Tivity Health (TVTY) 10-Q 6 Nov 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Oct. 31, 2018
Document And Entity Information [Abstract]
Entity Registrant Name	TIVITY HEALTH, INC.
Entity Central Index Key	704,415
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q3
Trading Symbol	TVTY
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2018
Entity Common Stock, Shares Outstanding		40,249,950

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 1,643	$ 28,440
Accounts receivable, net	67,012	55,113
Prepaid expenses	3,787	3,444
Cash convertible notes hedges		134,079
Income taxes receivable	673	39
Other current assets	4,640	2,180
Total current assets	77,755	223,295
Property and equipment, net of accumulated depreciation of $31,636 and $28,533, respectively	14,566	10,658
Long-term deferred tax asset	1,354	25,166
Intangible assets, net	29,049	29,049
Goodwill, net	334,680	334,680
Other long-term assets	25,105	13,315
Total assets	482,509	636,163
Current liabilities:
Accounts payable	30,145	26,804
Accrued salaries and benefits	5,590	15,018
Accrued liabilities	41,236	34,511
Cash conversion derivative		134,079
Current portion of debt	52	145,959
Current portion of long-term liabilities	2,249	2,262
Total current liabilities	79,272	358,633
Long-term debt	52,132
Other long-term liabilities	4,525	5,577
Stockholders' equity:
Preferred stock $.001 par value, 5,000,000 shares authorized, none outstanding
Common stock $.001 par value, 120,000,000 shares authorized, 40,045,663 and 39,729,580 shares outstanding, respectively	40	40
Additional paid-in capital	353,594	349,243
Retained earnings (accumulated deficit)	21,128	(49,148)
Treasury stock, at cost, 2,254,953 shares in treasury	(28,182)	(28,182)
Total stockholders' equity	346,580	271,953
Total liabilities and stockholders' equity	$ 482,509	$ 636,163

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Statement Of Financial Position [Abstract]
Accumulated depreciation	$ 31,636	$ 28,533
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)	40,045,663	39,729,580
Treasury stock (in shares)	2,254,953	2,254,953

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Income Statement [Abstract]
Revenues	$ 151,467	$ 137,703	$ 453,261	$ 417,588
Cost of services (exclusive of depreciation and amortization of $1,071, $699, $3,041 and $2,003, respectively, included below)	107,047	94,539	324,346	296,009
Selling, general & administrative expenses	7,817	7,838	24,151	24,376
Depreciation and amortization	1,204	850	3,461	2,426
Restructuring and related charges		(16)	124	669
Operating income	35,399	34,492	101,179	94,108
Interest expense	1,013	4,203	7,948	12,167
Income before income taxes	34,386	30,289	93,231	81,941
Income tax expense	9,029	10,403	23,856	29,334
Income from continuing operations	25,357	19,886	69,375	52,607
Income from discontinued operations, net of income tax		6,519	901	2,625
Net income	$ 25,357	$ 26,405	$ 70,276	$ 55,232
Earnings per share - basic:
Continuing operations	$ 0.63	$ 0.50	$ 1.74	$ 1.34
Discontinued operations		0.17	0.02	0.07
Net income	0.63	0.67	1.76	1.41
Earnings per share - diluted:
Continuing operations	0.59	0.46	1.60	1.25
Discontinued operations		0.15	0.02	0.06
Net income	$ 0.59	$ 0.61	$ 1.63	$ 1.31
Comprehensive income	$ 25,357	$ 26,405	$ 70,276	$ 59,734
Weighted average common shares and equivalents:
Basic	40,010	39,443	39,898	39,254
Diluted	42,827	43,527	43,234	42,253

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Income Statement [Abstract]
Cost of services, depreciation and amortization	$ 1,071	$ 699	$ 3,041	$ 2,003

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) $ in Thousands	9 Months Ended
	Sep. 30, 2017USD ($)
Statement Of Income And Comprehensive Income [Abstract]
Net income	$ 55,232
Other comprehensive income, net of tax:
Foreign currency translation adjustment, net of tax	1,458
Release of cumulative translation adjustment to loss from discontinued operations due to substantial liquidation of foreign entity	3,044
Total other comprehensive income, net of tax	4,502
Comprehensive income	$ 59,734

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)	Treasury Stock
Balance at Dec. 31, 2017	$ 271,953	$ 40	$ 349,243	$ (49,148)	$ (28,182)
Comprehensive income	70,276			70,276
Exercise of stock options	1,521		1,521
Tax withholding for share-based compensation	(2,083)		(2,083)
Share-based employee compensation expense	4,913		4,913
Balance at Sep. 30, 2018	$ 346,580	$ 40	$ 353,594	$ 21,128	$ (28,182)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Cash flows from operating activities:
Income from continuing operations	$ 69,375	$ 52,607
Income from discontinued operations	901	2,625
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	3,461	2,446
Amortization of deferred loan costs	1,101	2,318
Amortization of debt discount	4,140	5,941
Share-based employee compensation expense	4,913	5,019
Gain on sale of TPHS business	(1,304)	(4,782)
Loss on release of cumulative translation adjustment		3,044
Deferred income taxes	23,812	27,545
Increase in accounts receivable, net	(12,181)	(2,986)
Decrease in other current assets	1,544	2,035
Decrease in accounts payable	(1,285)	(1,247)
Decrease in accrued salaries and benefits	(10,626)	(10,925)
Decrease in other current liabilities	(11,235)	(7,487)
Other	1,912	(2,525)
Net cash flows provided by operating activities	74,528	73,628
Cash flows from investing activities:
Acquisition of property and equipment	(6,456)	(3,974)
Proceeds from sale of MeYou Health	1,416
Net cash flows used in investing activities	(5,040)	(3,974)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	173,350	330,700
Payments of long-term debt	(271,923)	(400,945)
Proceeds from settlement of cash convertible notes hedges	141,246
Payments related to settlement of cash conversion derivative	(141,246)
Payments related to tax withholding for share-based compensation	(2,083)	(1,798)
Exercise of stock options	1,521	4,314
Deferred loan costs		(2,452)
Change in cash overdraft and other	2,887	2,083
Net cash flows used in financing activities	(96,248)	(68,098)
Effect of exchange rate changes on cash	(37)	1,750
Net increase in cash and cash equivalents	(26,797)	3,306
Cash and cash equivalents, beginning of period	28,440	1,602
Cash and cash equivalents, end of period	$ 1,643	$ 4,908

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2018
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Basis of Presentation	1. Basis of Presentation Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). In our opinion, the accompanying consolidated financial statements of Tivity Health ® We have reclassified certain items in prior periods to conform to current classifications. Our results from continuing operations do not include the results of the total population health services (“TPHS”) business, which we sold to Sharecare, Inc. (“Sharecare”) effective July 31, 2016. Results of operations for the TPHS business have been classified as discontinued operations for all periods presented in the accompanying consolidated financial statements. See Note 4 for further information. We have omitted certain financial information that is normally included in financial statements prepared in accordance with U.S. GAAP but that is not required for interim reporting purposes. You should read the accompanying consolidated financial statements in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2017.

Recent Relevant Accounting Stan

Recent Relevant Accounting Standards	9 Months Ended
	Sep. 30, 2018
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]
Recent Relevant Accounting Standards	2. Re c o a d On January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC Topic 606”) using the modified retrospective method, pursuant to which we applied ASC Topic 606 to (i) all new contracts entered into after January 1, 2018 and (ii) contracts that were not completed as of January 1, 2018. In accordance with this approach, our results for periods prior to January 1, 2018 were not revised and continue to be reported in accordance with our historical accounting under ASC Topic 605, “Revenue Recognition.” For contracts that were modified prior to January 1, 2018, we have not retrospectively restated the contract for those modifications in accordance with the contract modification guidance in ASC 606-10-25-12 and ASC 606-10-25-13 but instead, using the practical expedient available under ASC 606-10-65-1(f)(4), have reflected the aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price. The cumulative impact of our adoption of ASC Topic 606 was not material to record as of January 1, 2018, and there was no material impact on our consolidated income statement, balance sheet, or cash flows. For example, we do not have any material contract assets or contract liabilities as defined under ASC Topic 606. In addition, the incremental costs of obtaining a contract with a customer (for example, sales commissions) that would have been recognized as an asset on January 1, 2018 were not material to record. See Note 3 for a further discussion of revenue recognition. On January 1, 2018, we adopted Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows” (Topic 230) (“ASU 2016-15”). ASU 2016-15 addresses how certain cash receipts and cash payments are presented and classified in the statement of cash flows and is to be applied using a retrospective approach. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures and did not result in a reclassification to items in prior periods. On January 1, 2018, we adopted ASU No. 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”), which clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. ASU 2017-09 is to be applied prospectively to awards modified on or after January 1, 2018. The adoption of this standard did not have an impact on our consolidated financial statements and related disclosures. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases” (January 1, 2017 for the Company) In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements”, which amends ASC 842 to allow entities to change the date of initial application to the beginning of the period of adoption (January 1, 2019 for the Company), with no requirement to recast comparative periods. We have elected to apply ASC 842 as of January 1, 2019 and to recognize the cumulative effect of initially applying the standard as an adjustment to beginning retained earnings as of January 1, 2019. We are currently conducting analysis to quantify the adoption impact of the provisions of the new standard and evaluating our current leases. We believe we are following an appropriate timeline to allow for proper recognition, presentation and disclosure upon adoption effective January 1, 2019 In January 2017, the FASB issued ASU No. 2017-04, “Intangibles - Goodwill and Other” (“ASU 2017-04”), which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests in fiscal years beginning after December 15, 2019 and is required to be applied prospectively. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. We do not anticipate that adopting this standard will have an impact on our consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”), which changes the fair value measurement disclosure requirements of ASC 820. ASU 2018-13 is effective for fiscal years beginning on or after December 15, 2019, including interim periods therein, and is generally required to be applied retrospectively, except for certain components that are to be applied prospectively. Early adoption is permitted for any eliminated or modified disclosures. We do not anticipate that adopting this standard will have a material impact on our disclosures.

Revenue Recognition

Revenue Recognition	9 Months Ended
	Sep. 30, 2018
Revenue From Contract With Customer [Abstract]
Revenue Recognition	3. Revenue Recognition Beginning in 2018, we account for revenue from contracts with customers in accordance with ASC Topic 606. The unit of account in ASC Topic 606 is a performance obligation, which is a promise in a contract to transfer to a customer either a distinct good or service (or bundle of goods or services) or a series of distinct goods or services provided over a period of time. ASC Topic 606 requires that a contract's transaction price, which is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, is to be allocated to each performance obligation in the contract based on relative standalone selling prices and recognized as revenue when or as the performance obligation is satisfied. We earn revenue from our three programs, SilverSneakers® senior fitness, Prime® Fitness and WholeHealth Living TM The significant majority of our customer contracts contain one performance obligation - to stand ready to provide access to our network of fitness locations and fitness programming - which is satisfied over time as services are rendered each month over the contract term. There are generally no performance obligations that are unsatisfied at the end of a particular month. There was no material revenue recognized during the three and nine months ended September 30, 2018 from performance obligations satisfied in a prior period. Our fees are variable month to month and are generally billed per member per month (“PMPM”) or billed based on a combination of PMPM and member visits to a network location. We bill PMPM fees by multiplying the contractually negotiated PMPM rate by the number of members eligible for or receiving our services during the month. We bill for member visits approximately one month in arrears once actual member visits are known. Payments from customers are typically due within 30 days of invoice date. When material, we capitalize costs to obtain contracts with customers and amortize them over the expected recovery period. Our customer contracts include variable consideration, which is allocated to each distinct month over the contract term based on eligible members and/or member visits each month. The allocated consideration corresponds directly with the value to our customers of our services completed for the month. Under the majority of our contracts, we recognize revenue each month using the practical expedient available under ASC 606-10-55-18, which provides that revenue is recognized in the amount for which we have the right to invoice. Although we evaluate our financial performance and make resource allocation decisions based upon the results of our single operating and reportable segment, we believe the following information depicts how our revenues and cash flows are affected by economic factors. For the three and nine months ended September 30, 2018, revenue from our SilverSneakers program, which is predominantly contracted with Medicare Advantage and Medicare Supplement plans, comprised approximately 81% of our consolidated revenues, while revenue from our Prime Fitness and WholeHealth Living programs comprised approximately 16% and 3%, respectively, of our consolidated revenues. Sales and usage-based taxes are excluded from revenues.

Discontinued Operations

Discontinued Operations	9 Months Ended
	Sep. 30, 2018
Discontinued Operations And Disposal Groups [Abstract]
Discontinued Operations	4. Discontinued Operations On July 27, 2016, we entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Sharecare and Healthways SC, LLC, a newly formed Delaware limited liability company and wholly owned subsidiary of the Company, pursuant to which Sharecare acquired the TPHS business, which closed effective July 31, 2016 (“Closing”). At Closing, Sharecare delivered to the Company an Adjustable Convertible Equity Right (the “ACER”) with an initial face value of $30.0 million. The ACER became convertible into shares of common stock of Sharecare on July 31, 2018 at an initial conversion price of $249.87 per share, subject to customary adjustment for stock splits, stock dividends and other reorganizations of Sharecare. The Purchase Agreement provided for post-closing adjustments based on, among other things, any successful claims for indemnification by Sharecare (which may have resulted in a reduction in the face amount of the ACER, unless the Company elects, in its sole discretion, to satisfy any such successful claims with cash payments), none of which such claims had been made as of September 30, 2018. At September 30, 2018 and December 31, 2017, we recorded the $39.8 million face value of the ACER at an estimated carrying value of $10.8 million, which was classified as an equity receivable included in other long-term assets. Upon conversion of the ACER in October 2018, we obtained 159,309 shares of Sharecare common stock. There are certain restrictions related to selling or transferring this stock. These shares may not be sold or otherwise transferred except (i) for cash subject to the right of first refusal by Sharecare and/or one or more of its shareholders (in each case, at their option), or (ii) with the consent of Sharecare’s shareholders holding at least a majority of Sharecare stock, or (iii) pursuant to certain other exemptions. The following table presents financial results of the TPHS business included in “income from discontinued operations” for the three and nine months ended September 30, 2018 and 2017. Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2018 2017 2018 2017 Revenues $ — $ — $ — $ — Cost of services — 103 30 362 Selling, general & administrative expenses — 137 48 294 Distribution from joint venture — — — 98 Pretax loss on discontinued operations $ — $ (240 ) $ (78 ) $ (558 ) Pretax loss on release of cumulative translation adjustment (1) — — — (3,044 ) Pretax income on sale of TPHS business (2) — 5,226 1,304 4,782 Total pretax income on discontinued operations $ — $ 4,986 $ 1,226 $ 1,180 Income tax expense (benefit) (3) — (1,533 ) 325 (1,445 ) Income from discontinued operations, net of income tax $ — $ 6,519 $ 901 $ 2,625 (1) During the second quarter of 2017, we substantially liquidated foreign entities that were part of our TPHS business, resulting in a release of the cumulative translation adjustment of $3.0 million into loss from discontinued operations. (2) Includes $1.4 million received during the three months ended June 30, 2018 from a release of escrow funds related to the sale of MeYou Health, LLC in June 2016. Also includes increases to the value of the ACER recorded during the three and nine months ended September 30, 2017 due to the resolution of certain contingencies. (3) Income tax benefit for the three months and nine months ended September 30, 2017 includes the effect of a change in the estimate of net U.S. tax incurred on foreign activity classified as discontinued operations.

Share-Based Compensation

Share-Based Compensation	9 Months Ended
	Sep. 30, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Share-Based Compensation	5 . Share-Based Compensation We currently have h e a e d a d oc n e u h ba a a d a e o l e e o o c l 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. For the three and nine months ended September 30, 2018, we recognized share-based compensation costs of $1.7 million and $4.9 million, respectively. For the three and nine months ended September 30, 2017, we recognized share-based compensation costs of $1.7 million and $5.0 million, respectively. We account for forfeitures as they occur. A summary of our stock options as of September 30, 2018 and the changes during the nine months ended September 30, 2018 is presented below: Options Shares (In thousands) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding at January 1, 2018 507 $ 12.98 Granted 83 38.07 Exercised (122 ) 12.42 Forfeited (1 ) 39.45 Expired — — Outstanding at September 30, 2018 467 $ 17.55 4.6 $ 7,299 Exercisable at September 30, 2018 384 $ 13.15 3.5 $ 7,299 The weighted-average grant-date fair value of options granted during the three months ended September 30, 2018 was $18.65. The follow i o w m e i o c a a activit durin th nine months ended September 30, 2018: Restricted Stock Units Shares (In thousands) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2018 572 $ 17.60 Granted 73 38.20 Vested (241 ) 18.13 Forfeited (23 ) 24.06 Nonvested at September 30, 2018 381 $ 20.85 The follow i o w m a wel a activit durin th nine months ended September 30, 2018: Market Stock Units Shares (In thousands) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2018 373 $ 9.01 Granted — — Vested (6 ) 6.48 Forfeited (29 ) 17.44 Nonvested at September 30, 2018 338 $ 8.32

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2018
Income Tax Disclosure [Abstract]
Income Taxes	6. Incom Taxes For the three and nine months ended September 30, 2018, we had an effective income tax rate from continuing operations of 26.3% and 25.6%, respectively. For the three and nine months ended September 30, 2017, we had of 34.3% and 35.8%, respectively. The lower effective income tax rate in 2018 is primarily a result of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). At September 30, 2018, we had approximately $16.9 million of federal loss carryforwards, approximately $72.2 million of state loss carryforwards, and approximately $4.7 million of foreign tax credits. We file income tax returns in the U.S. Federal jurisdiction and in various state and foreign

Debt

Debt	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
Debt	7. De b The C o an o i n (In thousands) September 30, 2018 December 31, 2017 Cash Convertible Notes, net of unamortized discount $ — $ 145,861 Delayed draw term loan 45,000 — Revolving credit facility 6,975 — Capital lease obligations and other 209 549 52,184 146,410 Less: deferred loan costs — (451 ) 52,184 145,959 Less: current portion (52 ) (145,959 ) $ 52,132 $ — Credit Facility On April 21, 2017, we entered into a new Revolving Credit and Term Loan Agreement (the “ Credit We used the proceeds of the term loan A and cash on hand to repay all of the outstanding indebtedness under the Prior Credit Agreement and to pay transaction costs and expenses. Proceeds of revolving loans and delayed draw term loans may be used to repay outstanding indebtedness (including amounts payable upon or with respect to any conversion of the Cash Convertible Notes discussed below and the repayment of any revolving loans borrowed for such purposes), to finance working capital needs, to finance acquisitions, to finance the repurchase of our common stock, to finance capital expenditures and for other general corporate purposes of the Company and its subsidiaries. As further detailed below under “1.50% Cash Convertible Senior Notes Due 2018”, on July 2, 2018, we borrowed $100.0 million under the delayed draw term loan, which was used to repay the principal amount of the Cash Convertible Notes. No additional amounts may be borrowed under the delayed draw term after July 2, 2018. We are required to repay any outstanding revolving loans in full on April The term loan A was repaid in full during 2017 and may not be re-borrowed. Borrowings under the Credit Agreement generally bear interest at variable rates based on a margin or spread in excess of either (1) one-month, two-month, three-month or six-month LIBOR (or with the approval of affected lenders, 12-month LIBOR), which may not be less than zero, 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 1.50% and 2.75%, and the Base Rate margin varies between 0.50% and 1.75%, depending on our net leverage ratio. The Credit Agreement also provides for annual commitment fees ranging between 0.20% and 0.50% of the unused commitments under the revolving credit facility and the delayed draw term loan facility and annual letter of credit fees on the daily outstanding availability under outstanding letters of credit at the applicable LIBOR margin. Extensions of credit under the Credit Agreement are secured by guarantees from all of the Company’s active material domestic subsidiaries and by security interests in substantially all of the Company’s and such subsidiaries’ assets. The Credit Agreement contains financial covenants that require us to maintain, as defined, (1) specified maximum ratios or levels of funded debt to EBITDA and (2) a specified minimum ratio or level of fixed charge coverage. The Credit Agreement also contains various other affirmative and negative covenants that are typical for financings of this type. Among other things, they limit repurchases of our common stock and the amount of dividends that we can pay to holders of our common stock. 1.50% Cash Convertible Senior Notes Due 2018 On July 16, 2013, we completed the issuance The cash conversion feature of the Cash Convertible Notes was a derivative liability (the “Cash Conversion Derivative”) that required bifurcation from the Cash Convertible Notes in accordance with FASB ASC Topic 815, “Derivatives and Hedging” (“ASC Topic 815”), and was carried at fair value. The fair value of the Cash Conversion Derivative at the time of issuance of the Cash Convertible Notes was recorded as a debt discount for purposes of accounting for the debt component of the Cash Convertible Notes. The debt discount was amortized over the term of the Cash Convertible Notes using the effective interest method. For the three and nine months ended September 30, 2018, we recorded $0 and $4.1 million, respectively, of interest expense related to the amortization of the debt discount based upon an effective interest rate of 5.7%. For the three and nine months ended September 30, 2017, we recorded $2.0 million and $5.9 million, respectively, of interest expense related to the amortization of the debt discount based upon an effective interest rate of 5.7%. We also recognized interest expense of $0 and $1.1 million for the three and nine months ended September 30, 2018, respectively, and interest expense of $0.6 million and $1.7 million for the three and nine months ended September 30, 2017, respectively, related to the contractual interest rate of 1.50% per year. 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 were cash-settled and were intended to reduce our exposure to potential cash payments that we would be required to make if holders elected to convert the Cash Convertible Notes at a time when our stock price exceeded the conversion price. The Cash Convertible Notes Hedges were recorded as a derivative asset under ASC Topic 815 and were carried at fair value. See Note 9 for additional information regarding the Cash Convertible Notes Hedges and the Cash Conversion Derivative and their fair values. On July 2, 2018, we repaid the $150.0 million aggregate principal amount of the Cash Convertible Notes using a combination of available cash and proceeds from borrowings under the delayed draw term loan facility of $100.0 million. In addition, on July 2, 2018 we settled the Cash Conversion Derivative of $141.2 million, which was fully funded by payments made by the counterparties for the settlement of the Cash Convertible Notes Hedges. In July 2013, we also sold separate privately negotiated warrants (the “Warrants”) initially relating, in the aggregate, to approximately 7.7 million shares of our common stock underlying the Cash Convertible Notes Hedges. The Warrants have an initial strike price of approximately $25.95 per share. Beginning on October 1, 2018, the Warrants are subject to automatic exercise on a pro rata basis each trading day continuing for a period of 160 trading days (i.e., approximately 48,000 warrants are subject to automatic exercise on each trading day). The Warrants are net share settled by our issuing a number of shares of our common stock per Warrant with a value 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, the Warrants have been accounted for as an adjustment to our additional paid-in-capital. When the market price per share of our common stock exceeds the strike price of the Warrants, the Warrants 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. See Note 11 for additional information on such dilutive effect.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2018
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	8. Commitment an Contingencies On November 6, 2017, United Healthcare issued a press release announcing expansion of its fitness benefits (“United Press Release”), and the market price of the Company's shares of common stock dropped on that same day. In connection with the United Press Release, three lawsuits have been filed against the Company as described below. We are currently not able to predict the probable outcome of these matters or to reasonably estimate a range of potential losses, if any. We intend to vigorously defend ourselves against all three complaints. Weiner, Denham, and Allen Lawsuits On November 20, 2017, Eric Weiner, claiming to be a stockholder of the Company, filed a complaint on behalf of stockholders who purchased the Company's common stock between February 24, 2017 and November 3, 2017 (“Weiner Lawsuit”). The Weiner Lawsuit was filed as a class action in the U.S. District Court for the Middle District of Tennessee, naming as defendants the Company, the Company's chief executive officer, chief financial officer and a former executive who served as both chief accounting officer and interim chief financial officer. The complaint alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated under the Exchange Act in making false and misleading statements and omissions related to the United Press Release. The complaint seeks monetary damages on behalf of the purported class. On April 3, 2018, the Court entered an order appointing the Oklahoma Firefighters Pension and Retirement System as lead plaintiff, designated counsel for the lead plaintiff, and established certain deadlines for the case. On June 4, 2018, Plaintiff filed a first amended complaint. On August 3, 2018, the Company filed a motion to dismiss the first amended complaint and a memorandum in support of motion to dismiss seeking dismissal on grounds that the first amended complaint fails to plead any actionable statement or omission and fails to allege facts sufficient to give rise to a strong inference of scienter (the “Motion to Dismiss”). On January 26, 2018, Charles Denham, claiming to be a stockholder of the Company, filed a purported shareholder derivative action, on behalf of the Company, in the U.S. District Court for the Middle District of Tennessee, naming the Company as a nominal defendant and the Company's chief executive officer, chief financial officer, a former executive who served as both chief accounting officer and interim chief financial officer, current directors and a former director of the Company, as defendants (“Denham Lawsuit”). The complaint asserts claims for breach of fiduciary duty, waste, and unjust enrichment, largely tracking allegations in the Weiner Lawsuit. The complaint further alleges that certain defendants engaged in insider trading. The plaintiff seeks monetary damages on behalf of the Company, certain corporate governance and internal procedural reforms, and other equitable relief. On August 24, 2018, Andrew H. Allen, claiming to be a stockholder of the Company, filed a purported shareholder derivative action, on behalf of the Company, in the U.S. District Court for the Middle District of Tennessee, naming the Company as a nominal defendant and the Company’s chief executive officer, chief financial officer, a former executive who served as both chief accounting officer and interim chief financial officer, together with nine current or former directors, as defendants (the “Allen Lawsuit”). The complaint asserts claims for breach of fiduciary duty and violations of the Securities and Exchange Act against all individual defendants, largely tracking allegations in the Weiner Lawsuit and Denham Lawsuit, and breach of fiduciary duty for insider trading against a former executive who served as both chief accounting officer and interim chief financial officer and one of the directors of the Company. The plaintiff seeks to recover damages on behalf of the Company, certain corporate governance and internal procedural reforms, and other equitable relief, including restitution from the two defendants alleged to have engaged in insider trading from all unlawfully obtained profits. On October 15, 2018, the Allen Lawsuit and the Denham Lawsuit were consolidated by stipulation, and the consolidated case was stayed pending entry of an order resolving the Motion to Dismiss filed in the Weiner Lawsuit. Other Additionally, from time to time, we are subject to contractual disputes, claims and legal proceedings that arise 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. We expense legal costs as incurred.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2018
Fair Value Disclosures [Abstract]
Fair Value Measurements	9. Fai Valu Measu r ments 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. Asse t i e i e n i As described in Note 7, the Cash Convertible Notes Hedges and Cash Conversion Derivative were settled upon their maturity on July 2, 2018 and therefore had a value of $0 at September 30, 2018. At December 31, 2017, the fair values of the Cash Convertible Notes Hedges and the Cash Conversion Derivative were measured using Level 3 inputs because these instruments were not actively traded. 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 operations. The follow i e t a ia m u i a i n b a pu t (Leve 3): (In thousands) Balance at December 31, 2017 Purchases of Level 3 Instruments Settlements of Level 3 Instruments Gains (Losses) Included in Earnings Balance at September 30, 2018 Cash Convertible Notes Hedges (Assets) $ 134,079 $ — $ (141,246 ) $ 7,167 $ — Cash Conversion Derivative (Liabilities) (134,079 ) — 141,246 (7,167 ) — The gai n n e lu a n e o h g n n me e o a p i on t i e a i a e Fair Value of Other Financial Instruments The e a n n m a o C a a e y r e o n um e s a o D e i a a b o i u e h A e m u e e e delayed draw a is det e m ine b a s e o th fai val u hierarch a disc u sse a bove The e e o l i a i t m a e i e i an u e n n e l l u e g The estimated fair value and carrying amount of outstanding borrowings under the Credit Agreement at September 30, 2018 were $51.9 million and $52.0 million, respectively.

Derivative Instruments and Hedg

Derivative Instruments and Hedging Activities	9 Months Ended
	Sep. 30, 2018
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Derivative Instruments and Hedging Activities	10. Deri v v n n a n v We used derivative instruments to manage risks related to the Cash Convertible Notes, which matured and were repaid on July 2, 2018. We account for derivatives in accordance with 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. We do not execute transactions or hold derivative financial instruments for trading or other purposes. Der i vat i ve Instru m ents Not D e sig n ated a s H e dgi n g Instru m ents The a o i i e H g no qualif fo hedg accountin treatmen unde U.S GAA an were m easure a fai valu wit gain and e e g e i s hes derivativ instrumen t di no hav materia im p c o our n i t n The Cash i i i s o i e e e e e i were a h e e e p u e a y l e e l e a e o o p e v i p a o g were u d v a i The gains and losses resulting from a change in fair values of the Cash Conversion Derivative and the Cash Convertible Notes Hedges are reported in the consolidated statements of comprehensive income. (In thousands) For the Three Months Ended For the Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Statements of Operations Classification Cash Convertible Notes Hedges: Net unrealized gain $ — $ 5,597 $ 7,167 $ 118,112 Selling, general and administrative expenses Cash Conversion Derivative: Net unrealized loss $ — $ (5,597 ) $ (7,167 ) $ (118,112 ) Selling, general and administrative expenses Financial Instruments The m e i e v m December 31, 2017 w e r a follow s (In thousands) September 30, 2018 December 31, 2017 Assets: Derivatives not designated as hedging instruments: Cash convertible notes hedges $ — $ 134,079 Liabilities: Derivatives not designated as hedging instruments: Cash conversion derivative $ — $ 134,079 See Note 9 for more information on fair value measurements.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 30, 2018
Earnings Per Share [Abstract]
Earnings Per Share	11. Earning Pe Sha r The i e o a u o n i o i d g e o n 2017 (In thousands except per share data) Three September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Numerator: Income from continuing operations - numerator for earnings per share $ 25,357 $ 19,886 $ 69,375 $ 52,607 Income from discontinued operations - numerator for earnings per share — 6,519 901 2,625 Net income - numerator for earnings per share $ 25,357 $ 26,405 $ 70,276 $ 55,232 Denominator: Shares used for basic income per share 40,010 39,443 39,898 39,254 Effect of dilutive stock options and restricted stock units outstanding: Non-qualified stock options 242 464 277 463 Restricted stock units 263 538 333 583 Market stock units 468 535 497 486 Warrants related to Cash Convertible Notes 1,844 2,547 2,229 1,467 Shares used for diluted income per share 42,827 43,527 43,234 42,253 Earnings per share - basic: Continuing operations $ 0.63 $ 0.50 $ 1.74 $ 1.34 Discontinued operations $ — $ 0.17 $ 0.02 $ 0.07 Net income $ 0.63 $ 0.67 $ 1.76 $ 1.41 Earnings per share - diluted: Continuing operations $ 0.59 $ 0.46 $ 1.60 $ 1.25 Discontinued operations $ — $ 0.15 $ 0.02 $ 0.06 Net income $ 0.59 $ 0.61 $ 1.63 $ 1.31 Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive: Non-qualified stock options 81 — 47 5 Restricted stock units 47 10 34 10 (1) Figures may not add due to rounding. Market stock units outstanding are considered contingently issuable shares, and certain of these stock units were excluded from the calculations of diluted earnings per share for all periods presented as the performance criteria had not been met as of the end of the reporting periods.

Accumulated OCI

Accumulated OCI	9 Months Ended
	Sep. 30, 2018
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Accumulated OCI	12. Accumulated OCI There were no changes in accumulated other comprehensive income (loss) (“OCI”) for the nine months ended September 30, 2018. The following tables summarize the changes in accumulated OCI, net of tax, for the nine months ended September 30, 2017: (In thousands) Foreign Currency Translation Adjustments Accumulated OCI, net of tax, as of January 1, 2017 $ (4,502 ) Other comprehensive income before reclassifications, net of tax of $225 1,458 Amounts reclassified from accumulated OCI, net of tax of $0 3,044 Accumulated OCI, net of tax, as of September 30, 2017 $ — T here were no reclassifications out of accumulated OCI for the nine months ended September 30, 2018.

Basis of Presentation (Policies

Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2018
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Basis of Presentation	Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). In our opinion, the accompanying consolidated financial statements of Tivity Health ® We have reclassified certain items in prior periods to conform to current classifications. Our results from continuing operations do not include the results of the total population health services (“TPHS”) business, which we sold to Sharecare, Inc. (“Sharecare”) effective July 31, 2016. Results of operations for the TPHS business have been classified as discontinued operations for all periods presented in the accompanying consolidated financial statements. See Note 4 for further information. We have omitted certain financial information that is normally included in financial statements prepared in accordance with U.S. GAAP but that is not required for interim reporting purposes. You should read the accompanying consolidated financial statements in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2017.
Recent Relevant Accounting Standards	On January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, “ Revenue from Contracts with Customers” (“ASC Topic 606”) using the modified retrospective method, pursuant to which we applied ASC Topic 606 to (i) all new contracts entered into after January 1, 2018 and (ii) contracts that were not completed as of January 1, 2018. In accordance with this approach, our results for periods prior to January 1, 2018 were not revised and continue to be reported in accordance with our historical accounting under ASC Topic 605, “Revenue Recognition.” For contracts that were modified prior to January 1, 2018, we have not retrospectively restated the contract for those modifications in accordance with the contract modification guidance in ASC 606-10-25-12 and ASC 606-10-25-13 but instead, using the practical expedient available under ASC 606-10-65-1(f)(4), have reflected the aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price. The cumulative impact of our adoption of ASC Topic 606 was not material to record as of January 1, 2018, and there was no material impact on our consolidated income statement, balance sheet, or cash flows. For example, we do not have any material contract assets or contract liabilities as defined under ASC Topic 606. In addition, the incremental costs of obtaining a contract with a customer (for example, sales commissions) that would have been recognized as an asset on January 1, 2018 were not material to record. See Note 3 for a further discussion of revenue recognition. On January 1, 2018, we adopted Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows” (Topic 230) (“ASU 2016-15”). ASU 2016-15 addresses how certain cash receipts and cash payments are presented and classified in the statement of cash flows and is to be applied using a retrospective approach. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures and did not result in a reclassification to items in prior periods. On January 1, 2018, we adopted ASU No. 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”), which clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. ASU 2017-09 is to be applied prospectively to awards modified on or after January 1, 2018. The adoption of this standard did not have an impact on our consolidated financial statements and related disclosures. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases” (January 1, 2017 for the Company) In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements”, which amends ASC 842 to allow entities to change the date of initial application to the beginning of the period of adoption (January 1, 2019 for the Company), with no requirement to recast comparative periods. We have elected to apply ASC 842 as of January 1, 2019 and to recognize the cumulative effect of initially applying the standard as an adjustment to beginning retained earnings as of January 1, 2019. We are currently conducting analysis to quantify the adoption impact of the provisions of the new standard and evaluating our current leases. We believe we are following an appropriate timeline to allow for proper recognition, presentation and disclosure upon adoption effective January 1, 2019 In January 2017, the FASB issued ASU No. 2017-04, “Intangibles - Goodwill and Other” (“ASU 2017-04”), which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests in fiscal years beginning after December 15, 2019 and is required to be applied prospectively. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. We do not anticipate that adopting this standard will have an impact on our consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”), which changes the fair value measurement disclosure requirements of ASC 820. ASU 2018-13 is effective for fiscal years beginning on or after December 15, 2019, including interim periods therein, and is generally required to be applied retrospectively, except for certain components that are to be applied prospectively. Early adoption is permitted for any eliminated or modified disclosures. We do not anticipate that adopting this standard will have a material impact on our disclosures.

Discontinued Operations (Tables

Discontinued Operations (Tables)	9 Months Ended
	Sep. 30, 2018
Discontinued Operations And Disposal Groups [Abstract]
Financial Results Included in Income from Discontinued Operations	The following table presents financial results of the TPHS business included in “income from discontinued operations” for the three and nine months ended September 30, 2018 and 2017. Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2018 2017 2018 2017 Revenues $ — $ — $ — $ — Cost of services — 103 30 362 Selling, general & administrative expenses — 137 48 294 Distribution from joint venture — — — 98 Pretax loss on discontinued operations $ — $ (240 ) $ (78 ) $ (558 ) Pretax loss on release of cumulative translation adjustment (1) — — — (3,044 ) Pretax income on sale of TPHS business (2) — 5,226 1,304 4,782 Total pretax income on discontinued operations $ — $ 4,986 $ 1,226 $ 1,180 Income tax expense (benefit) (3) — (1,533 ) 325 (1,445 ) Income from discontinued operations, net of income tax $ — $ 6,519 $ 901 $ 2,625 (1) During the second quarter of 2017, we substantially liquidated foreign entities that were part of our TPHS business, resulting in a release of the cumulative translation adjustment of $3.0 million into loss from discontinued operations. (2) Includes $1.4 million received during the three months ended June 30, 2018 from a release of escrow funds related to the sale of MeYou Health, LLC in June 2016. Also includes increases to the value of the ACER recorded during the three and nine months ended September 30, 2017 due to the resolution of certain contingencies. (3) Income tax benefit for the three months and nine months ended September 30, 2017 includes the effect of a change in the estimate of net U.S. tax incurred on foreign activity classified as discontinued operations.

Share-Based Compensation (Table

Share-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Summary of Stock Options	A summary of our stock options as of September 30, 2018 and the changes during the nine months ended September 30, 2018 is presented below: Options Shares (In thousands) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding at January 1, 2018 507 $ 12.98 Granted 83 38.07 Exercised (122 ) 12.42 Forfeited (1 ) 39.45 Expired — — Outstanding at September 30, 2018 467 $ 17.55 4.6 $ 7,299 Exercisable at September 30, 2018 384 $ 13.15 3.5 $ 7,299
Summary of Nonvested Shares	The follow i o w m e i o c a a activit durin th nine months ended September 30, 2018: Restricted Stock Units Shares (In thousands) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2018 572 $ 17.60 Granted 73 38.20 Vested (241 ) 18.13 Forfeited (23 ) 24.06 Nonvested at September 30, 2018 381 $ 20.85
Summary of Market Stock Units	The follow i o w m a wel a activit durin th nine months ended September 30, 2018: Market Stock Units Shares (In thousands) Weighted- Average Grant Date Fair Value Nonvested at January 1, 2018 373 $ 9.01 Granted — — Vested (6 ) 6.48 Forfeited (29 ) 17.44 Nonvested at September 30, 2018 338 $ 8.32

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
Summary of Debt, Net of Unamortized Deferred Loan Costs	The C o an o i n (In thousands) September 30, 2018 December 31, 2017 Cash Convertible Notes, net of unamortized discount $ — $ 145,861 Delayed draw term loan 45,000 — Revolving credit facility 6,975 — Capital lease obligations and other 209 549 52,184 146,410 Less: deferred loan costs — (451 ) 52,184 145,959 Less: current portion (52 ) (145,959 ) $ 52,132 $ —

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2018
Fair Value Disclosures [Abstract]
Financial Instruments Measured at Fair Value on Recurring Basis Using Unobservable Inputs	The follow i e t a ia m u i a i n b a pu t (Leve 3): (In thousands) Balance at December 31, 2017 Purchases of Level 3 Instruments Settlements of Level 3 Instruments Gains (Losses) Included in Earnings Balance at September 30, 2018 Cash Convertible Notes Hedges (Assets) $ 134,079 $ — $ (141,246 ) $ 7,167 $ — Cash Conversion Derivative (Liabilities) (134,079 ) — 141,246 (7,167 ) —

Derivative Instruments and He_2

Derivative Instruments and Hedging Activities (Tables)	9 Months Ended
	Sep. 30, 2018
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Gains and Losses from Change in Fair Values of Derivatives	The gains and losses resulting from a change in fair values of the Cash Conversion Derivative and the Cash Convertible Notes Hedges are reported in the consolidated statements of comprehensive income. (In thousands) For the Three Months Ended For the Nine Months Ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Statements of Operations Classification Cash Convertible Notes Hedges: Net unrealized gain $ — $ 5,597 $ 7,167 $ 118,112 Selling, general and administrative expenses Cash Conversion Derivative: Net unrealized loss $ — $ (5,597 ) $ (7,167 ) $ (118,112 ) Selling, general and administrative expenses
Estimated Gross Fair Values of Derivative Instruments	The m e i e v m December 31, 2017 w e r a follow s (In thousands) September 30, 2018 December 31, 2017 Assets: Derivatives not designated as hedging instruments: Cash convertible notes hedges $ — $ 134,079 Liabilities: Derivatives not designated as hedging instruments: Cash conversion derivative $ — $ 134,079

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Sep. 30, 2018
Earnings Per Share [Abstract]
Reconciliation of the Numerator and Denominator of Basic and Diluted Earnings Per Share	The i e o a u o n i o i d g e o n 2017 (In thousands except per share data) Three September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Numerator: Income from continuing operations - numerator for earnings per share $ 25,357 $ 19,886 $ 69,375 $ 52,607 Income from discontinued operations - numerator for earnings per share — 6,519 901 2,625 Net income - numerator for earnings per share $ 25,357 $ 26,405 $ 70,276 $ 55,232 Denominator: Shares used for basic income per share 40,010 39,443 39,898 39,254 Effect of dilutive stock options and restricted stock units outstanding: Non-qualified stock options 242 464 277 463 Restricted stock units 263 538 333 583 Market stock units 468 535 497 486 Warrants related to Cash Convertible Notes 1,844 2,547 2,229 1,467 Shares used for diluted income per share 42,827 43,527 43,234 42,253 Earnings per share - basic: Continuing operations $ 0.63 $ 0.50 $ 1.74 $ 1.34 Discontinued operations $ — $ 0.17 $ 0.02 $ 0.07 Net income $ 0.63 $ 0.67 $ 1.76 $ 1.41 Earnings per share - diluted: Continuing operations $ 0.59 $ 0.46 $ 1.60 $ 1.25 Discontinued operations $ — $ 0.15 $ 0.02 $ 0.06 Net income $ 0.59 $ 0.61 $ 1.63 $ 1.31 Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive: Non-qualified stock options 81 — 47 5 Restricted stock units 47 10 34 10 (1) Figures may not add due to rounding.

Accumulated OCI (Tables)

Accumulated OCI (Tables)	9 Months Ended
	Sep. 30, 2018
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Changes in Accumulated OCI, Net of Tax	The following tables summarize the changes in accumulated OCI, net of tax, for the nine months ended September 30, 2017: (In thousands) Foreign Currency Translation Adjustments Accumulated OCI, net of tax, as of January 1, 2017 $ (4,502 ) Other comprehensive income before reclassifications, net of tax of $225 1,458 Amounts reclassified from accumulated OCI, net of tax of $0 3,044 Accumulated OCI, net of tax, as of September 30, 2017 $ —

Revenue Recognition - Additiona

Revenue Recognition - Additional Information (Details) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2018USD ($)ProgramObligation
Disaggregation Of Revenue [Line Items]
Number of programs for revenue recognition | Program		3
Number of performance obligations | Obligation		1
Revenue recognized from performance obligations satisfied in prior period | $		$ 0
Period of billing in arrears once timing of services to customers is known		1 month
Number of days for customer to make payment after being invoiced		30 days
Sales Revenue, Net | Product Concentration Risk | SilverSneakers Program
Disaggregation Of Revenue [Line Items]
Percentage of consolidated revenue	81.00%	81.00%
Sales Revenue, Net | Product Concentration Risk | Prime Fitness Program
Disaggregation Of Revenue [Line Items]
Percentage of consolidated revenue	16.00%	16.00%
Sales Revenue, Net | Product Concentration Risk | WholeHealth Living Program
Disaggregation Of Revenue [Line Items]
Percentage of consolidated revenue	3.00%	3.00%

Discontinued Operations - Addit

Discontinued Operations - Additional Information (Details) - Sharecare - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	9 Months Ended
	Oct. 31, 2018	Sep. 30, 2018	Dec. 31, 2017	Jul. 31, 2016
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Adjustable convertible equity right, face amount		$ 39,800	$ 39,800	$ 30,000
Payments of claims for indemnification		0
Adjustable Convertible Equity Right
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Stock issued during period conversion of convertible securities, conversion price (in dollars per share)				$ 249.87
Carrying value of adjustable convertible equity right		$ 10,800	$ 10,800
Adjustable Convertible Equity Right | Subsequent Event
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Stock obtained during period conversion of convertible securities	159,309

Discontinued Operations - Finan

Discontinued Operations - Financial Results Included in Income from Discontinued Operations (Details) - USD ($) $ in Thousands		3 Months Ended					9 Months Ended
		Sep. 30, 2018		Sep. 30, 2017		Jun. 30, 2017	Sep. 30, 2018		Sep. 30, 2017
Financial results included in losses from discontinued operations [Abstract]
Pretax loss on release of cumulative translation adjustment									$ (3,044)
Income from discontinued operations, net of income tax				$ 6,519			$ 901		2,625
TPHS Business | Discontinued Operations, Disposed of by Sale
Financial results included in losses from discontinued operations [Abstract]
Revenues		$ 0		0			0		0
Cost of services		0		103			30		362
Selling, general & administrative expenses		0		137			48		294
Distribution from joint venture		0		0			0		98
Pretax loss on discontinued operations		0		(240)			(78)		(558)
Pretax loss on release of cumulative translation adjustment		0	[1]	0	[1]	$ (3,000)	0	[1]	(3,044)	[1]
Pretax income on sale of TPHS business	[2]	0		5,226			1,304		4,782
Total pretax income on discontinued operations		0		4,986			1,226		1,180
Income tax expense (benefit)	[3]	0		(1,533)			325		(1,445)
Income from discontinued operations, net of income tax		$ 0		$ 6,519			$ 901		$ 2,625
[1]	During the second quarter of 2017, we substantially liquidated foreign entities that were part of our TPHS business, resulting in a release of the cumulative translation adjustment of $3.0 million into loss from discontinued operations.
[2]	Includes $1.4 million received during the three months ended June 30, 2018 from a release of escrow funds related to the sale of MeYou Health, LLC in June 2016. Also includes increases to the value of the ACER recorded during the three and nine months ended September 30, 2017 due to the resolution of certain contingencies.
[3]	Income tax benefit for the three months and nine months ended September 30, 2017 includes the effect of a change in the estimate of net U.S. tax incurred on foreign activity classified as discontinued operations.

Discontinued Operations - Fin_2

Discontinued Operations - Financial Results Included in Losses from Discontinued Operations (Parenthetical) (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2018	[1]	Jun. 30, 2018	Sep. 30, 2017	[1]	Jun. 30, 2017	Sep. 30, 2018		Sep. 30, 2017
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss on release of cumulative translation adjustment									$ 3,044
Proceeds from release of escrow funds related to sale of MeYou Health			$ 1,400				$ 1,416
TPHS Business | Discontinued Operations, Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss on release of cumulative translation adjustment	$ 0			$ 0		$ 3,000	$ 0	[1]	$ 3,044	[1]
[1]	During the second quarter of 2017, we substantially liquidated foreign entities that were part of our TPHS business, resulting in a release of the cumulative translation adjustment of $3.0 million into loss from discontinued operations.

Share-Based Compensation - Addi

Share-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2018USD ($)$ / shares	Sep. 30, 2017USD ($)	Sep. 30, 2018USD ($)Type	Sep. 30, 2017USD ($)
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Types of share based awards | Type			3
Share-based compensation costs | $	$ 1.7	$ 1.7	$ 4.9	$ 5
Weighted-average grant-date fair value of options granted | $ / shares	$ 18.65

Share-Based Compensation - Summ

Share-Based Compensation - Summary of Stock Options (Details) $ / shares in Units, shares in Thousands, $ in Thousands	9 Months Ended
	Sep. 30, 2018USD ($)$ / sharesshares
Shares [Roll Forward]
Outstanding, beginning of period (in shares) | shares	507
Granted (in shares) | shares	83
Exercised (in shares) | shares	(122)
Forfeited (in shares) | shares	(1)
Outstanding, end of period (in shares) | shares	467
Exercisable, end of period (in shares) | shares	384
Weighted-Average Exercise Price [Roll Forward]
Outstanding, beginning of period (in dollars per share) | $ / shares	$ 12.98
Granted (in dollars per share) | $ / shares	38.07
Exercised (in dollars per share) | $ / shares	12.42
Forfeited (in dollars per share) | $ / shares	39.45
Outstanding, end of period (in dollars per share) | $ / shares	17.55
Exercisable, end of period (in dollars per share) | $ / shares	$ 13.15
Weighted-Average Remaining Contractual Term [Abstract]
Outstanding	4 years 7 months 6 days
Exercisable	3 years 6 months
Aggregate Intrinsic Value [Abstract]
Outstanding, end of period | $	$ 7,299
Exercisable, end of period | $	$ 7,299

Share-Based Compensation - Su_2

Share-Based Compensation - Summary of Nonvested Shares (Details) - Restricted Stock Units (RSUs) shares in Thousands	9 Months Ended
	Sep. 30, 2018$ / sharesshares
Shares [Roll Forward]
Nonvested, beginning of period (in shares) | shares	572
Granted (in shares) | shares	73
Vested (in shares) | shares	(241)
Forfeited (in shares) | shares	(23)
Nonvested, end of period (in shares) | shares	381
Weighted-Average Grant Date Fair Value [Roll Forward]
Nonvested, beginning of period (in dollars per share) | $ / shares	$ 17.60
Granted (in dollars per share) | $ / shares	38.20
Vested (in dollars per share) | $ / shares	18.13
Forfeited (in dollars per share) | $ / shares	24.06
Nonvested, end of period (in dollars per share) | $ / shares	$ 20.85

Share-Based Compensation - Su_3

Share-Based Compensation - Summary of Market Stock Units (Details) - Market Stock Units shares in Thousands	9 Months Ended
	Sep. 30, 2018$ / sharesshares
Shares [Roll Forward]
Nonvested, beginning of period (in shares) | shares	373
Vested (in shares) | shares	(6)
Forfeited (in shares) | shares	(29)
Nonvested, end of period (in shares) | shares	338
Weighted-Average Grant Date Fair Value [Roll Forward]
Nonvested, beginning of period (in dollars per share) | $ / shares	$ 9.01
Vested (in dollars per share) | $ / shares	6.48
Forfeited (in dollars per share) | $ / shares	17.44
Nonvested, end of period (in dollars per share) | $ / shares	$ 8.32

Income Taxes- Additional Inform

Income Taxes- Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Operating Loss Carryforwards [Line Items]
Effective tax rate	26.30%	34.30%	25.60%	35.80%
Federal
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 16.9		$ 16.9
State
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	72.2		72.2
Foreign
Operating Loss Carryforwards [Line Items]
Tax credits	$ 4.7		$ 4.7

Debt - Summary of Debt, Net of

Debt - Summary of Debt, Net of Unamortized Deferred Loan Costs (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Debt, net of unamortized discount	$ 52,184	$ 146,410
Less: deferred loan costs		(451)
Total debt	52,184	145,959
Less: current portion	(52)	(145,959)
Long-term debt	52,132
Delayed Draw Term Loan
Debt Instrument [Line Items]
Debt, net of unamortized discount	45,000
Revolving Credit Facility
Debt Instrument [Line Items]
Debt, net of unamortized discount	6,975
Cash Convertible Notes, Net of Unamortized Discount
Debt Instrument [Line Items]
Debt, net of unamortized discount		145,861
Capital Lease Obligations and Other
Debt Instrument [Line Items]
Debt, net of unamortized discount	$ 209	$ 549

Debt - Credit Facility - Additi

Debt - Credit Facility - Additional Information (Details) - USD ($)	Apr. 21, 2017	Sep. 30, 2018	Sep. 30, 2018	Sep. 30, 2017	Jul. 02, 2018	Dec. 31, 2017	Jul. 16, 2013
Line of Credit Facility [Line Items]
Long term debt outstanding		$ 52,184,000	$ 52,184,000			$ 145,959,000
Payments of long-term debt			$ 271,923,000	$ 400,945,000
1.50% Cash Convertible Senior Notes Due 2018
Line of Credit Facility [Line Items]
Debt instrument, face amount							$ 150,000,000
Maturity date			Jul. 2, 2018
Revolving Credit Facility
Line of Credit Facility [Line Items]
Total availability under the revolving credit facility		86,900,000	$ 86,900,000
Credit Agreement
Line of Credit Facility [Line Items]
Initiation date			Apr. 21, 2017
Maturity date			Apr. 21, 2022
Credit Agreement | Minimum
Line of Credit Facility [Line Items]
Unused commitment fee percentage	0.20%
Credit Agreement | Maximum
Line of Credit Facility [Line Items]
Unused commitment fee percentage	0.50%
Credit Agreement | LIBOR | Minimum
Line of Credit Facility [Line Items]
Variable rate basis	0.00%
Margin rate	1.50%
Credit Agreement | LIBOR | Maximum
Line of Credit Facility [Line Items]
Margin rate	2.75%
Credit Agreement | Federal Funds Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate	0.50%
Credit Agreement | One-Month LIBOR
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.00%
Credit Agreement | Base Rate | Minimum
Line of Credit Facility [Line Items]
Margin rate	0.50%
Credit Agreement | Base Rate | Maximum
Line of Credit Facility [Line Items]
Margin rate	1.75%
Credit Agreement | Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 100,000,000
Credit Agreement | Swingline Sub Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	25,000,000
Credit Agreement | Letters of Credit Sub Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	75,000,000
Credit Agreement | Term Loan Facility A
Line of Credit Facility [Line Items]
Debt instrument, face amount	70,000,000
Credit Agreement | Delayed Draw Term Loan Facility
Line of Credit Facility [Line Items]
Debt instrument, face amount	$ 150,000,000
Payments of long-term debt		$ 55,000,000
Credit Agreement | Delayed Draw Term Loan Facility | First 6 Quarters Following the Time of Borrowing
Line of Credit Facility [Line Items]
Periodic principal payment as percentage of aggregate principal amount	1.25%
Credit Agreement | Delayed Draw Term Loan Facility | Remaining Quarters Prior to Maturity
Line of Credit Facility [Line Items]
Periodic principal payment as percentage of aggregate principal amount	1.875%
Credit Agreement | Delayed Draw Term Loan Facility | 1.50% Cash Convertible Senior Notes Due 2018
Line of Credit Facility [Line Items]
Long term debt outstanding					$ 100,000,000
Credit Agreement | Uncommitted Incremental Accordion Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 100,000,000

Debt - Cash Convertible Notes -

Debt - Cash Convertible Notes - Additional Information (Details) - USD ($)	Oct. 01, 2018	Jul. 02, 2018	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Jul. 31, 2013	Jul. 16, 2013
Debt Instrument [Line Items]
Interest expense related to amortization of debt discount					$ 4,140,000	$ 5,941,000
Common Stock | Cash Convertible Notes Hedges | Warrants
Debt Instrument [Line Items]
Shares issued upon conversion of debt							7,700,000
Subsequent Event
Debt Instrument [Line Items]
Number of trading days, warrants automatically exercised on a pro rata basis	160 days
Number of warrants are automatically exercised on each trading day	48,000
Delayed Draw Term Loan Facility
Debt Instrument [Line Items]
Proceeds from borrowings		$ 100,000,000
1.50% Cash Convertible Senior Notes Due 2018
Debt Instrument [Line Items]
Aggregate principal of convertible notes								$ 150,000,000
Interest rate for notes								1.50%
Maturity date					Jul. 2, 2018
Interest expense related to amortization of debt discount			$ 0	$ 2,000,000	$ 4,100,000	5,900,000
Effective interest rate								5.70%
Interest expense			$ 0	$ 600,000	$ 1,100,000	$ 1,700,000
Repayments of debt		150,000,000
Warrants strike price (in dollars per share)							$ 25.95
Cash Conversion Derivative
Debt Instrument [Line Items]
Repayments of debt		$ 141,200,000

Commitments and Contingencies -

Commitments and Contingencies - (Details)	Nov. 06, 2017Lawsuit
Commitments And Contingencies Disclosure [Abstract]
Number of lawsuits filed	3

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details)	Sep. 30, 2018USD ($)
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 1,600,000
Cash Convertible Notes Hedges and Cash Conversion Derivative
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets and liabilities measured at fair value on a recurring basis	0
Credit Agreement
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument fair value	51,900,000
Debt instrument carrying amount	$ 52,000,000

Fair Value Measurements - Finan

Fair Value Measurements - Financial Instruments Measured at Fair Value on Recurring Basis Using Unobservable Inputs (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2018USD ($)
Cash Convertible Notes Hedges (Assets)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Balance at beginning of period	$ 134,079
Settlements of Level 3 Instruments	(141,246)
Gains (Losses) Included in Earnings	7,167
Cash Conversion Derivative (Liabilities)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Balance at beginning of period	(134,079)
Settlements of Level 3 Instruments	141,246
Gains (Losses) Included in Earnings	$ (7,167)

Derivative Instruments and He_3

Derivative Instruments and Hedging Activities - Gains and Losses from Change in Fair Values of Derivatives (Details) - Selling, General and Administrative Expenses - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Cash Convertible Notes Hedges
Net unrealized gain (loss) on derivative instruments not designated as hedging instruments [Abstract]
Net unrealized gain (loss)	$ 5,597	$ 7,167	$ 118,112
Cash Conversion Derivative
Net unrealized gain (loss) on derivative instruments not designated as hedging instruments [Abstract]
Net unrealized gain (loss)	$ (5,597)	$ (7,167)	$ (118,112)

Derivative Instruments and He_4

Derivative Instruments and Hedging Activities - Estimated Gross Fair Values of Derivative Instruments (Details) - Derivatives Not Designated as Hedging Instruments $ in Thousands	Dec. 31, 2017USD ($)
Cash Convertible Notes Hedges
Assets:
Derivative assets	$ 134,079
Cash Conversion Derivative
Liabilities:
Derivative liabilities	$ 134,079

Earnings Per Share - Reconcilia

Earnings Per Share - Reconciliation of the Numerator and Denominator of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Numerator [Abstract]
Income from continuing operations	$ 25,357	$ 19,886	$ 69,375	$ 52,607
Income from discontinued operations - numerator for earnings per share		6,519	901	2,625
Net income	$ 25,357	$ 26,405	$ 70,276	$ 55,232
Denominator [Abstract]
Shares used for basic income per share	40,010	39,443	39,898	39,254
Effect of dilutive stock options and restricted stock units outstanding [Abstract]
Shares used for diluted income per share	42,827	43,527	43,234	42,253
Continuing operations (in dollars per share)	$ 0.63	$ 0.50	$ 1.74	$ 1.34
Discontinued operations (in dollars per share)		0.17	0.02	0.07
Net income	0.63	0.67	1.76	1.41
Earnings per share - diluted [Abstract]
Continuing operations (in dollars per share)	0.59	0.46	1.60	1.25
Discontinued operations (in dollars per share)		0.15	0.02	0.06
Net income (in dollars per share)	$ 0.59	$ 0.61	$ 1.63	$ 1.31
Non-Qualified Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings (loss) per share because their effect is anti-dilutive (in shares)	81		47	5
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings (loss) per share because their effect is anti-dilutive (in shares)	47	10	34	10
Non-Qualified Stock Options
Effect of dilutive stock options and restricted stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	242	464	277	463
Restricted Stock Units
Effect of dilutive stock options and restricted stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	263	538	333	583
Market Stock Units
Effect of dilutive stock options and restricted stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	468	535	497	486
Warrants Related to Cash Convertible Notes
Effect of dilutive stock options and restricted stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	1,844	2,547	2,229	1,467

Accumulated OCI - Changes in Ac

Accumulated OCI - Changes in Accumulated OCI, Net of Tax (Details) - Foreign Currency Translation Adjustments $ in Thousands	9 Months Ended
	Sep. 30, 2017USD ($)
Accumulated Other Comprehensive Income Loss [Line Items]
Balance	$ (4,502)
Other comprehensive income before reclassifications, net of tax	1,458
Amounts reclassified from accumulated OCI, net of tax	$ 3,044

Accumulated OCI - Changes in _2

Accumulated OCI - Changes in Accumulated OCI, Net of Tax (Parenthetical) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Accumulated Other Comprehensive Income Loss [Line Items]
Amounts reclassified from accumulated OCI, tax	$ 0
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income Loss [Line Items]
Other comprehensive income before reclassifications, tax		$ 225
Amounts reclassified from accumulated OCI, tax		$ 0

Accumulated OCI - Additional In

Accumulated OCI - Additional Information (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2018USD ($)
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Amounts reclassified from accumulated OCI, tax	$ 0