1,575 12,107 2018 546 12,617 2019 — 12,454 2020 — 9,091 2021 and thereafter — 14,210 Total minimum lease payments $ 3,984 $ 73,194 Less amount representing interest (182 ) Present value of minimum lease payments 3,802 Less current portion (1,736 ) $ 2,066

Share-Based Compensation

Share-Based Compensation	12 Months Ended
	Dec. 31, 2015
Share-Based Compensation [Abstract]
Share-Based Compensation	12. Share-Based Compensation We have several stockholder-approved stock incentive plans for our employees and directors. During the twelve months ended December 31, 2015, we had five types of share-based awards outstanding under these plans: stock options, restricted stock units, restricted stock, performance-based stock units and market stock units. We believe that our share-based awards align the interests of our employees and directors with those of our stockholders. We grant options under these plans at market value on the date of grant, except in the case of certain performance awards which may be granted at a price above market value. The options generally vest over four years based on service conditions and expire ten years from the date of grant. Restricted stock units and restricted stock awards generally vest over four years. Performance-based stock units had a multi-year performance period that ended on December 31, 2015 and vest four years from the grant date. Market stock units granted during the year ended December 31, 2015 have a multi-year performance period ending in 2018 and will vest at the end of the applicable performance period based on total shareholder return. We recognize share-based compensation expense for options, restricted stock units, and restricted stock awards on a straight-line basis over the vesting period. We recognize compensation expense for performance-based stock units over the requisite service period if it is probable that the performance target will be achieved. At the end of each reporting period, we estimate the number of performance-based stock units expected to vest based on the probability that the related performance objectives will be met. The performance metrics were not met on the performance-based stock units granted in 2014, and therefore, all performance-based stock units were forfeited as of December 31, 2015. We recognize share-based compensation expense for the market stock units if the requisite service period is rendered, even if the market condition is never satisfied. All awards generally provide for accelerated vesting upon a change in control or normal or early retirement (as defined in the applicable stock incentive plan). At December 31, 2015, we had reserved approximately 1.5 million shares for future equity grants under our stock incentive plan. Following are certain amounts recognized in the consolidated statements of operations for share-based compensation arrangements for the years ended December 31, 2015, 2014 and 2013. We did not capitalize any share-based compensation costs during these periods. Year Ended December 31, December 31, December 31, (In millions) 2015 (1) 2014 2013 Total share-based compensation $ 10.5 $ 8.3 $ 7.1 Share-based compensation included in cost of services 3.3 3.8 2.9 Share-based compensation included in selling, general and administrative expenses 6.3 4.5 4.2 Share-based compensation included in restructuring and related charges 0.9 — — Total income tax benefit recognized 4.1 3.3 2.8 (1) As of December 31, 2015, there was $19.3 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the stock incentive plans. That cost is expected to be recognized over a weighted average period of 2.0 years. Stock Options We use a lattice-based binomial option valuation model ("lattice binomial model") to estimate the fair values of stock options. We base expected volatility on historical volatility due to the low volume of traded options on our stock. The expected term of options granted is derived from the output of the lattice binomial model and represents the period of time that options granted are expected to be outstanding. We used historical data to estimate expected option exercise and post-vesting employment termination behavior within the lattice binomial model. No stock options were granted during the twelve months ended December 31, 2015. The following table sets forth the weighted average grant-date fair values of options and the weighted average assumptions we used to develop the fair value estimates under each of the option valuation models for the years ended December 31, 2014 and 2013: Year Ended December 31, 2014 2013 Weighted average grant-date fair value of options per share $ 9.05 $ 7.29 Assumptions: Expected volatility 54.6 % 53.8 % Expected dividends — — Expected term (in years) 4.7 5.1 Risk-free rate 2.4 % 1.9 % A summary of option activity as of December 31, 2015 and the changes during the year then ended is presented below: Options Shares (thousands) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (thousands) Outstanding at January 1, 2015 3,564 $ 13.01 Granted — — Exercised (901 ) 10.08 Forfeited (145 ) 12.03 Expired (396 ) 18.26 Outstanding at December 31, 2015 2,122 $ 13.34 5.5 $ 2,943 Exercisable at December 31, 2015 1,538 $ 13.77 5.0 $ 2,158 The total intrinsic value, which represents the difference between the market price of the underlying common stock and the option's exercise price, of options exercised during the years ended December 31, 2015, 2014 and 2013 was $5.3 million, $1.1 million and $3.2 million, respectively. Cash received from option exercises under all share-based payment arrangements during 2015 was $2.5 million. No actual tax benefit was realized during 2015 for the tax deductions from option exercises. We issue new shares of common stock upon exercise of stock options. Nonvested Shares The fair value of restricted stock and restricted stock units is determined based on the closing bid price of the Company's common stock on the grant date. The weighted average grant-date fair value of restricted stock and restricted stock units granted during the years ended December 31, 2015, 2014 and 2013, was $11.97, $16.72 and $13.12, respectively. The fair value of market stock units is determined based on the closing bid price of the Company's common stock on the grant date, except that the Monte Carlo simulation valuation model is used to determine the fair value of market stock units with a market condition. The weighted average grant-date fair value of all market stock units granted during the year ended December 31, 2015 was $6.53. No performance-based stock units were granted during the year ended December 31, 2015. The two tables below set forth a summary of our nonvested shares as of December 31, 2015 as well as activity during the year then ended. The total grant-date fair value of shares vested during the years ended December 31, 2015, 2014 and 2013 was $5.2 million, $2.5 million and $3.1 million, respectively. The following table shows a summary of our restricted stock and restricted stock units as of December 31, 2015, as well as activity during the twelve months then ended: Restricted Stock and Restricted Stock Units Shares (000s) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2015 1,047 $ 13.15 Granted 1,282 11.97 Vested (411 ) 12.73 Forfeited (300 ) 13.15 Nonvested at December 31, 2015 1,618 $ 12.35 The following table shows a summary of our performance-based stock units and market stock units as of December 31, 2015, as well as activity during the twelve months then ended: Performance-Based Stock Units Market Stock Units Shares (000s) Weighted- Average Grant Date Fair Value Shares (000s) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2015 341 $ 14.77 — $ — Granted — — 474 6.53 Vested — — — — Forfeited (341 ) 14.77 — — Nonvested at December 31, 2015 — $ — 474 $ 6.53

Share Repurchases

Share Repurchases	12 Months Ended
	Dec. 31, 2015
Share Repurchase [Abstract]
Share Repurchases	13. 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.

Earnings (Loss) Per Share

Earnings (Loss) Per Share	12 Months Ended
	Dec. 31, 2015
Earnings (Loss) Per Share [Abstract]
Earnings (Loss) Per Share	14. Earnings (Loss) Per Share The following is a reconciliation of the numerator and denominator of basic and diluted earnings (loss) per share for the years ended December 31, 2015, 2014 and 2013: (In thousands except per share data) Year Ended December 31, Numerator: 2015 2014 2013 Net loss attributable to Healthways, Inc. $ (30,947 ) $ (5,561 ) $ (8,541 ) Denominator: Shares used for basic earnings (loss) per share 35,832 35,302 34,489 Effect of dilutive stock options and restricted stock units outstanding: Non-qualified stock options (1) — — — (1) — — — CareFirst Warrants (1) — — — Shares used for diluted earnings (loss) per share (1) 35,832 35,302 34,489 Loss per share: Basic $ (0.86 ) $ (0.16 ) $ (0.25 ) Diluted (1) $ (0.86 ) $ (0.16 ) $ (0.25 ) Dilutive securities outstanding not included in the computation of earnings (loss) per share because their effect is anti-dilutive: Non-qualified stock options 1,534 1,865 3,234 Restricted stock units 646 453 334 Performance-based stock units — 20 — Market stock units 21 — — Warrants related to Cash Convertible Notes 7,707 7,707 7,707 CareFirst Convertible Note 892 892 892 CareFirst Warrants 318 87 — (1)

Accumulated OCI

Accumulated OCI	12 Months Ended
	Dec. 31, 2015
Accumulated OCI [Abstract]
Accumulated OCI	15. Accumulated OCI The following tables summarize the changes in accumulated OCI, net of tax, for the twelve months ended December 31, 2015 and 2014: (In thousands) 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 income (loss) before reclassifications, net of tax (111 ) (2,142 ) (2,253 ) Amounts reclassified from accumulated OCI, net of tax 214 — 214 Net increase (decrease) in other comprehensive income (loss), net of tax 103 (2,142 ) (2,039 ) Accumulated OCI, net of tax, as of December 31, 2015 $ (239 ) $ (3,848 ) $ (4,087 ) (In thousands) 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 (135 ) (1,812 ) (1,947 ) Amounts reclassified from accumulated OCI, net of tax 306 — 306 Net increase (decrease) in other comprehensive income (loss), net of tax 171 (1,812 ) (1,641 ) Accumulated OCI, net of tax, as of December 31, 2014 $ (342 ) $ (1,706 ) $ (2,048 ) The following table provides details about reclassifications out of accumulated OCI for the twelve months ended December 31, 2015 and 2014: Twelve Months Ended December 31, Statement of Comprehensive Income (In thousands) 2015 2014 (Loss) Classification Interest rate swaps $ 354 $ 507 Interest expense (140 ) (201 ) Income tax benefit $ 214 $ 306 Net of tax See Note 9 for further discussion of our interest rate swaps.

Restructuring and Related Charg

Restructuring and Related Charges and Impairment Loss	12 Months Ended
	Dec. 31, 2015
Restructuring and Related Charges [Abstract]
Restructuring and Related Charges	16. Restructuring and Related Charges In the third quarter of 2015, we began developing our reorganization and cost restructuring plan (the "2015 Restructuring Plan") that the Company committed to in October 2015, which is intended to improve efficiency and deliver greater value to our customers. The 2015 Restructuring Plan is expected to be complete in 2016. We expect to incur a total of approximately $25 million in restructuring charges related to the 2015 Restructuring Plan, substantially all of which are expected to result in cash expenditures. We expect that the total charges will consist of approximately $10.5 million to $11.5 million of severance and other employee-related costs; approximately $8 million to $9 million of lease termination costs; and approximately $5.5 million to $6 million in consulting and other costs. The following table shows the costs incurred for the year ended December 31, 2015 directly related to our 2015 Restructuring Plan and other restructuring costs: (In thousands) Severance and Other Employee-Related Costs Consulting and Other Costs (1) Asset Retirements Total 2015 restructuring charges $ 8,836 $ 5,074 $ 1,187 $ 15,097 Payments (825 ) (2,174 ) — (2,999 ) Non-cash charges (2) (918 ) — (1,187 ) (2,105 ) Accrued restructuring and related charges liability as of December 31, 2015 $ 7,093 $ 2,900 $ — $ 9,993 (1) (2)

Employee Benefits

Employee Benefits	12 Months Ended
	Dec. 31, 2015
Employee Benefits [Abstract]
Employee Benefits	17. Employee Benefits We have a 401(k) Retirement Savings Plan (the "401(k) Plan") available to substantially all of our employees. Employees can contribute up to a certain percentage of their base compensation as defined in the 401(k) Plan. The Company matching contributions are subject to vesting requirements. Company contributions under the 401(k) Plan totaled $3.3 million, $3.3 million and $3.1 million for the years ended December 31, 2015, 2014 and 2013, respectively.

Segment Disclosures

Segment Disclosures	12 Months Ended
	Dec. 31, 2015
Segment Disclosures [Abstract]
Segment Disclosures	18. Segment Disclosures We have two operating segments (domestic and international) that we have aggregated into one reportable segment, well-being improvement services. Our integrated well-being improvement services include health coaching and wellness and prevention programs. Further, we report revenues from our external customers on a consolidated basis since well-being improvement is the only service that we provide. Long-lived assets and revenue from external customers attributable to our operations in the United States accounted for more than 95% of our consolidated long-lived assets and revenues as of and for the years ended December 31, 2015 and December 31, 2014. During 2015 and 2014, we derived approximately 13.1% and 11.6%, respectively, of our revenues from one customer, with no other customer comprising 10% or more of our revenues. As part of the 2015 Restructuring Plan, which is planned to be completed in 2016, management is evaluating the internal structural and reporting changes necessary to begin managing our operations as two primary businesses, Network Solutions and Population Health Services. The outcome of this evaluation could impact how we report our segments in the future for financial reporting purposes. In addition, a change in segment reporting could also result in a change in our reporting units for goodwill impairment measurement purposes

Quarterly Financial Information

Quarterly Financial Information (unaudited)	12 Months Ended
	Dec. 31, 2015
Quarterly Financial Information (unaudited) [Abstract]
Quarterly Financial Information (unaudited)	19. Quarterly Financial Information (unaudited) (In thousands, except per share data) Year Ended December 31, 2015 First Second Third Fourth (1) (1) (1) Revenues $ 189,862 $ 198,073 $ 196,382 $ 186,281 Gross margin $ 18,883 $ 28,776 $ 27,465 $ 19,239 Income (loss) before income taxes $ (4,706 ) $ 617 $ (15,163 ) $ (15,836 ) Net income (loss) attributable to Healthways, Inc. $ (2,913 ) $ 420 $ (9,026 ) $ (19,428 ) Basic earnings (loss) per share (2) $ (0.08 ) $ 0.01 $ (0.25 ) $ (0.54 ) Diluted earnings (loss) per share (2) $ (0.08 ) $ 0.01 $ (0.25 ) $ (0.54 ) (In thousands, except per share data) Year Ended December 31, 2014 First Second Third Fourth (1) (1) Revenues $ 176,777 $ 180,613 $ 185,656 $ 199,136 Gross margin $ 19,257 $ 24,533 $ 27,314 $ 35,058 Income (loss) before income taxes $ (14,884 ) $ (814 ) $ 2,998 $ 2,551 Net income (loss) attributable to Healthways, Inc. $ (9,596 ) $ (517 ) $ 1,973 $ 2,578 Basic earnings (loss) per share (2) $ (0.27 ) $ (0.01 ) $ 0.06 $ 0.07 Diluted earnings (loss) per share (2) $ (0.27 ) $ (0.01 ) $ 0.05 $ 0.07 (1) (2)

Summary of Significant Accoun29

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]
Principles of Consolidation	a. Principles of Consolidation - The consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned by the Company, except for a joint venture, Healthways Brasil Servicos De Consultoria LTDA ("Healthways Brazil"), formed on March 11, 2015 with SulAmérica, one of the largest independent insurers in Brazil, to sell population health services to the Brazilian market. With its contribution, SulAmérica acquired a 49% interest in the joint venture. We have determined that our interest in Healthways Brazil represents a controlling financial interest and, therefore, have consolidated the financial statements of Healthways Brazil and have presented a noncontrolling interest for the portion owned by SulAmérica. We have eliminated all intercompany profits, transactions and balances.
Cash and Cash Equivalents	b. Cash and Cash Equivalents - Cash and cash equivalents primarily include cash, tax-exempt debt instruments, commercial paper, and other short-term investments with original maturities of less than three months.
Accounts Receivable, net	c. Accounts Receivable, net - Accounts receivable includes billed and unbilled amounts. Billed receivables represent fees that are contractually due for services performed, net of contractual allowances (reflected as a reduction of revenue) and allowances for doubtful accounts (reflected as selling, general and administrative expenses). These combined allowances totaled $2.5 million and $2.6 million at December 31, 2015 and December 31, 2014, respectively. Unbilled receivables primarily represent fees recognized for monthly member utilization of fitness facilities under our SilverSneakers® fitness solution, billed one month in arrears, and certain performance-based fees that cannot be billed until after they are reconciled with the customer. Historically, we have experienced minimal instances of customer non-payment and therefore consider our accounts receivable to be collectible; however, we provide reserves, when appropriate, for doubtful accounts and for contractual allowances (such as data reconciliation differences) on a specific identification basis.
Property and Equipment	d. Property and Equipment - Property and equipment is carried at cost and includes expenditures that increase value or extend useful lives. Net computer software at December 31, 2015 and 2014 was $114.8 million and $98.0 million, respectively. The portion of total depreciation expense related to computer software for the years ended December 31, 2015, 2014, and 2013 was $33.5 million, $29.9 million, and $26.5 million, respectively.
Other Assets	e. Other Assets - Other assets consist primarily of cash convertible notes hedges, long-term investments, long-term customer incentives, and deferred loan costs net of accumulated amortization.
Intangible Assets	f. Intangible Assets - Intangible assets subject to amortization include customer contracts, acquired technology, patents, distributor and provider networks, a perpetual license, and other intangible assets which we amortize on a straight-line basis over estimated useful lives ranging from three to 25 years. We assess the potential impairment of intangible assets subject to amortization whenever events or changes in circumstances indicate that the carrying values may not be recoverable. Intangible assets not subject to amortization at December 31, 2015 and 2014 consist of a trade name of $29.0 million. We review intangible assets not subject to amortization on an annual basis or more frequently whenever events or circumstances indicate that the assets might be impaired. See Note 4 for further information on intangible assets.
Goodwill	g. Goodwill - We recognize goodwill for the excess of the purchase price over the fair value of tangible and identifiable intangible net assets of businesses that we acquire. We review goodwill for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (during the fourth quarter the fiscal year) or more frequently whenever events or circumstances indicate that the carrying value may not be recoverable. We allocate goodwill to reporting units based on the reporting unit expected to benefit from the combination. We estimate the fair value of each reporting unit using a combination of a discounted cash flow model and a market-based approach, and we reconcile the aggregate fair value of our reporting units to our consolidated market capitalization.
Contract Billings in Excess of Earned Revenue	h. Contract Billings in Excess of Earned Revenue - Contract billings in excess of earned revenue primarily represent performance-based fees subject to refund that we have not recognized as revenues because either (1) data from the customer is insufficient or incomplete to measure performance; or (2) interim performance measures indicate that we are not currently meeting performance targets.
Accounts Payable Policy [Text Block]	i. Accounts Payable - Accounts payable consists of short-term trade obligations and includes cash overdrafts attributable to disbursements not yet cleared by the bank.
Income Taxes	j. Income Taxes - We file a consolidated federal income tax return that includes all of our domestic wholly-owned subsidiaries. U.S. GAAP generally require that we record deferred income taxes for the tax effect of differences between the book and tax bases of our assets and liabilities. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are expected to be realized. When we determine that it is more likely than not that we will be able to realize our deferred tax assets in the future, an adjustment to the deferred tax asset is made and reflected in income.
Revenue Recognition	k. Revenue Recognition - We recognize revenue as services are performed when persuasive evidence of an arrangement exists, collectability is reasonably assured, and amounts are fixed or determinable. Our fees are generally billed on a per member per month ("PMPM") basis or upon member participation, such as the Healthways® SilverSneakers® fitness solution. For PMPM fees, we generally determine our contract fees by multiplying the contractually negotiated PMPM rate by the number of members eligible for or receiving our services during the month. PMPM rates are established during contract negotiations with customers, often based on the value we expect our programs to create and a sharing of that value between the customer and the Company. Some of our contracts place a portion of our fees at risk based on achieving certain performance metrics, cost savings, and/or clinical outcomes improvements ("performance-based"). Approximately 7% of revenues recorded during the year ended December 31, 2015 were performance-based of which 2% were subject to final reconciliation as of December 31, 2015. We generally bill our customers each month for the entire amount of the fees contractually due for the prior month's enrollment, which typically includes the amount, if any, that is performance-based and may be subject to refund should we not meet performance targets. Fees for participation are typically billed in the month after the services are provided. Deferred revenues arise from contracts that permit upfront billing and collection of fees covering the entire contractual service period, generally 12 months. A limited number of our contracts provide for certain performance-based fees that cannot be billed until after they are reconciled with the customer. We recognize revenue as follows: (1) we recognize the fixed portion of PMPM fees and fees for service as revenue during the period we perform our services; and (2) we recognize performance-based revenue based on the most recent assessment of our performance, which represents the amount that the customer would legally be obligated to pay if the contract were terminated as of the latest balance sheet date. We generally assess our level of performance for our contracts based on medical claims and other data that the customer is contractually required to supply, interim assessments of achievement against performance targets, or metrics available from our operating platforms. A minimum of four to nine months' data is typically required for us to measure performance. In assessing our performance, we may include estimates such as medical claims incurred but not reported. In addition, we may also provide reserves for contractual allowances (such as data reconciliation differences) as appropriate. If data is insufficient or incomplete to measure performance, or interim performance measures indicate that we are not meeting performance targets, we do not recognize performance-based fees subject to refund as revenues but instead record them in a current liability account entitled "contract billings in excess of earned revenue." Only in the event we do not meet performance levels by the end of the measurement period, typically one year, are we contractually obligated to refund some or all of the performance-based fees. We would only reverse revenues that we had already recognized if performance to date in the measurement period, previously above targeted levels, subsequently dropped below targeted levels. During the settlement process under a contract, which generally occurs six to eight months after the end of a contract year, we settle any performance-based fees and reconcile healthcare claims and clinical data. As of December 31, 2015, cumulative performance-based revenues that have not yet been settled with our customers but that have been recognized in the current and prior years totaled approximately $29.1 million, all of which were based on actual data. Data reconciliation differences, for which we provide contractual allowances until we reach agreement with respect to identified issues, can arise between the customer and us due to customer data deficiencies, omissions, and/or data discrepancies. Performance-related adjustments (including any amounts recorded as revenue that were ultimately refunded), changes in estimates, or data reconciliation differences may cause us to recognize or reverse revenue in a current year that pertains to services provided during a prior year. During 2015, 2014 and 2013, we recognized a net increase in revenue of $11.8 million, $7.9 million, and $8.2 million that related to services provided prior to each respective year.
Earnings (Loss) Per Share	l. Earnings (Loss) Per Share – We calculate basic earnings (loss) per share using weighted average common shares outstanding during the period. We calculate diluted earnings (loss) per share using weighted average common shares outstanding during the period plus the effect of all dilutive potential common shares outstanding during the period unless the impact would be anti-dilutive. See Note 14 for a reconciliation of basic and diluted earnings (loss) per share.
Share-Based Compensation	m. Share-Based Compensation – We recognize all share-based payments to employees in the consolidated statements of operations over the required vesting period based on estimated fair values at the date of grant. See Note 12 for further information on share-based compensation.
Derivative Instruments and Hedging Activities	n. Derivative Instruments and Hedging Activities – We use derivative instruments to manage risks related to interest expense, foreign currencies, and the cash convertible senior notes (as discussed in Note 6). We account for derivatives in accordance with Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("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. See Note 9 for further information on derivative instruments and hedging activities.
Management Estimates	o. Management Estimates – In preparing our consolidated financial statements in conformity with U.S. GAAP, management must make estimates and assumptions that affect: (1) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and (2) the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Goodwill (Tables)

Goodwill (Tables)	12 Months Ended
	Dec. 31, 2015
Goodwill [Abstract]
Change in carrying amount of goodwill	The change in carrying amount of goodwill during the years ended December 31, 2013, 2014, and 2015 is shown below: (In thousands) Balance, December 31, 2012 $ 338,695 Other adjustments 105 Balance, December 31, 2013 338,800 Other adjustments — Balance, December 31, 2014 338,800 Navvis sale (1,826 ) Balance, December 31, 2015 $ 336,974

Intangible Assets (Tables)

Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2015
Intangible Assets [Abstract]
Intangible assets subject to amortization	Intangible assets subject to amortization at December 31, 2015 consisted of the following: Gross Carrying Amount Accumulated Amortization Net Customer contracts $ 12,170 $ 12,044 $ 126 Acquired technology 18,548 17,947 601 Patents 24,832 19,121 5,711 Distributor and provider networks 8,709 8,232 477 Perpetual license to survey-based data 32,000 6,695 25,305 Other 530 482 48 Total $ 96,789 $ 64,521 $ 32,268 Intangible assets subject to amortization at December 31, 2014 consisted of the following: Gross Carrying Amount Accumulated Amortization Net Customer contracts $ 16,170 $ 13,445 $ 2,725 Acquired technology 19,268 16,709 2,559 Patents 24,711 17,486 7,225 Distributor and provider networks 8,709 7,711 998 Perpetual license to survey-based data 31,000 5,315 25,685 Other 2,140 1,220 920 Total $ 101,998 $ 61,886 $ 40,112
Estimated future amortization expense	Intangible assets subject to amortization are being amortized over estimated useful lives ranging from three to 25 years. Total amortization expense for the years ended December 31, 2015, 2014 and 2013, was $6.7 million, $11.2 million and $12.7 million, respectively. The following table summarizes the estimated amortization expense for each of the next five years and thereafter: (In thousands) Year ending December 31, 2016 $ 4,154 2017 3,028 2018 2,403 2019 2,253 2020 2,048 2021 and thereafter 18,382 Total $ 32,268

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2015
Income Taxes [Abstract]
Components of income tax expense	Income tax expense is comprised of the following: (In thousands) Year Ended December 31, 2015 2014 2013 Current taxes Federal $ 291 $ 483 $ (1,311 ) State 941 269 741 Foreign 1,425 1,316 1,693 Deferred taxes Federal (5,162 ) (4,844 ) (5,842 ) State (1,070 ) (1,938 ) (1,018 ) Foreign (196 ) 127 101 Total $ (3,771 ) $ (4,587 ) $ (5,636 )
Significant components of net deferred tax liability	Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table sets forth the significant components of our net deferred tax liability as of December 31, 2015 and 2014: (In thousands) December 31, 2015 December 31, 2014 Deferred tax asset: Accruals and reserves $ 9,809 $ 17,769 Deferred compensation 6,010 4,372 Share-based payments 8,344 9,368 Net operating loss carryforwards 30,545 7,167 Cash convertible notes hedge and cash conversion derivative, respectively 9,539 4,459 Basis difference on joint ventures 6,466 — Other assets 4,425 3,124 75,138 46,259 Valuation allowance (13,594 ) (3,836 ) $ 61,544 $ 42,423 Deferred tax liability: Property and equipment $ (49,645 ) $ (44,832 ) Intangible assets (17,666 ) (11,778 ) Cash conversion derivative and cash convertible notes hedge, respectively (9,539 ) (4,459 ) Other liabilities (102 ) (1,119 ) (76,952 ) (62,188 ) Net deferred tax liability $ (15,408 ) $ (19,765 ) Net current deferred tax asset $ 8,209 $ 13,118 Net long-term deferred tax liability (23,617 ) (32,883 ) $ (15,408 ) $ (19,765 )
Difference between income tax expense computed using statutory federal income tax rate and effective rate	The difference between income tax expense computed using the statutory federal income tax rate and the effective rate is as follows: (In thousands) Year Ended December 31, 2015 2014 2013 Statutory federal income tax $ (12,281 ) $ (3,552 ) $ (4,962 ) State income taxes, less federal income tax benefit (1,478 ) (456 ) (669 ) Permanent items 161 137 634 Change in valuation allowance 9,758 206 388 Prior year tax adjustments 185 (42 ) 140 Uncertain tax position reversal (51 ) — (1,137 ) State income tax credits — (650 ) — Net impact of foreign earnings (65 ) (218 ) (175 ) Other — (12 ) 145 Income tax benefit $ (3,771 ) $ (4,587 ) $ (5,636 )
Changes in unrecognized tax benefits	The aggregate changes in the balance of unrecognized tax benefits, exclusive of interest, were as follows: (In thousands) Unrecognized tax benefits at December 31, 2013 $ 288 Decreases based upon a lapse of the applicable statute of limitations (35 ) Unrecognized tax benefits at December 31, 2014 $ 253 Decreases based upon settlements with taxing authorities (253 ) Unrecognized tax benefits at December 31, 2015 $ —

Long-Term Debt (Tables)

Long-Term Debt (Tables)	12 Months Ended
	Dec. 31, 2015
Long-Term Debt [Abstract]
Schedule of Debt [Table Text Block]	The Company's long-term debt consists of the following at December 31, 2015 and 2014: (In thousands) December 31, 2015 December 31, 2014 Cash Convertible Notes, net of unamortized discount $ 130,296 $ 123,148 CareFirst Convertible Note 20,000 20,000 Fifth Amended Credit Agreement: Term Loan 80,000 97,500 Revolver — 4,950 Capital lease obligations and other 5,374 6,127 235,670 251,725 Less: current portion (23,308 ) (20,613 ) $ 212,362 $ 231,112
Minimum annual principal payments and repayments of the revolving advances	The following table summarizes the minimum annual principal payments and repayments of the revolving advances under the Fifth Amended Credit Agreement, the Cash Convertible Notes, and the CareFirst Convertible Note for each of the next five years and thereafter: (In thousands) Year ending December 31, 2016 $ 20,000 2017 60,000 2018 150,000 2019 20,000 2020 — 2021 and thereafter — Total $ 250,000

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 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 December 31, 2015 and December 31, 2014: (In thousands) December 31, 2015 Level 2 Level 3 Gross Fair Value Netting (1) Net Fair Value Assets: Foreign currency exchange contracts $ 284 $ — $ 284 $ (26 ) $ 258 Cash Convertible Notes Hedges — 12,632 12,632 — 12,632 Liabilities: Foreign currency exchange contracts $ 48 $ — $ 48 $ (26 ) $ 22 Interest rate swap agreements 397 — 397 — 397 Cash Conversion Derivative — 12,632 12,632 — 12,632 Gallup Derivative — 6,339 6,339 — 6,339 (In thousands) 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) 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 [Table Text Block]	The following table presents our financial instruments measured at fair value on a recurring basis using unobservable inputs (Level 3): (In thousands) Balance at December 31, 2014 Purchases of Level 3 Instruments Settlements of Level 3 Instruments Gains/(Losses) Included in Earnings Balance at December 31, 2015 Cash Convertible Notes Hedges $ 48,025 $ — $ — $ (35,393 ) $ 12,632 Cash Conversion Derivative (48,025 ) — — 35,393 (12,632 ) Gallup Derivative — — 986 (7,325 ) (6,339 )

Derivative Investments and He35

Derivative Investments and Hedging Activities (Tables)	12 Months Ended
	Dec. 31, 2015
Derivative Investments and Hedging Activities [Abstract]
Effect of cash flow hedges on consolidated balance sheets	The following table shows the effect of our cash flow hedges on the consolidated balance sheets during the years ended December 31, 2015 and 2014: (In thousands) For the Year Ended Derivatives in Cash Flow Hedging Relationships December 31, 2015 December 31, 2014 Loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect 253 292 Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect (354 ) (507 )
Gains and Losses on Cash Convertible Notes Hedges and Cash Conversion Derivative	The gains and losses resulting from a change in fair values of the Cash Conversion Derivative, the Cash Convertible Notes Hedges and the Gallup Derivative are reported in the consolidated statements of comprehensive income (loss) as follows: Year Ended (In thousands) December 31, 2015 December 31, 2014 Statements of Comprehensive Income (Loss) Classification Cash Convertible Notes Hedges: Net unrealized (loss) gain $ (35,393 ) $ 20,259 Selling, general and administrative expense Cash Conversion Derivative: Net unrealized gain (loss) $ 35,393 $ (20,259 ) Selling, general and administrative expense Gallup Derivative: Net loss $ (7,325 ) $ — Equity in loss from joint ventures
Fair values of derivative instruments	The estimated gross fair values of derivative instruments at December 31, 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: December 31, 2015 December 31, 2014 (In thousands) Foreign currency exchange contracts Interest rate swap agreements Cash Convertible Notes Hedges and Cash Conversion Derivative Gallup 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 $ 284 $ — $ — $ — $ 477 $ — $ — Other assets — — 12,632 — — — 48,025 Total assets $ 284 $ — $ 12,632 $ — $ 477 $ — $ 48,025 Liabilities: Derivatives not designated as hedging instruments: Accrued liabilities $ 48 $ — $ — $ 3,323 $ 111 $ — $ — Other long-term liabilities — — 12,632 3,016 — — 48,025 Derivatives designated as hedging instruments: Accrued liabilities — 397 — — — — — Other long-term liabilities — — — — — 395 — Total liabilities $ 48 $ 397 $ 12,632 $ 6,339 $ 111 $ 395 $ 48,025

Leases (Tables)

Leases (Tables)	12 Months Ended
	Dec. 31, 2015
Leases [Abstract]
Summary of future minimum lease payments under all capital leases and non-cancelable operating leases	The following table summarizes our future minimum lease payments under all capital leases and non-cancelable operating leases for each of the next five years and thereafter: (In thousands) Capital Operating Year ending December 31, Leases Leases 2016 $ 1,863 $ 12,715 2017 1,575 12,107 2018 546 12,617 2019 — 12,454 2020 — 9,091 2021 and thereafter — 14,210 Total minimum lease payments $ 3,984 $ 73,194 Less amount representing interest (182 ) Present value of minimum lease payments 3,802 Less current portion (1,736 ) $ 2,066

Share-Based Compensation (Table

Share-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2015
Share-Based Compensation [Abstract]
Allocated share-based compensation costs	Following are certain amounts recognized in the consolidated statements of operations for share-based compensation arrangements for the years ended December 31, 2015, 2014 and 2013. We did not capitalize any share-based compensation costs during these periods. Year Ended December 31, December 31, December 31, (In millions) 2015 (1) 2014 2013 Total share-based compensation $ 10.5 $ 8.3 $ 7.1 Share-based compensation included in cost of services 3.3 3.8 2.9 Share-based compensation included in selling, general and administrative expenses 6.3 4.5 4.2 Share-based compensation included in restructuring and related charges 0.9 — — Total income tax benefit recognized 4.1 3.3 2.8 (1)
Weighted average grant-date fair values of options and the weighted average assumptions used	The following table sets forth the weighted average grant-date fair values of options and the weighted average assumptions we used to develop the fair value estimates under each of the option valuation models for the years ended December 31, 2014 and 2013: Year Ended December 31, 2014 2013 Weighted average grant-date fair value of options per share $ 9.05 $ 7.29 Assumptions: Expected volatility 54.6 % 53.8 % Expected dividends — — Expected term (in years) 4.7 5.1 Risk-free rate 2.4 % 1.9 %
Summary of stock option activity	A summary of option activity as of December 31, 2015 and the changes during the year then ended is presented below: Options Shares (thousands) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (thousands) Outstanding at January 1, 2015 3,564 $ 13.01 Granted — — Exercised (901 ) 10.08 Forfeited (145 ) 12.03 Expired (396 ) 18.26 Outstanding at December 31, 2015 2,122 $ 13.34 5.5 $ 2,943 Exercisable at December 31, 2015 1,538 $ 13.77 5.0 $ 2,158
Summary of restricted stock, restricted stock units , and performance share units ("nonvested shares")	The following table shows a summary of our restricted stock and restricted stock units as of December 31, 2015, as well as activity during the twelve months then ended: Restricted Stock and Restricted Stock Units Shares (000s) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2015 1,047 $ 13.15 Granted 1,282 11.97 Vested (411 ) 12.73 Forfeited (300 ) 13.15 Nonvested at December 31, 2015 1,618 $ 12.35 The following table shows a summary of our performance-based stock units and market stock units as of December 31, 2015, as well as activity during the twelve months then ended: Performance-Based Stock Units Market Stock Units Shares (000s) Weighted- Average Grant Date Fair Value Shares (000s) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2015 341 $ 14.77 — $ — Granted — — 474 6.53 Vested — — — — Forfeited (341 ) 14.77 — — Nonvested at December 31, 2015 — $ — 474 $ 6.53

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	12 Months Ended
	Dec. 31, 2015
Earnings (Loss) Per Share [Abstract]
Reconciliation of the numerator and denominator of basic and diluted earnings (loss) per share	The following is a reconciliation of the numerator and denominator of basic and diluted earnings (loss) per share for the years ended December 31, 2015, 2014 and 2013: (In thousands except per share data) Year Ended December 31, Numerator: 2015 2014 2013 Net loss attributable to Healthways, Inc. $ (30,947 ) $ (5,561 ) $ (8,541 ) Denominator: Shares used for basic earnings (loss) per share 35,832 35,302 34,489 Effect of dilutive stock options and restricted stock units outstanding: Non-qualified stock options (1) — — — (1) — — — CareFirst Warrants (1) — — — Shares used for diluted earnings (loss) per share (1) 35,832 35,302 34,489 Loss per share: Basic $ (0.86 ) $ (0.16 ) $ (0.25 ) Diluted (1) $ (0.86 ) $ (0.16 ) $ (0.25 ) Dilutive securities outstanding not included in the computation of earnings (loss) per share because their effect is anti-dilutive: Non-qualified stock options 1,534 1,865 3,234 Restricted stock units 646 453 334 Performance-based stock units — 20 — Market stock units 21 — — Warrants related to Cash Convertible Notes 7,707 7,707 7,707 CareFirst Convertible Note 892 892 892 CareFirst Warrants 318 87 — (1)

Accumulated OCI (Tables)

Accumulated OCI (Tables)	12 Months Ended
	Dec. 31, 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 twelve months ended December 31, 2015 and 2014: (In thousands) 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 income (loss) before reclassifications, net of tax (111 ) (2,142 ) (2,253 ) Amounts reclassified from accumulated OCI, net of tax 214 — 214 Net increase (decrease) in other comprehensive income (loss), net of tax 103 (2,142 ) (2,039 ) Accumulated OCI, net of tax, as of December 31, 2015 $ (239 ) $ (3,848 ) $ (4,087 ) (In thousands) 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 (135 ) (1,812 ) (1,947 ) Amounts reclassified from accumulated OCI, net of tax 306 — 306 Net increase (decrease) in other comprehensive income (loss), net of tax 171 (1,812 ) (1,641 ) Accumulated OCI, net of tax, as of December 31, 2014 $ (342 ) $ (1,706 ) $ (2,048 )
Reclassification out of Accumulated Other Comprehensive Income	The following table provides details about reclassifications out of accumulated OCI for the twelve months ended December 31, 2015 and 2014: Twelve Months Ended December 31, Statement of Comprehensive Income (In thousands) 2015 2014 (Loss) Classification Interest rate swaps $ 354 $ 507 Interest expense (140 ) (201 ) Income tax benefit $ 214 $ 306 Net of tax

Restructuring and Related Cha40

Restructuring and Related Charges and Impairment Loss (Tables)	12 Months Ended
	Dec. 31, 2015
Restructuring and Related Charges [Abstract]
Change in accrued restructuring and related charges	The following table shows the costs incurred for the year ended December 31, 2015 directly related to our 2015 Restructuring Plan and other restructuring costs: (In thousands) Severance and Other Employee-Related Costs Consulting and Other Costs (1) Asset Retirements Total 2015 restructuring charges $ 8,836 $ 5,074 $ 1,187 $ 15,097 Payments (825 ) (2,174 ) — (2,999 ) Non-cash charges (2) (918 ) — (1,187 ) (2,105 ) Accrued restructuring and related charges liability as of December 31, 2015 $ 7,093 $ 2,900 $ — $ 9,993 (1) (2)

Quarterly Financial Informati41

Quarterly Financial Information (unaudited) (Tables)	12 Months Ended
	Dec. 31, 2015
Quarterly Financial Information (unaudited) [Abstract]
Schedule of quarterly financial information	(In thousands, except per share data) Year Ended December 31, 2015 First Second Third Fourth (1) (1) (1) Revenues $ 189,862 $ 198,073 $ 196,382 $ 186,281 Gross margin $ 18,883 $ 28,776 $ 27,465 $ 19,239 Income (loss) before income taxes $ (4,706 ) $ 617 $ (15,163 ) $ (15,836 ) Net income (loss) attributable to Healthways, Inc. $ (2,913 ) $ 420 $ (9,026 ) $ (19,428 ) Basic earnings (loss) per share (2) $ (0.08 ) $ 0.01 $ (0.25 ) $ (0.54 ) Diluted earnings (loss) per share (2) $ (0.08 ) $ 0.01 $ (0.25 ) $ (0.54 ) (In thousands, except per share data) Year Ended December 31, 2014 First Second Third Fourth (1) (1) Revenues $ 176,777 $ 180,613 $ 185,656 $ 199,136 Gross margin $ 19,257 $ 24,533 $ 27,314 $ 35,058 Income (loss) before income taxes $ (14,884 ) $ (814 ) $ 2,998 $ 2,551 Net income (loss) attributable to Healthways, Inc. $ (9,596 ) $ (517 ) $ 1,973 $ 2,578 Basic earnings (loss) per share (2) $ (0.27 ) $ (0.01 ) $ 0.06 $ 0.07 Diluted earnings (loss) per share (2) $ (0.27 ) $ (0.01 ) $ 0.05 $ 0.07 (1) (2)

Summary of Significant Accoun42

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Accounts Receivable, Net [Abstract]
Total contractual allowances and allowance for doubtful accounts	$ 2,500	$ 2,600
Property, Plant and Equipment [Line Items]
Property and equipment, net	156,000	165,696
Depreciation	43,100	42,200	$ 40,100
Finite-Lived Intangible Assets [Line Items]
Intangible assets not subject to amortization	$ 29,000	29,000
Revenue Recognition [Abstract]
Percentage of performance based revenues (in hundredths)	7.00%
Percentage of performance based revenues subject to final reconciliation (in hundredths)	2.00%
Cumulative performance-based revenues not settled yet but recognized	$ 29,100
Net increase in revenue relating to services provided in prior periods	$ 11,800	7,900	8,200
Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years
Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	25 years
Computer Software and Hardware [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Useful life	3 years
Computer Software and Hardware [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful life	7 years
Furniture and Other Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Useful life	4 years
Furniture and Other Office Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful life	7 years
Leasehold Improvements [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Useful life	2 years
Leasehold Improvements [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful life	15 years
Computer Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, net	$ 114,800	98,000
Computer Software Depreciation Expense	$ 33,500	$ 29,900	$ 26,500

Goodwill (Details)

Goodwill (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Goodwill Rollforward
Goodwill, net	$ 338,800,000	$ 338,800,000	$ 338,695,000
Other adjustments		0	105,000
Navvis sale	(1,826,000)
Goodwill, net	336,974,000	338,800,000	338,800,000
Sale of Business [Line Items]
Proceeds from sale of business	4,369,000	0	0
Gain on sale of business	(1,873,000)	0	$ 0
Goodwill, Gross	519,300,000	521,100,000
Goodwill, Impaired, Accumulated Impairment Loss	182,400,000	$ 182,400,000
Navvis & Company [Member]
Sale of Business [Line Items]
Proceeds from sale of business	4,400,000
Gain on sale of business	$ (1,873,000)

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 96,789	$ 101,998
Accumulated Amortization	64,521	61,886
Total	32,268	40,112
Amortization expense	6,700	11,200	$ 12,700
Estimated future amortization expense [Abstract]
2,016	4,154
2,017	3,028
2,018	2,403
2,019	2,253
2,020	2,048
2021 and thereafter	18,382
Total	32,268	40,112
Intangible assets not subject to amortization	$ 29,000	29,000
Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years
Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	25 years
Customer Contracts [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 12,170	16,170
Accumulated Amortization	12,044	13,445
Total	126	2,725
Estimated future amortization expense [Abstract]
Total	126	2,725
Acquired Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	18,548	19,268
Accumulated Amortization	17,947	16,709
Total	601	2,559
Estimated future amortization expense [Abstract]
Total	601	2,559
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	24,832	24,711
Accumulated Amortization	19,121	17,486
Total	5,711	7,225
Estimated future amortization expense [Abstract]
Total	5,711	7,225
Distributor and Provider Networks [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	8,709	8,709
Accumulated Amortization	8,232	7,711
Total	477	998
Estimated future amortization expense [Abstract]
Total	477	998
Perpetual License to Survey-Based Data [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	32,000	31,000
Accumulated Amortization	6,695	5,315
Total	25,305	25,685
Estimated future amortization expense [Abstract]
Total	25,305	25,685
Other [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	530	2,140
Accumulated Amortization	482	1,220
Total	48	920
Estimated future amortization expense [Abstract]
Total	$ 48	$ 920

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2035	Dec. 31, 2032	Dec. 31, 2017	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Current taxes [Abstract]
Federal				$ 291	$ 483	$ (1,311)
State				941	269	741
Foreign				1,425	1,316	1,693
Deferred taxes [Abstract]
Federal				(5,162)	(4,844)	(5,842)
State				(1,070)	(1,938)	(1,018)
Foreign				(196)	127	101
Income tax expense				(3,771)	(4,587)	(5,636)
Income (Loss) from Continuing Operations before Income Taxes, Foreign				3,800	5,200	4,500
Deferred tax asset [Abstract]
Accruals and reserves				9,809	17,769
Deferred compensation				6,010	4,372
Share-based payments				8,344	9,368
Net operating loss carryforwards				30,545	7,167
Basis difference on joint ventures				6,466	0
Deferred Tax Asset on Cash Conversion Derivative and Cash Convertible Notes Hedges, respectively				9,539	4,459
Other deferred tax assets				4,425	3,124
Deferred tax assets, Gross				75,138	46,259
Valuation allowance				(13,594)	(3,836)
Total				61,544	42,423
Deferred tax liability [Abstract]
Property and equipment				(49,645)	(44,832)
Intangible assets				(17,666)	(11,778)
Deferred Tax Liability on Cash convertible notes hedge and cash conversion derivative, respectively				(9,539)	(4,459)
Other liabilities				(102)	(1,119)
Total				(76,952)	(62,188)
Net deferred tax liability				(15,408)	(19,765)
Net current deferred tax asset				8,209	13,118
Net long-term deferred tax liability				(23,617)	(32,883)
Tax effect on interest rate swap agreements				1	44	972
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards from acquired entities				6,900
Difference between income tax expense computed using statutory federal income tax rate and effective rate [Abstract]
Statutory federal income tax				(12,281)	(3,552)	(4,962)
State income taxes, less federal income tax benefit				(1,478)	(456)	(669)
Permanent items				161	137	634
Change in valuation allowance				9,758	206	388
Prior year tax adjustments				185	(42)	140
Uncertain tax position reversal				(51)	0	(1,137)
State income tax credits				0	(650)	0
Net impact of foreign earnings				(65)	(218)	(175)
Other				0	(12)	145
Income tax expense				(3,771)	(4,587)	(5,636)
Income Tax Contingency [Line Items]
Unrecognized tax benefits that affect our effective tax rate				0
Reduction resulting from lapse of applicable statute of Limitations				300
Changes in unrecognized tax benefits [Roll Forward]
Balance, beginning of period				253	288
Decreases based upon tax positions related to prior years					(35)
Decreases based upon a lapse of the applicable statute of limitations				(253)
Balance, end of period				0	253	$ 288
Undistributed Earnings of Foreign Subsidiaries				18,200
Increase in Valuation Allowance				9,800
Valuation Allowance as of December 31, 2015				13,594	$ 3,836
Net Operating Losses related to Stock Option Tax Benefits				4,000
International [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards				$ 14,600
Changes in unrecognized tax benefits [Roll Forward]
Open tax year				2,012
Federal [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards				$ 70,100
Operating loss carryforwards, expiration dates	Dec. 31, 2035			Dec. 31, 2021
Changes in unrecognized tax benefits [Roll Forward]
Open tax year				2,012
State [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards				$ 80,600
Operating loss carryforwards, expiration dates		Dec. 31, 2032	Dec. 31, 2017
Changes in unrecognized tax benefits [Roll Forward]
Open tax year				2,012

Long-Term Debt, Table (Details)

Long-Term Debt, Table (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	$ 235,670	$ 251,725
Long-term Debt	212,362	231,112
Short-term Debt	(23,308)	(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	130,296	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	80,000	97,500
Revolver
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	0	4,950
Capital lease obligations and other
Debt, Long-term and Short-term, Combined Amount [Abstract]
Debt, Long-term and Short-term, Combined Amount	$ 5,374	$ 6,127

Long-Term Debt (Details)

Long-Term Debt (Details)	Oct. 01, 2019	Jul. 01, 2018	Oct. 01, 2013USD ($)$ / sharesshares	Jul. 16, 2013USD ($)$ / shares	Dec. 31, 2015USD ($)$ / sharesshares	Dec. 31, 2014USD ($)	Dec. 31, 2013USD ($)
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage					5.66%
Amortization of debt discount					$ 7,148,000	$ 6,757,000	$ 3,140,000
Debt Instrument, Unamortized Discount					19,700,000	26,900,000
Deferred Finance Costs, Gross				$ 3,939,543
Interest Rate for Notes				1.50%
Aggregate Principal of convertible notes				$ 150,000,000
Payments for Hedge, Financing Activities					$ 0	0	$ 36,750,000
Warrants Strike Price | $ / shares					$ 25.95
Minimum annual principal payments and repayments of the revolving advances [Abstract]
2,015					$ 20,000,000
2,016					60,000,000
2,017					150,000,000
2,018					20,000,000
2,019					0
2020 and thereafter					0
Total					$ 250,000,000
Conversion price premium percentage					60.00%
Debt Instrument, Unamortized Discount					$ 19,700,000	26,900,000
Cash Convertible Notes [Member]
Debt Instrument [Line Items]
Notes, Issuance Date				Jul. 16, 2013
Debt Instrument, Maturity Date		Jul. 1, 2018
Debt Instrument, Convertible, Conversion Ratio					51.38
Debt Instrument, Unamortized Discount				$ 36,750,000
Aggregate Principal of convertible notes					$ 150,000,000
Debt Instrument, Convertible, Conversion Price | $ / shares				$ 19.46
Payments for Hedge, Financing Activities				$ 36,750,000
Initial Conversion rate | $ / shares				$ 19.46
Minimum annual principal payments and repayments of the revolving advances [Abstract]
Debt Instrument, Carrying Amount					130,300,000	$ 123,100,000
Debt Instrument, Unamortized Discount				$ 36,750,000
CareFirst Convertible Note [Member]
Debt Instrument [Line Items]
Notes, Issuance Date			Oct. 1, 2013
Date of Registration Rights Agreement			Oct. 1, 2013
Debt Instrument, Maturity Date	Oct. 1, 2019
Interest Rate for Notes			4.75%
Aggregate Principal of convertible notes			$ 20,000,000		$ 20,000,000
Debt Instrument, Convertible, Conversion Price | $ / shares			$ 22.41
Initial Conversion rate | $ / shares			$ 22.41
Minimum annual principal payments and repayments of the revolving advances [Abstract]
CareFirst Warrant Shares Maximum | shares			1,600,000
CareFirst Warrant Shares for one year period | shares			400,000
CareFirst Warrants Outstanding | shares					590,683
Warrants Weighted Average Exercise Price | $ / shares					$ 15.83

Long-Term Debt, Line of Credit

Long-Term Debt, Line of Credit and Term Loan (Details) - USD ($) $ in Millions	Jun. 08, 2017	Dec. 31, 2015
LIBOR [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate increased (in hundredths)		0.0025
Fifth Amended Credit Agreement [Member]
Line of Credit Facility [Line Items]
Initiation date		Jun. 8, 2012
Maximum borrowing capacity		$ 200
Expiration date		Jun. 8, 2017
Amount outstanding		$ 80
Availability under the revolving credit facility under most restrictive covenant		$ 68.3
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.
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
Swingline Sub Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 20
Term Loan Facility [Member]
Line of Credit Facility [Line Items]
Terms of periodic payments	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.
Maturity date		Jun. 8, 2017
Uncommitted Incremental Accordion Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 100

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	12 Months Ended
	Dec. 31, 2015USD ($)
Junk Fax Prevention Act Lawsuit [Abstract]
Junk Fax Prevention Act Lawsuit Damages being sought	$ 5
Contractual Commitment [Abstract]
Minimum remaining contractual cash obligations	27
Total minimum payments required under outsourcing agreement over remaining term	96.8
Estimate of remaining payments pursuant to outsourcing agreement	$ 201.5

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Jul. 16, 2013	Dec. 31, 2012
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	$ 12,632,000
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Cash and cash equivalents	1,870,000	$ 1,765,000	$ 2,584,000		$ 1,759,000
Aggregate Principal of convertible notes				$ 150,000,000
Cash Convertible Notes Hedge [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning of period	48,025,000
Purchases of Level 3 Instruments	0
Gains/ (Losses) included in Earnings	(35,393,000)
Balance at end of period	12,632,000
Fifth Amended Credit Facility [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Debt Instrument, Fair Value	79,400,000
Debt Instrument, Carrying Amount	80,000,000
Cash Convertible Notes [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Debt Instrument, Fair Value	140,200,000
Debt Instrument, Carrying Amount	130,300,000
Cash Conversion Derivative [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning of period	(48,025,000)
Settlements of Level 3 Instruments	0
Gains/ (Losses) included in Earnings	35,393,000
Balance at end of period	(12,632,000)
CareFirst Convertible Note [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Debt Instrument, Fair Value	20,000,000
Debt Instrument, Carrying Amount	20,000,000
Gallup Derivative [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Asset	0
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	6,339,000
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning of period	0
Settlements of Level 3 Instruments	986,000
Gains/ (Losses) included in Earnings	(7,325,000)
Balance at end of period	(6,339,000)
Gallup Derivative [Member] | Level 2 [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	0
Gallup Derivative [Member] | Level 3 [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	6,339,000
Gallup Derivative [Member] | Gross Fair Value [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	6,339,000
Recurring [Member] | Foreign Exchange Contract [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Liability	(26,000)	(111,000)
Derivative Asset, Fair Value, Amount Not Offset Against Collateral	258,000	366,000
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Asset	(26,000)	(111,000)
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	22,000	0
Recurring [Member] | Foreign Exchange Contract [Member] | Level 2 [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Asset	284,000	477,000
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	48,000	111,000
Recurring [Member] | Foreign Exchange Contract [Member] | Level 3 [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Asset	0	0
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	0	0
Recurring [Member] | Foreign Exchange Contract [Member] | Gross Fair Value [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Asset	284,000	477,000
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	48,000	111,000
Recurring [Member] | Interest Rate Swap [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Asset	0	0
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	397,000	395,000
Recurring [Member] | Interest Rate Swap [Member] | Level 2 [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	397,000	395,000
Recurring [Member] | Interest Rate Swap [Member] | Level 3 [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	0	0
Recurring [Member] | Interest Rate Swap [Member] | Gross Fair Value [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	397,000	395,000
Recurring [Member] | Cash Convertible Notes Hedge [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Liability	0	0
Derivative Asset, Fair Value, Amount Not Offset Against Collateral	12,632,000	48,025,000
Recurring [Member] | Cash Convertible Notes Hedge [Member] | Level 2 [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Asset	0	0
Recurring [Member] | Cash Convertible Notes Hedge [Member] | Level 3 [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Asset	12,632,000	48,025,000
Recurring [Member] | Cash Convertible Notes Hedge [Member] | Gross Fair Value [Member]
Assets [Abstract]
Derivative Asset, Fair Value, Gross Asset	12,632,000	48,025,000
Recurring [Member] | Cash Conversion Derivative [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Asset	0	0
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	12,632,000	48,025,000
Recurring [Member] | Cash Conversion Derivative [Member] | Level 2 [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	0	0
Recurring [Member] | Cash Conversion Derivative [Member] | Level 3 [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	12,632,000	48,025,000
Recurring [Member] | Cash Conversion Derivative [Member] | Gross Fair Value [Member]
Liabilities [Abstract]
Derivative Liability, Fair Value, Gross Liability	$ 12,632,000	$ 48,025,000

Derivative Investments and He51

Derivative Investments and Hedging Activities (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Derivatives, Fair Value [Line Items]
Debt Instrument, Unamortized Discount	$ 19,700,000	$ 26,900,000
Current notional amount	50,000,000
Fair Values of Derivative Instruments [Abstract]
Liabilities	12,632,000
Reclassification of net losses on interest rate swap agreements from accumulated OCI to interest expense within the next 12 months	200,000
Derivatives in Cash Flow Hedging Relationships [Abstract]
(Gain) loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect	253,000	292,000
Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect	$ (354,000)	(507,000)
Derivative, Variable Interest Rate	1.48%
Note Hedges and Conversions [Member] | Selling, General and Administrative Expenses [Member]
Fair Values of Derivative Instruments [Abstract]
Derivative, Gain on Derivative/Hedge		20,259,000
Derivative, Loss on Derivative/Hedge	$ (35,393,000)
Interest Rate Swap Agreements [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0
Interest Rate Swap Agreements [Member] | Derivatives Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	397,000	395,000
Interest Rate Swap Agreements [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0	395,000
Interest Rate Swap Agreements [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0	0
Interest Rate Swap Agreements [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets		0
Interest Rate Swap Agreements [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] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0	0
Interest Rate Swap Agreements [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0	0
Foreign Currency Exchange Contracts [Member] | Derivatives Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	48,000	111,000
Foreign Currency Exchange Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0	0
Foreign Currency Exchange Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	284,000	477,000
Foreign Currency Exchange Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	284,000	477,000
Foreign Currency Exchange Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	48,000	111,000
Foreign Currency Exchange Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0	0
Foreign Currency Exchange Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0	0
Foreign Currency Exchange Contracts [Member] | Forward Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Derivative Asset, Notional Amount	35,200,000
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	12,632,000
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Selling, General and Administrative Expenses [Member]
Fair Values of Derivative Instruments [Abstract]
Derivative, Gain on Derivative/Hedge	35,393,000
Derivative, Loss on Derivative/Hedge		(20,259,000)
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Derivatives Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	12,632,000	48,025,000
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0	0
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	12,632,000	48,025,000
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets		0
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0	0
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	12,632,000	48,025,000
Cash Convertible Notes Hedges and Cash Conversion Derivative [Member] | Note Hedges and Conversions [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	12,632,000	48,025,000
Embedded Derivative Financial Instruments [Member] | Derivatives Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Debt Instrument, Unamortized Discount	36,750,000
Gallup Derivative [Member] | Equity in Loss From Joint Ventures [Member]
Fair Values of Derivative Instruments [Abstract]
Derivative, Loss on Derivative/Hedge	(7,325,000)	$ 0
Gallup Derivative [Member] | Other Current Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0
Gallup Derivative [Member] | Derivatives Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	6,339,000
Gallup Derivative [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	0
Gallup Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	0
Gallup Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	3,323,000
Gallup Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Long-Term Liabilities [Member]
Fair Values of Derivative Instruments [Abstract]
Liabilities	3,016,000
Gallup Derivative [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Noncurrent Assets [Member]
Fair Values of Derivative Instruments [Abstract]
Assets	$ 0

Other Long-Term Liabilities (De

Other Long-Term Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2015	Dec. 31, 2014
Other Long-Term Liabilities [Abstract]
Vested amounts under the non-qualified deferred compensation plan	$ 4.4	$ 7.4
Current portions of the non-qualified deferred compensation plan	4.1	0.5
Estimated future plan payments under non-qualified deferred compensation plan [Abstract]
2,016	4.1
2,017	0.9
2,018	0.3
2,019	0.1
2,020	0.1
Accrued performance cash amount	0	0.9
Accrued performance cash amount, current portion	$ 0	$ 0

Leases (Details)

Leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2015USD ($)ft²	Dec. 31, 2014USD ($)	Dec. 31, 2013USD ($)
Operating Leased Assets [Line Items]
Lease expiration date	Feb. 28, 2023
Operating lease term	15 years
Rent expense	$ 12,700	$ 13,200	$ 12,900
Tenant improvement allowance	10,700
Future minimum lease payments under capital leases [Abstract]
2,016	1,863
2,017	1,575
2,018	546
2,019	0
2,020	0
2021 and thereafter	0
Total minimum lease payments	3,984
Less amount representing interest	(182)
Present value of minimum lease payments	3,802
Less current portion	(1,736)
Future minimum lease payments, net of current portion	2,066
Future minimum lease payments under operating leases [Abstract]
2,016	12,715
2,017	12,107
2,018	12,617
2,019	12,454
2,020	9,091
2021 and thereafter	14,210
Total minimum lease payments	$ 73,194
Corporate Headquarters and Call Center [Member]
Operating Leased Assets [Line Items]
Area of leased property (in square feet) | ft²	264,000
Corporate Headquarters and Call Center [Member] | Minimum [Member]
Operating Leased Assets [Line Items]
Rent expense	$ 4,300
Corporate Headquarters and Call Center [Member] | Maximum [Member]
Operating Leased Assets [Line Items]
Rent expense	$ 6,600
Other Call Center Locations [Member]
Operating Leased Assets [Line Items]
Area of leased property (in square feet) | ft²	110,000
Other Call Center Locations [Member] | Minimum [Member]
Operating Leased Assets [Line Items]
Lease expiration date	Apr. 30, 2016
Other Call Center Locations [Member] | Maximum [Member]
Operating Leased Assets [Line Items]
Lease expiration date	Oct. 31, 2020
Operations Support and Training Offices [Member]
Operating Leased Assets [Line Items]
Area of leased property (in square feet) | ft²	39,000
Operations Support and Training Offices [Member] | Minimum [Member]
Operating Leased Assets [Line Items]
Lease expiration date	Mar. 1, 2016
Operations Support and Training Offices [Member] | Maximum [Member]
Operating Leased Assets [Line Items]
Lease expiration date	Mar. 31, 2020
Office Space in Chandler [Member]
Operating Leased Assets [Line Items]
Area of leased property (in square feet) | ft²	92,000

Share-Based Compensation (Detai

Share-Based Compensation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Share based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions [Abstract]
Expected Volatility (in hundredths)		54.60%	53.80%
Expected Dividends (in hundredths)		0.00%	0.00%
Expected Term		4 years 8 months 12 days	5 years 1 month 6 days
Risk-Free Rate (in hundredths)		2.40%	1.90%
Share-based compensation costs	$ 10,469	$ 8,349	$ 7,116
Shares [Roll Forward]
Outstanding, beginning of period (in shares)	3,564
Granted (in shares)	0
Exercised (in shares)	(901)
Forfeited (in shares)	(145)
Expired (in shares)	(396)
Outstanding, end of period (in shares)	2,122	3,564
Exercisable, end of period (in shares)	1,538
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)	10.08
Forfeited (in dollars per share)	12.03
Expired (in dollars per share)	18.26
Outstanding, end of period (in dollars per share)	13.34	$ 13.01
Exercisable, end of period (in dollars per share)	$ 13.77
Weighted-Average Remaining Contractual Term (years) [Abstract]
Outstanding at December 31, 2015	5 years 6 months
Exercisable at December 31, 2015	5 years
Aggregate Intrinsic Value [Abstract]
Outstanding at December 31, 2014	$ 2,943
Exercisable at December 31, 2014	2,158
Weighted-Average Grant Date Fair Value [Roll Forward]
Weighted average grant-date fair value of options per share (in dollars per share)		$ 9.05	$ 7.29
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated share-based compensation	10,500	$ 8,300	$ 7,100
Total income tax benefit recognized	4,100	3,300	2,800
Total intrinsic value of options exercised during period	$ 5,300	1,100	3,200
Award vesting period	4 years
Cash received from option exercised	$ 2,467	2,851	12,748
Tax benefit realized from options exercised	$ 0
Expiration period	10 years
Number of shares reserved for future equity grants (in shares)	1,500
Total unrecognized compensation cost related to nonvested share-based compensation arrangements granted	$ 19,300
Total grant-date fair value of shares vested	$ 5,200	2,500	3,100
Weighted average period for recognition of unrecognized compensation cost	2 years
Share-Based Compensation Included in Cost of Services [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated share-based compensation	$ 3,300	3,800	2,900
Share-Based Compensation Included in Selling, General and Administrative Expenses [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated share-based compensation	6,300	4,500	4,200
Share-Based Compensation Included in Restructuring and Related Charges
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated share-based compensation	$ 900	$ 0	$ 0
Restricted Stock and Restricted Stock Units (RSUs) [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)	1,047
Granted (in shares)	1,282
Vested (in shares)	(411)
Forfeited (in shares)	(300)
Nonvested, end of period (in shares)	1,618	1,047
Weighted-Average Grant Date Fair Value [Roll Forward]
Nonvested, beginning of period (in dollars per share)	$ 13.15
Granted (in dollars per share)	11.97
Vested (in dollars per share)	12.73
Forfeited (in dollars per share)	13.15
Nonvested, end of period (in dollars per share)	12.35	$ 13.15
Weighted average grant-date fair value of options per share (in dollars per share)	$ 11.97	$ 16.72	$ 13.12
Performance Shares [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)	341
Granted (in shares)	0
Vested (in shares)	0
Forfeited (in shares)	(341)
Nonvested, end of period (in shares)	0	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)	14.77
Nonvested, end of period (in dollars per share)	0	$ 14.77
Weighted average grant-date fair value of options per share (in dollars per share)	$ 6.53	$ 0	$ 0
Market Stock Units [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)	0
Granted (in shares)	474
Vested (in shares)	0
Forfeited (in shares)	0
Nonvested, end of period (in shares)	474	0
Weighted-Average Grant Date Fair Value [Roll Forward]
Nonvested, beginning of period (in dollars per share)	$ 0
Granted (in dollars per share)	6.53
Vested (in dollars per share)	0
Forfeited (in dollars per share)	0
Nonvested, end of period (in dollars per share)	$ 6.53	$ 0

Share Repurchases (Details)

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

Earnings (Loss) Per Share (Deta

Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		12 Months Ended
		Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Numerator [Abstract]
Net income (loss)- numerator for basic earnings per share		$ (30,947)	$ (5,561)	$ (8,541)
Denominator [Abstract]
Shares used for basic earnings (loss) per share (in shares)		35,832	35,302	34,489
Shares used for diluted earnings (loss) per share (in shares)	[1]	35,832	35,302	34,489
Earnings (loss) per share [Abstract]
Basic (in dollars per share)		$ (0.86)	$ (0.16)	$ (0.25)
Diluted (in dollars per share)	[1]	$ (0.86)	$ (0.16)	$ (0.25)
Non-Qualified Stock Options [Member]
Denominator [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	[1]	0	0	0
Restricted Stock Units [Member]
Denominator [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	[1]	0	0	0
CareFirst Warrants
Denominator [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	[1]	0	0	0
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 earnings per share because their effect is antidilutive (in shares)		1,534	1,865	3,234
Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings per share because their effect is antidilutive (in shares)		646	453	334
Performance Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings per share because their effect is antidilutive (in shares)		0	20	0
Market Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings per share because their effect is antidilutive (in shares)		21	0	0
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 earnings per share because their effect is antidilutive (in shares)		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 earnings per share because their effect is antidilutive (in shares)		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 earnings per share because their effect is antidilutive (in shares)		318	87	0
[1]	The impact of potentially dilutive securities for the years ended December 31, 2015, December 31, 2014, and December 31, 2013 was not considered because the impact would be anti-dilutive.

Accumulated OCI (Details)

Accumulated OCI (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
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	(2,253)	(1,947)
Amounts reclassified from accumulated OCI, net of tax	214	306
Total other comprehensive income, net of tax	(2,039)	(1,641)
Accumulated OCI, net of tax Ending Balance	(4,087)	(2,048)	$ (407)
Reclassification adjustments out of AOCI [Abstract]
Reclassification to interest expense	(18,328)	(17,581)	(16,079)
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	(111)	(135)
Amounts reclassified from accumulated OCI, net of tax	214	306
Total other comprehensive income, net of tax	103	171
Accumulated OCI, net of tax Ending Balance	(239)	(342)	(513)
Net Change in Fair Value of Interest Rate Swaps [Member] | Amounts reclassified from accumulated other comprehensive income to: [Member]
Reclassification adjustments out of AOCI [Abstract]
Reclassification to interest expense	354	507
Tax effect of reclassification	(140)	(201)
Reclassification Adjustment on Derivatives Included in Net Income	214	306
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	(2,142)	(1,812)
Amounts reclassified from accumulated OCI, net of tax	0	0
Total other comprehensive income, net of tax	(2,142)	(1,812)
Accumulated OCI, net of tax Ending Balance	$ (3,848)	$ (1,706)	$ 106

Restructuring and Related Cha58

Restructuring and Related Charges and Impairment Loss (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2015USD ($)
Restructuring Reserve [Roll Forward]
2015 restructuring charges	$ 15,097
Payments	(2,999)
Non-cash charges	(2,105)	[1]
Accrued restructuring and related charges, end of period	9,993
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	25,000
Severance and other employee-related costs [Member]
Restructuring Reserve [Roll Forward]
2015 restructuring charges	8,836
Payments	(825)
Non-cash charges	(918)	[1]
Accrued restructuring and related charges, end of period	7,093
Severance and other employee-related costs [Member] | Minimum [Member]
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	10,500
Severance and other employee-related costs [Member] | Maximum [Member]
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	11,500
Lease termination costs [Member] | Minimum [Member]
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	8,000
Lease termination costs [Member] | Maximum [Member]
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	9,000
Consulting and other costs [Member]
Restructuring Reserve [Roll Forward]
2015 restructuring charges	5,074	[2]
Payments	(2,174)	[2]
Non-cash charges	0	[1],[2]
Accrued restructuring and related charges, end of period	2,900	[2]
Consulting and other costs [Member] | Minimum [Member]
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	5,500
Consulting and other costs [Member] | Maximum [Member]
Restructuring and Related Cost, Expected Cost [Abstract]
Restructuring and Related Cost, Expected Cost	6,000
Asset Retirements
Restructuring Reserve [Roll Forward]
2015 restructuring charges	1,187
Payments	0
Non-cash charges	(1,187)	[1]
Accrued restructuring and related charges, end of period	$ 0
[1]	Non-cash charges consist of share-based compensation costs as well as asset retirements.
[2]	Consulting and other costs primarily consist of third-party consulting charges incurred in connection with the 2015 Restructuring Plan. Approximately $0.4 million consist of lease termination costs.

Employee Benefits (Details)

Employee Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Employee Benefits [Abstract]
Company contributions under the 401(k) Plan	$ 3.3	$ 3.3	$ 3.1

Segment Disclosures (Details)

Segment Disclosures (Details) - Segment	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Segment Disclosures [Abstract]
Number of reportable segments	1
Percentage of revenues from one customer (in hundredths)	13.10%	11.60%

Quarterly Financial Informati61

Quarterly Financial Information (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended													12 Months Ended
		Dec. 31, 2015	[1]	Sep. 30, 2015	[1]	Jun. 30, 2015	Mar. 31, 2015	[1]	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	[1]	Mar. 31, 2014	[1]	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Quarterly Financial Information (unaudited) [Abstract]
Revenues		$ 186,281		$ 196,382		$ 198,073	$ 189,862		$ 199,136	$ 185,656	$ 180,613		$ 176,777		$ 770,598	$ 742,183	$ 663,285
Gross margin		19,239		27,465		28,776	18,883		35,058	27,314	24,533		19,257
Income (loss) before income taxes		(15,836)		(15,163)		617	(4,706)		2,551	2,998	(814)		(14,884)		(35,089)	(10,148)	(14,177)
Net income (loss)		$ (19,428)		$ (9,026)		$ 420	$ (2,913)		$ 2,578	$ 1,973	$ (517)		$ (9,596)		$ (31,318)	$ (5,561)	$ (8,541)
Basic earnings (loss) per share (in dollars per share)	[2]	$ (0.54)		$ (0.25)		$ 0.01	$ (0.08)		$ 0.07	$ 0.06	$ (0.01)		$ (0.27)
Diluted earnings (loss) per share (in dollars per share)	[2]	$ (0.54)		$ (0.25)		$ 0.01	$ (0.08)		$ 0.07	$ 0.05	$ (0.01)		$ (0.27)
[1]	The assumed exercise of share-based compensation awards for this period was not considered in the calculation of diluted earnings (loss) per share because the impact would have been anti-dilutive.
[2]	We calculated earnings per share for each of the quarters based on the weighted average number of shares and dilutive securities outstanding for each period. Accordingly, the sum of the quarters may not necessarily be equal to the full year income per share.