Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2015 | Jul. 21, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | QUALITY SYSTEMS, INC | |
Entity Central Index Key | 708,818 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 60,317,162 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 104,859 | $ 118,993 |
Restricted cash and cash equivalents | 3,765 | 2,419 |
Marketable securities | 11,938 | 11,592 |
Accounts receivable, net | 99,974 | 107,669 |
Inventories | 647 | 622 |
Income taxes receivable | 2,662 | 3,147 |
Deferred income taxes, net | 24,078 | 24,080 |
Other current assets | 11,357 | 11,535 |
Total current assets | 259,280 | 280,057 |
Equipment and improvements, net | 22,055 | 20,807 |
Capitalized software costs, net | 41,593 | 40,397 |
Intangibles, net | 25,889 | 27,689 |
Goodwill | 73,571 | 73,571 |
Other assets | 18,501 | 18,000 |
Total assets | 440,889 | 460,521 |
Current liabilities: | ||
Accounts payable | 11,095 | 10,018 |
Deferred revenue | 61,863 | 66,343 |
Accrued compensation and related benefits | 15,645 | 24,051 |
Income taxes payable | 2,686 | 10,048 |
Dividends payable | 10,703 | 10,700 |
Other current liabilities | 37,026 | 33,924 |
Total current liabilities | 139,018 | 155,084 |
Deferred revenue, net of current | 1,272 | 1,349 |
Deferred compensation | 6,385 | 5,750 |
Other noncurrent liabilities | 14,260 | 14,798 |
Total liabilities | $ 160,935 | $ 176,981 |
Commitments and contingencies (Note 12) | ||
Shareholders’ equity: | ||
$0.01 par value; authorized 100,000 shares; issued and outstanding 60,317 and 60,303 shares at June 30, 2015 and March 31, 2015, respectively | $ 603 | $ 603 |
Additional paid-in capital | 199,481 | 198,650 |
Accumulated other comprehensive loss | (268) | (192) |
Retained earnings | 80,138 | 84,479 |
Total shareholders’ equity | 279,954 | 283,540 |
Total liabilities and shareholders’ equity | $ 440,889 | $ 460,521 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, shares issued | 60,317 | 60,303 |
Common stock, shares outstanding | 60,317 | 60,303 |
Consolidated Statements of Inco
Consolidated Statements of Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||
Software license and hardware | $ 16,189 | $ 19,761 |
Software related subscription services | 12,246 | 9,715 |
Total software, hardware and related | 28,435 | 29,476 |
Support and maintenance | 43,713 | 40,805 |
Revenue cycle management and related services | 20,243 | 16,693 |
Electronic data interchange and data services | 20,189 | 18,319 |
Professional services | 9,584 | 12,601 |
Total revenues | 122,164 | 117,894 |
Cost of revenue: | ||
Software license and hardware | 7,041 | 7,556 |
Software related subscription services | 5,958 | 4,451 |
Total software, hardware and related | 12,999 | 12,007 |
Support and maintenance | 7,943 | 6,914 |
Revenue cycle management and related services | 14,512 | 12,706 |
Electronic data interchange and data services | 12,326 | 11,999 |
Professional services | 8,197 | 12,564 |
Total cost of revenue | 55,977 | 56,190 |
Gross profit | 66,187 | 61,704 |
Operating expenses: | ||
Selling, general and administrative | 39,171 | 36,730 |
Research and development costs | 17,085 | 16,236 |
Amortization of acquired intangible assets | 897 | 983 |
Total operating expenses | 57,153 | 53,949 |
Income from operations | 9,034 | 7,755 |
Interest income, net | 302 | 54 |
Other income (expense), net | (50) | 9 |
Income before provision for income taxes | 9,286 | 7,818 |
Provision for income taxes | 2,924 | 2,655 |
Net income | 6,362 | 5,163 |
Foreign currency translation (net of tax) | (72) | (8) |
Unrealized loss on marketable securities (net of tax) | (4) | (8) |
Comprehensive income | $ 6,286 | $ 5,147 |
Net income per share: | ||
Basic (in usd per share) | $ 0.11 | $ 0.09 |
Diluted (in usd per share) | $ 0.10 | $ 0.08 |
Weighted-average shares outstanding: | ||
Basic (in usd per share) | 60,312 | 60,230 |
Diluted (in usd per share) | 61,064 | 60,770 |
Dividends declared per common share | $ 0.175 | $ 0.175 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 6,362 | $ 5,163 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 2,279 | 2,136 |
Amortization of capitalized software costs | 2,439 | 3,602 |
Amortization of other intangibles | 1,800 | 1,841 |
Loss on disposal of equipment and improvements | 0 | 12 |
Provision for bad debts | 575 | (1,136) |
Provision for inventory obsolescence | 57 | 9 |
Share-based compensation | 684 | 790 |
Deferred income taxes | 81 | 16 |
Change in fair value of contingent consideration | 403 | 604 |
Changes in assets and liabilities, net of amounts acquired: | ||
Accounts receivable | 7,120 | 3,172 |
Inventories | (82) | 70 |
Accounts payable | 887 | 955 |
Deferred revenue | (4,557) | (571) |
Accrued compensation and related benefits | (8,406) | (2,059) |
Income taxes | (7,140) | 2,189 |
Deferred compensation | 635 | 373 |
Other assets and liabilities | 570 | 1,399 |
Net cash provided by operating activities | 3,707 | 18,565 |
Cash flows from investing activities: | ||
Additions to capitalized software costs | (3,635) | (2,902) |
Additions to equipment and improvements | (3,337) | (2,255) |
Proceeds from sales and maturities of marketable securities | 1,120 | 1,936 |
Purchases of marketable securities | (1,514) | 0 |
Net cash used in investing activities | (7,366) | (3,221) |
Cash flows from financing activities: | ||
Proceeds from issuance of shares under employee plans | 225 | (54) |
Dividends paid | (10,700) | (10,687) |
Net cash used in financing activities | (10,475) | (10,741) |
Net (decrease) increase in cash and cash equivalents | (14,134) | 4,603 |
Cash and cash equivalents at beginning of period | 118,993 | 103,145 |
Cash and cash equivalents at end of period | 104,859 | 107,748 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for income taxes, net of refunds | 9,661 | 212 |
Dividends | 10,703 | $ 10,691 |
Unpaid additions to equipment and improvements | $ 190 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation. The consolidated financial statements include the accounts of Quality Systems, Inc. and its wholly-owned subsidiaries, which consist of NextGen Healthcare Information Systems, LLC (“NextGen”), NextGen RCM Services, LLC, QSI Management, LLC, Quality Systems India Healthcare Private Limited (“QSIH”), ViaTrack Systems, LLC (“ViaTrack”), Matrix Management Solutions, LLC, Mirth LLC and Mirth Limited (“Mirth”), and Gennius, Inc. ("Gennius") (collectively, the “Company”). Each of the terms “we,” “us,” or “our” as used herein refers collectively to the Company, unless otherwise stated. All intercompany accounts and transactions have been eliminated. Basis of Presentation. The accompanying unaudited consolidated financial statements as of June 30, 2015 and for the three months ended June 30, 2015 and 2014 have been prepared in accordance with the requirements of Quarterly Report on Form 10-Q and Article 10 of the Securities and Exchange Commission Regulation S-X and therefore do not include all information and notes which would be presented were such consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These consolidated financial statements should be read in conjunction with the audited consolidated financial statements presented in our Annual Report on Form 10-K for the fiscal year ended March 31, 2015 . In the opinion of management, the accompanying consolidated financial statements reflect all adjustments which are necessary for a fair statement of the results of operations and cash flows for the periods presented. The results of operations for such interim periods are not necessarily indicative of results of operations to be expected for the full year. Beginning in the first quarter of fiscal 2016, we began to present certain components of revenue within the consolidated statements of comprehensive income in a format that is intended to group like-kind products and services and disaggregate the other services category of revenue, which has continued to comprise a larger percentage of total revenue. More specifically, the primary changes to the presentation of revenue include: • Revenue from software-as-a-service (SaaS), hosting services, and other software related subscriptions are now aggregated into a new software related subscription services category of revenue. Previously, revenue from software related subscriptions services was reported within the other services category of revenue. • Revenue from annual software licenses that was also previously reported within the other services category of revenue is now reported within the software license and hardware category of revenue. • Revenue from all other services, including implementation, training, and consulting, are now aggregated into a single professional services category of revenue that excludes software related subscription services and annual software licenses, as noted above. Each of the corresponding components of cost of revenue has also been revised in a manner that is consistent with the new presentation of revenue described above. For informational and comparability purposes, we have recast our previously reported consolidated statements of comprehensive income to provide historical information on a basis consistent with the new reporting format of revenue and cost of revenue. The reclassification of revenue and cost of revenue within the consolidated statements of comprehensive income has no impact on previously reported net income or earnings per share and no impact on the previously reported consolidated balance sheets, statements of stockholders' equity, and statements of cash flow. References to amounts in the consolidated financial statement sections are in thousands, except shares and per share data, unless otherwise specified. Significant Accounting Policies . There have been no material changes to the significant accounting policies from those disclosed in our Annual Report on Form 10-K for the fiscal year ended March 31, 2015 . Share-Based Compensation. The following table shows total share-based compensation expense included in the consolidated statements of comprehensive income for the three months ended June 30, 2015 and 2014 : Three Months Ended June 30, 2015 2014 Costs and expenses: Cost of revenue $ 97 $ 86 Research and development costs 110 83 Selling, general and administrative 477 621 Total share-based compensation 684 790 The total income tax benefit related to share-based compensation was $200 and $263 for the three months ended June 30, 2015 and 2014 , respectively. Recent Accounting Standards. Recent accounting pronouncements requiring implementation in future periods are discussed below or in the notes, where applicable. In May 2014, the FASB, along with the International Accounting Standards Board, issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09") , which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . ASU 2014-09 provides enhancements to the quality and consistency of how revenue is reported while also improving comparability in the financial statements of companies reporting using International Financial Reporting Standards and GAAP. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard also requires additional disclosure about revenue and provides improved guidance for multiple element arrangements. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, based on the July 2015 decision by the FASB to delay the effective date by one year. Companies are permitted to adopt this new guidance following either a full retrospective or modified retrospective approach. ASU 2014-09 is effective for us in the first quarter of fiscal 2019. We are currently evaluating the potential impact of implementation of this updated authoritative guidance on our consolidated financial statements. In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern ("ASU 2014-15") , which incorporates and expands upon certain principles that currently exist in U.S. auditing standards. ASU 2014-15 provides guidance regarding management's responsibility to evaluate whether there is substantial doubt about an organization's ability to continue as a going concern and to provide related footnote disclosures. The new standard requires management to perform interim and annual evaluations and sets forth principles for considering the mitigating effect of management's plans. The standard mandates certain disclosures when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. ASU 2014-15 is effective for annual reporting periods ending after December 15, 2016, and all annual and interim periods thereafter. Early adoption is permitted. ASU 2014-15 is effective for us for fiscal year ending March 31, 2017. We do not expect the adoption of this new standard to have a material impact on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-05, Customer’s Accounting for Fees Paid in a Cloud Arrangement ("ASU 2015-05") , which requires a customer to determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. Upon adoption, an entity has the option to apply the provisions of ASU 2015-05 either prospectively to all arrangements entered into or materially modified, or retrospectively. We are currently evaluating the potential impact of implementation of this updated authoritative guidance on our consolidated financial statements. We do not believe that any other recently issued, but not yet effective accounting standards, if adopted, would have a material impact on our consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following tables set forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at June 30, 2015 and March 31, 2015 : Balance at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) June 30, ASSETS Cash and cash equivalents (1) $ 104,859 $ 104,859 $ — $ — Restricted cash and cash equivalents 3,765 3,765 — — Marketable securities (2) 11,938 11,938 — — $ 120,562 $ 120,562 $ — $ — LIABILITIES Contingent consideration related to acquisitions $ 16,552 $ — $ — $ 16,552 $ 16,552 $ — $ — $ 16,552 Balance at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) March 31, ASSETS Cash and cash equivalents (1) $ 118,993 $ 118,993 $ — $ — Restricted cash and cash equivalents 2,419 2,419 — — Marketable securities (2) 11,592 11,592 — — $ 133,004 $ 133,004 $ — $ — LIABILITIES Contingent consideration related to acquisitions $ 16,155 $ — $ — $ 16,155 $ 16,155 $ — $ — $ 16,155 ___________________________________ (1) Cash equivalents consist of money market funds. (2) Marketable securities consist of money market instruments and fixed-income securities, including certificates of deposit, corporate bonds and notes, and municipal securities. Our contingent consideration liability is accounted for at fair value on a recurring basis and is adjusted to fair value when the carrying value differs from fair value. The fair value adjustments are reflected as a component of selling, general and administrative expense. Key assumptions include discount rates and probability-adjusted achievement of strategic targets that are not observable in the market. The categorization of the framework used to measure fair value of the contingent consideration liability is considered Level 3 due to the subjective nature of the unobservable inputs used. The fair values of the contingent consideration liability were estimated based on the probability of achieving certain business milestones. The following table presents activity in our financial assets and liabilities measured at fair value using significant unobservable inputs (Level 3), as of and for the three months ended June 30, 2015 : Total Liabilities Balance as of April 1, 2015 $ 16,155 Earnout payments (6 ) Fair value adjustments 403 Balance as of June 30, 2015 $ 16,552 Non-Recurring Fair Value Measurements We have certain assets, including goodwill and other intangible assets, which are measured at fair value on a non-recurring basis and are adjusted to fair value only if an impairment charge is recognized. The categorization of the framework used to measure fair value of the assets is considered Level 3 due to the subjective nature of the unobservable inputs used. During the three months ended June 30, 2015 , there were no adjustments to fair value of such assets. |
Business Combinations
Business Combinations | 3 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations On March 11, 2015, we acquired Gennius, a provider of healthcare data analytics. The preliminary Gennius purchase price totaled $2,345 . We accounted for the Gennius acquisition as a purchase business combination. The preliminary purchase price was allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The fair values of acquired assets and liabilities assumed represent management’s estimate of fair value. The estimated fair value of the acquired tangible and intangible assets and liabilities assumed were determined using multiple valuation approaches depending on the type of tangible or intangible asset acquired, including but not limited to the income approach, the excess earnings method and the relief from royalty method approach. Goodwill arising from the acquisition of Gennius was determined as the excess of the preliminary purchase price over the net acquisition date fair values of the acquired assets and the liabilities assumed, and is not deductible for tax purposes. The Gennius goodwill represents the expected future synergies resulting from the integration of the Gennius healthcare data analytics technology, which will enhance our current enterprise analytics competencies and broaden our business intelligence capabilities for addressing new value-based care requirements. Gennius operates under the NextGen Division. The total preliminary purchase price for the Gennius acquisition is summarized as follows: Gennius Total preliminary cash purchase price $ 2,345 The following table summarizes the preliminary purchase price allocation for the Gennius acquisition: Gennius Fair value of the net tangible assets acquired and liabilities assumed: Other assets $ 4 Deferred revenues (37 ) Other liabilities (189 ) Total net tangible assets acquired and liabilities assumed (222 ) Fair value of identifiable intangible assets acquired: Software technology 1,800 Goodwill 767 Total identifiable intangible assets acquired 2,567 Total preliminary purchase price $ 2,345 The pro forma effects of the Gennius acquisition would not have been material to our results of operations and are therefore not presented. |
Goodwill
Goodwill | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill We test goodwill for impairment annually during our first fiscal quarter, referred to as the annual test date. We will also test for impairment between annual test dates if an event occurs or circumstances change that would indicate the carrying amount may be impaired. Impairment testing for goodwill is performed at a reporting-unit level, which is defined as an operating segment or one level below an operating segment (referred to as a component). A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. The authoritative guidance on the evaluation of goodwill for potential impairment permits a company the option of performing a qualitative assessment to determine whether further impairment testing is necessary. During the first quarter of fiscal 2016, considering the recent quantitative assessment performed as of the first quarter of fiscal 2015 and lack of any events and circumstances that would indicate a significant change to the conclusion of such assessment, we elected to perform a qualitative assessment to determine whether further impairment testing is warranted. The qualitative assessment included consideration of factors such as the margin of fair values of the reporting units as of the most recent quantitative impairment assessment as compared to the relative carrying value of net assets for each reporting unit and the potential adverse changes in fair value to the reporting units since the most recent quantitative impairment assessment by considering changes in macroeconomic variables, changes in the industry in which the Company operates, and relevant company- and reporting unit-specific factors. The qualitative assessment indicated that it is more likely than not that the fair value of all reporting units with goodwill exceeded its respective net carrying values and, therefore, additional impairment testing was not deemed necessary. We do not amortize goodwill as it has been determined to have an indefinite useful life. Goodwill by reporting unit consists of the following: March 31, June 30, NextGen Division $ 33,992 $ 33,992 RCM Services Division 32,290 32,290 QSI Dental Division (1) 7,289 7,289 Total goodwill $ 73,571 $ 73,571 ___________________________________ (1) QSI Dental Division goodwill is presented on a basis consistent with that of our management reporting structures. However, for the purposes of assessing goodwill for impairment annually and as otherwise may be required, the QSI Dental Division goodwill is allocated to the reporting units that derive cash flows from the products associated with the acquired goodwill. For all periods presented in this report, the allocation resulted in substantially all of the QSI Dental Division goodwill being ascribed to the NextGen Division. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Our definite-lived intangible assets, other than capitalized software development costs, are summarized as follows: June 30, 2015 Customer Relationships Trade Name and Contracts Software Technology Total Gross carrying amount $ 22,050 $ 3,368 $ 25,310 $ 50,728 Accumulated amortization (15,747 ) (2,295 ) (6,797 ) (24,839 ) Net intangible assets $ 6,303 $ 1,073 $ 18,513 $ 25,889 March 31, 2015 Customer Relationships Trade Name and Contracts Software Technology Total Gross carrying amount $ 22,050 $ 3,368 $ 25,310 $ 50,728 Accumulated amortization (14,986 ) (2,159 ) (5,894 ) (23,039 ) Net intangible assets $ 7,064 $ 1,209 $ 19,416 $ 27,689 Amortization expense related to customer relationships and trade name and contracts that is included as operating expenses in the consolidated statements of comprehensive income was $897 and $998 for the three months ended June 30, 2015 and 2014 , respectively. Amortization expense related to software technology that is included in cost of revenue for software license and hardware was $903 and $843 for the three months ended June 30, 2015 and 2014 , respectively. The following table represents the remaining estimated amortization of definite-lived intangible assets as of June 30, 2015 : For the year ended March 31, 2016 (remaining nine months) $ 5,403 2017 6,733 2018 4,481 2019 3,697 2020 3,351 2021 and beyond 2,224 Total $ 25,889 |
Capitalized Software Costs
Capitalized Software Costs | 3 Months Ended |
Jun. 30, 2015 | |
Research and Development [Abstract] | |
Capitalized Software Costs | Capitalized Software Costs Our capitalized software costs are summarized as follows: June 30, March 31, 2015 Gross carrying amount $ 117,590 $ 113,955 Accumulated amortization (75,997 ) (73,558 ) Net capitalized software costs $ 41,593 $ 40,397 Amortization expense related to capitalized software costs was $2,439 and $3,602 for the three months ended June 30, 2015 and 2014 , respectively. The following table presents the remaining estimated amortization of capitalized software costs as of June 30, 2015 . The estimated amortization is comprised of (i) amortization of released products and (ii) the expected amortization for products that are not yet available for sale based on their estimated economic lives and projected general release dates. For the year ended March 31, 2016 (remaining nine months) $ 8,000 2017 13,000 2018 5,700 2019 5,400 2020 5,300 2021 and beyond 4,193 Total $ 41,593 |
Composition of Certain Financia
Composition of Certain Financial Statement Captions | 3 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Composition of Certain Financial Statement Captions | Composition of Certain Financial Statement Captions Accounts receivable include amounts related to maintenance and services that were billed but not yet rendered at each period end. Undelivered maintenance and services are included as a component of the deferred revenue balance on the accompanying consolidated balance sheets. June 30, March 31, Accounts receivable, gross $ 111,077 $ 119,807 Sales return reserve (7,748 ) (8,835 ) Allowance for doubtful accounts (3,355 ) (3,303 ) Accounts receivable, net $ 99,974 $ 107,669 Inventories are summarized as follows: June 30, March 31, Computer systems and components $ 647 $ 622 Equipment and improvements are summarized as follows: June 30, March 31, Computer equipment $ 46,035 $ 42,668 Furniture and fixtures 10,615 10,408 Leasehold improvements 9,720 9,767 66,370 62,843 Accumulated depreciation and amortization (44,315 ) (42,036 ) Equipment and improvements, net $ 22,055 $ 20,807 Current and non-current deferred revenue are summarized as follows: June 30, March 31, Professional services $ 27,984 $ 30,340 Software license, hardware and other 14,440 17,638 Support and maintenance 13,396 15,077 Software related subscription services 6,043 3,288 Deferred revenue $ 61,863 $ 66,343 Deferred revenue, net of current $ 1,272 $ 1,349 Accrued compensation and related benefits are summarized as follows: June 30, March 31, Payroll, bonus and commission $ 4,903 $ 13,505 Vacation 10,742 10,546 Accrued compensation and related benefits $ 15,645 $ 24,051 Other current and non-current liabilities are summarized as follows: June 30, March 31, Contingent consideration and other liabilities related to acquisitions $ 9,318 $ 9,124 Customer credit balances and deposits 4,840 4,760 Accrued legal expense 4,161 3,527 Care services liabilities 3,868 2,381 Accrued royalties 2,770 2,063 Accrued EDI expense 2,295 2,322 Self insurance reserve 2,205 2,290 Accrued consulting 1,955 2,603 Other accrued expenses 5,614 4,854 Other current liabilities $ 37,026 $ 33,924 Contingent consideration and other liabilities related to acquisitions $ 7,483 $ 7,581 Deferred rent 2,867 3,122 Uncertain tax position and related liabilities 3,910 4,095 Other non-current liabilities $ 14,260 $ 14,798 |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes for the three months ended June 30, 2015 and 2014 was approximately $2,924 and $2,655 , respectively. The effective tax rates were 31.5% and 34.0% for the three months ended June 30, 2015 and 2014 , respectively. The effective rate for the three months ended June 30, 2015 decreased as compared to the same prior year period primarily due to a favorable impact of the qualifying production activity deduction in the current period. The deferred tax assets and liabilities have been shown net in the accompanying consolidated balance sheets based on the long-term or short-term nature of the items that give rise to the deferred amount. We expect to receive the full benefit of the deferred tax assets recorded with the exception of a specific state tax credit for which we have recorded a valuation allowance. Uncertain tax positions As of June 30, 2015 , we had recorded a liability of $3,840 for unrecognized tax benefits related to various federal, state and local income tax matters. If recognized, this amount would reduce our effective tax rate. The tax liability for the three months ended June 30, 2015 decreased from the same prior year period by $3,081 due to changes in reserves for state and local income tax benefit related to prior year tax positions. We are no longer subject to U.S. federal income tax examinations for tax years before 2012. With few exceptions, we are no longer subject to state income tax examinations for tax years before 2011. We do not anticipate that total unrecognized tax benefits will significantly change due to the settlement of audits or the expiration of statute of limitations within the next twelve months . |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings per Share The dual presentation of “basic” and “diluted” earnings per share (“EPS”) is provided below. Shares discussed below are in thousands. Three Months Ended June 30, 2015 2014 Net income $ 6,362 $ 5,163 Basic net income per share: Weighted-average shares outstanding — Basic 60,312 60,230 Basic net income per common share $ 0.11 $ 0.09 Net income $ 6,362 $ 5,163 Diluted net income per share: Weighted-average shares outstanding — Basic 60,312 60,230 Effect of potentially dilutive securities 752 540 Weighted-average shares outstanding — Diluted 61,064 60,770 Diluted net income per common share $ 0.10 $ 0.08 The computation of diluted net income per share does not include 1,768 and 1,492 options to acquire shares of common stock for the three months ended June 30, 2015 and 2014 , respectively, because their inclusion would have an anti-dilutive effect on net income per share. |
Share-Based Awards
Share-Based Awards | 3 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Awards | Share-Based Awards Employee Stock Option and Incentive Plans In October 2005, our shareholders approved a stock option and incentive plan (the “2005 Plan”) under which 4,800,000 shares of common stock were reserved for the issuance of awards, including incentive stock options and non-qualified stock options, stock appreciation rights, restricted stock, unrestricted stock, restricted stock units, performance shares, performance units (including performance options) and other share-based awards. The 2005 Plan provides that our employees and directors may, at the discretion of the Board of Directors or a duly designated compensation committee, be granted certain share-based awards. In the case of option awards granted under the 2005 Plan, the exercise price of each option is determined based on the date of grant and expire no later than 10 years from the date of grant. Awards granted pursuant to the 2005 Plan are subject to the vesting schedule or performance metrics set forth in the agreements pursuant to which they are granted. Upon a change of control of our Company, as such term is defined in the 2005 Plan, awards under the 2005 Plan will fully vest under certain circumstances. The 2005 Plan expired on May 25, 2015. As of June 30, 2015 , there were 1,923,876 outstanding options and 66,139 outstanding shares of restricted stock, restricted stock units and performance based restricted stock under the 2005 Plan. A summary of stock option transactions during the three months ended June 30, 2015 follows: Number of Shares Weighted- Average Exercise Price per Share Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding, April 1, 2015 1,636,176 $ 24.82 5.5 Granted 414,000 16.64 7.9 Exercised (300 ) 15.99 6.9 $ — Forfeited/Canceled (126,000 ) 24.38 6.0 Outstanding, June 30, 2015 1,923,876 $ 22.84 5.7 $ 243 Vested and expected to vest, June 30, 2015 1,805,714 $ 23.35 5.7 $ 222 Exercisable, June 30, 2015 795,236 $ 28.85 4.4 $ 46 We utilize the Black-Scholes valuation model for estimating the fair value of share-based compensation with the following assumptions: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Expected term 3.8 Years 4.8 years Expected volatility 38.3% 36.6% Expected dividends 4.1% 4.3% Risk-free rate 1.6% 1.7% The weighted-average grant date fair value of stock options granted during the three months ended June 30, 2015 and 2014 was $3.67 and $3.50 per share, respectively. During the three months ended June 30, 2015 , a total of 414,000 options to purchase shares of common stock were granted under the 2005 Plan at an exercise price equal to the market price of our common stock on the date of grant. A summary of stock options granted under the 2005 Plan during fiscal years 2016 and 2015 is as follows: Option Grant Date Number of Shares Exercise Price Vesting Terms (1) Expires May 22, 2015 414,000 $ 16.64 Five years May 22, 2023 Fiscal year 2016 option grants 414,000 March 11, 2015 10,000 $ 15.84 Five years March 11, 2023 September 2, 2014 20,000 $ 15.63 Five years September 2, 2022 June 3, 2014 439,650 $ 15.99 Five years June 3, 2022 Fiscal year 2015 option grants 469,650 __________________________________ (1) Options vest in equal annual installments on each grant anniversary date commencing one year following the date of grant. Employee Share Purchase Plan On August 11, 2014, our shareholders approved an Employee Share Purchase Plan (the “Purchase Plan”) under which 4,000,000 shares of common stock were reserved for future grant. The Purchase Plan allows eligible employees to purchase shares through payroll deductions of up to 15% of total base salary at a price equal to 90% of the lower of the fair market values of the shares as of the beginning or the end of the corresponding offering period. Any shares purchased under the Purchase Plan are subject to a six-month holding period. Employees are limited to purchasing no more than 1,500 shares on any single purchase date and no more than $25,000 in total fair market value of shares during any one calendar year. As of June 30, 2015 , we have issued 52,909 shares under the Purchase Plan and 3,947,091 shares are available for future issuance. The amount of share-based compensation expense recorded for this plan was not significant for the three months ended June 30, 2015 . Performance-Based Awards On May 14, 2015, the Compensation Committee approved our fiscal year 2016 Executive Compensation Program (the "Program") for our named executive officers for fiscal year 2016, on May 20, 2015, our Compensation Committee approved the Program for our Interim Chief Financial Officer, and on June 3, 2015, our Compensation Committee approved the Program for our Chief Executive Officer (effective July 1, 2015). Under the incentive portion of the Program, the executive officers are eligible to receive cash bonuses based on meeting certain target increases in revenue and non-GAAP earnings per share for fiscal year 2016 and certain equity incentive awards, including a potential award of up to an aggregate of 320,000 restricted performance shares of our common stock vesting over a three year period based on the achievement of target average daily share prices for the thirty calendar day period ending April 30th of each of the subsequent three fiscal years. In addition, under the Program, a target pool of up to 400,000 options is available for new hires, promotions, and for certain high-performing, non-executive employees based on achievement in performance targets. Share-based compensation expense associated with the restricted performance shares with market conditions under the Program is based on the grant date fair value measured at the underlying closing share price on the date of grant using a Monte Carlo-based valuation model. Share-based compensation expense associated with the target pool of options under our equity incentive programs are initially based on the number of options expected to vest after assessing the probability that the performance criteria will be met. Cumulative adjustments are recorded quarterly to reflect subsequent changes in the estimated outcome of performance-related conditions. We utilize the Black-Scholes option valuation model with the assumptions in the table below to calculate the share-based compensation expense related to the options. Share-based compensation expense recorded for our performance-based awards was $35 for the three months ended June 30, 2015 and $104 for the three months ended June 30, 2014 . Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Expected term 3.9 years 4.8 years Expected volatility 37.7% 36.5% Expected dividends 4.1% 4.3% Risk-free rate 1.6% 1.6% Non-vested stock option award activity, including employee stock options and performance-based awards, during the three months ended June 30, 2015 is summarized as follows: Non-Vested Number of Shares Weighted- Average Grant-Date Fair Value per Share Outstanding, April 1, 2015 1,068,290 $ 5.81 Granted 414,000 3.67 Vested (249,050 ) 6.65 Forfeited/Canceled (104,600 ) 5.86 Outstanding, June 30, 2015 1,128,640 $ 4.77 As of June 30, 2015 , $4,682 of total unrecognized compensation costs related to stock options is expected to be recognized over a weighted-average period of 3.7 years. This amount does not include the cost of new options that may be granted in future periods or any changes in our forfeiture percentage. The total fair value of options vested during the three months ended June 30, 2015 and 2014 was $1,657 and $1,645 , respectively. Director Awards On May 20, 2015, the Board of Directors approved our 2016 Director Compensation Program, pursuant to which each non-employee director is to be granted shares of restricted stock upon election or re-election to the Board of Directors. The shares of restricted stock will be granted promptly following shareholder approval and registration of our 2015 Equity Incentive Plan. The shares of restricted stock will be issued according to a standard form of restricted stock award agreement and pursuant to our 2015 Equity Incentive Plan, will carry a restriction requiring that the restricted stock vest in two equal installments over two consecutive years with the vesting dates being the next two meeting dates of our annual shareholders’ meeting following election or re-election to the Board of Directors. We recorded compensation expense related to restricted stock of approximately $198 and $174 for the three months ended June 30, 2015 and 2014 , respectively. Restricted stock activity for the three months ended June 30, 2015 is summarized as follows: Number of Shares Weighted- Average Grant-Date Fair Value per Share Outstanding, April 1, 2015 78,205 $ 17.94 Vested (10,566 ) 20.79 Canceled (1,500 ) 17.95 Outstanding, June 30, 2015 66,139 $ 17.86 The weighted-average grant date fair value for the restricted stock was estimated using the market price of the common stock on the date of grant. The fair value of the restricted stock is amortized on a straight-line basis over the vesting period. As of June 30, 2015 , $535 of total unrecognized compensation costs related to restricted stock is expected to be recognized over a weighted-average period of 0.9 years. This amount does not include the cost of new restricted stock that may be granted in future periods. |
Concentration of Credit Risk
Concentration of Credit Risk | 3 Months Ended |
Jun. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risk | Concentration of Credit Risk We had cash deposits at U.S. banks and financial institutions which exceeded federally insured limits at June 30, 2015 . We are exposed to credit loss for amounts in excess of insured limits in the event of non-performance by the institutions; however, we do not anticipate non-performance by these institutions. |
Commitments, Guarantees and Con
Commitments, Guarantees and Contingencies | 3 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Guarantees and Contingencies | Commitments, Guarantees and Contingencies Commitments and Guarantees Our software license agreements include a performance guarantee that our software products will substantially operate as described in the applicable program documentation for a period of 365 days after delivery. To date, we have not incurred any significant costs associated with our performance guarantee or other related warranties and do not expect to incur significant warranty costs in the future. Therefore, no accrual has been made for potential costs associated with these warranties. Certain arrangements also include performance guarantees related to response time, availability for operational use, and other performance-related guarantees. Certain arrangements also include penalties in the form of maintenance credits should the performance of the software fail to meet the performance guarantees. To date, we have not incurred any significant costs associated with these warranties and do not expect to incur significant warranty costs in the future. Therefore, no accrual has been made for potential costs associated with these warranties. We have historically offered short-term rights of return in certain sales arrangements. If we are able to estimate returns for these types of arrangements and all other criteria for revenue recognition have been met, revenue is recognized and these arrangements are recorded in the consolidated financial statements. If we are unable to estimate returns for these types of arrangements, revenue is not recognized in the consolidated financial statements until the rights of return expire, provided also, that all other criteria of revenue recognition have been met. Certain standard sales agreements contain a money back guarantee providing for a performance guarantee that is already part of the software license agreement as well as training and support. The money back guarantee also warrants that the software will remain robust and flexible to allow participation in the federal health incentive programs. The specific elements of the performance guarantee pertain to aspects of the software, which we have already tested and confirmed to consistently meet using our existing software without any modifications or enhancements. To date, we have not incurred any costs associated with this guarantee and do not expect to incur significant costs in the future. Therefore, no accrual has been made for potential costs associated with this guarantee. Our standard sales agreements contain an indemnification provision pursuant to which we shall indemnify, hold harmless, and reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with any United States patent, any copyright or other intellectual property infringement claim by any third-party with respect to our software. As we have not incurred any significant costs to defend lawsuits or settle claims related to these indemnification agreements, we believe that our estimated exposure on these agreements is currently minimal. Accordingly, we have no liabilities recorded for these indemnification obligations. Hussein Litigation On October 7, 2013, a complaint was filed against our Company and certain of our officers and directors in the Superior Court of the State of California for the County of Orange, captioned Ahmed D. Hussein v. Sheldon Razin, Steven Plochocki, Quality Systems, Inc. and Does 1-10, inclusive, No. 30-2013-00679600-CU-NP-CJC, by Ahmed Hussein, a former director and significant shareholder of our Company. We filed a demurrer to the complaint, which the court granted on April 10, 2014. An amended complaint was filed on April 25, 2014. The amended complaint generally alleges fraud and deceit, constructive fraud, negligent misrepresentation and breach of fiduciary duty in connection with statements made to our shareholders regarding our financial condition and projected future performance. The amended complaint seeks actual damages, exemplary and punitive damages and costs. We filed a demurrer to the amended complaint. On July 29, 2014, the court sustained the demurrer with respect to the breach of fiduciary duty claim, and overruled the demurrer with respect to the fraud and deceit claims. On August 28, 2014, we filed an answer and cross-complaint. On June 26, 2015, we filed a motion for summary judgment. We believe that the plaintiff’s claims are without merit and continue to defend against them vigorously. At this time, we are unable to estimate the probability or the amount of liability, if any, related to this claim. Federal Securities Class Action On November 19, 2013, a putative class action complaint was filed on behalf of the shareholders of our Company other than the defendants against us and certain of our officers and directors in the United States District Court for the Central District of California by one of our shareholders. After the court appointed lead plaintiffs and lead counsel for this action, and recaptioned the action In re Quality Systems, Inc. Securities Litigation, No. 8L13-cv-01818-CJC(JPRx), lead plaintiffs filed an amended complaint on April 7, 2014. The amended complaint, which is substantially similar to the litigation described above under the caption “Hussein Litigation,” generally alleges that statements made to our shareholders regarding our financial condition and projected future performance were false and misleading in violation of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that the individual defendants are liable for such statements because they are controlling persons under Section 20(a) of the Exchange Act. The complaint seeks compensatory damages, court costs and attorneys' fees. We filed a motion to dismiss the amended complaint on June 20, 2014, which the court granted on October 20, 2014, dismissing the complaint with prejudice. Plaintiffs filed a motion for reconsideration of the Court's order, which the court denied on January 5, 2015. On January 30, 2015, Plaintiffs filed a notice of appeal to the United States Court of Appeals for the Ninth Circuit, captioned In re Quality Systems, Inc. Securities Litigation, No. 15-55173. Briefing on the appeal is scheduled to be completed in the fall of 2015. We believe that the plaintiff’s claims are without merit and continue to defend against them vigorously. At this time, we are unable to estimate the probability or the amount of liability, if any, related to this claim. Shareholder Derivative Litigation On January 24, 2014, a complaint was filed against our Company and certain of our officers and current and former directors in the United States District Court for the Central District of California, captioned Timothy J. Foss, derivatively on behalf of himself and all others similarly situated, vs. Craig A. Barbarosh, George H. Bristol, James C. Malone, Peter M. Neupert, Morris Panner, D. Russell Pflueger, Steven T. Plochocki, Sheldon Razin, Lance E. Rosenzweig and Quality Systems, Inc., No. SACV14-00110-DOC-JPPx, by Timothy J. Foss, a shareholder of ours. The complaint arises from the same allegations described above under the captions “Hussein Litigation” and “Federal Securities Class Action” and generally alleges breach of fiduciary duties, abuse of control and gross mismanagement by our directors, in addition to unjust enrichment and insider selling by individual directors. The complaint seeks compensatory damages, restitution and disgorgement of all profits, court costs, attorneys’ fees and implementation of enhanced corporate governance procedures. The parties have agreed to stay this litigation until the United States Court of Appeals for the Ninth Circuit issues a ruling on the pending appeal described above under the caption “Federal Securities Class Action”. We believe that the plaintiff’s claims are without merit and intend to defend against them vigorously. At this time, we are unable to estimate the probability or the amount of liability, if any, related to this claim. |
Operating Segment Information
Operating Segment Information | 3 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Operating Segment Information | Operating Segment Information Our Company has four reportable segments that are evaluated regularly by our chief decision making group (consisting of our Chief Executive Officer, Interim Chief Financial Officer and Chief Operating Officer) in deciding how to allocate resources and in assessing performance. Operating segment data is as follows: Three Months Ended June 30, 2015 2014 Revenues: NextGen Division $ 91,615 $ 91,714 RCM Services Division 22,462 17,761 QSI Dental Division 4,418 4,243 Hospital Solutions Division 3,669 4,176 Consolidated revenue $ 122,164 $ 117,894 Income (loss) from operations: NextGen Division $ 44,858 $ 44,345 RCM Services Division 4,417 2,245 QSI Dental Division 950 920 Hospital Solutions Division 955 (1,691 ) Corporate and unallocated (42,146 ) (38,064 ) Consolidated operating income $ 9,034 $ 7,755 The major components of the Corporate and unallocated amounts are summarized in the table below: Three Months Ended June 30, 2015 2014 Research and development costs $ 17,085 $ 16,236 Amortization of capitalized software costs 2,439 3,602 Marketing expense 3,816 3,229 Other Corporate and overhead costs 18,806 14,997 Total Corporate and unallocated 42,146 38,064 Assets by segment are not tracked or used by our chief decision making group to allocate resources or to assess performance, and thus not included in the table above. The amounts classified as Corporate and unallocated consist primarily of corporate general and administrative costs, non-recurring acquisition and transaction-related costs, recurring post-acquisition amortization of certain acquired intangible assets and amortization of capitalized software costs, as well as costs of other centrally managed overhead and shared-services functions, including accounting and finance, human resources, marketing, legal, and research and development, that are not controlled by segment level leadership. Although the segments may derive direct benefits as a result of such costs, our chief decision making group evaluates performance based upon stand-alone segment operating income, which excludes these Corporate and unallocated amounts. Effective April 1, 2015, as part of our ongoing efforts to refine the measurement of our segment data to better reflect an organizational structure whereby certain expenses managed by functional area leadership are no longer classified within the operating segments but rather as a component of Corporate and unallocated, we no longer classify certain costs within the information services and credit granting and collections functional areas, such as bad debt expense and other information services related general and administrative costs, within the operating segments. Such classification is consistent with the disaggregated financial information used by our chief decision making group. We have retroactively reclassified the prior year operating income in the table above to present all segment information on a comparable basis. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 22, 2015 , our Board of Directors approved a quarterly cash dividend of $0.175 per share on our outstanding shares of common stock, payable to shareholders of record as of September 11, 2015 with an expected distribution date on or about October 5, 2015 . In July 2015, we executed a lease amendment to extend the term of our lease at the Horsham, Pennsylvania location until September 2023 . Future minimum lease payments over the term of the amended lease are approximately $11,697 . |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation | Principles of Consolidation. The consolidated financial statements include the accounts of Quality Systems, Inc. and its wholly-owned subsidiaries, which consist of NextGen Healthcare Information Systems, LLC (“NextGen”), NextGen RCM Services, LLC, QSI Management, LLC, Quality Systems India Healthcare Private Limited (“QSIH”), ViaTrack Systems, LLC (“ViaTrack”), Matrix Management Solutions, LLC, Mirth LLC and Mirth Limited (“Mirth”), and Gennius, Inc. ("Gennius") (collectively, the “Company”). Each of the terms “we,” “us,” or “our” as used herein refers collectively to the Company, unless otherwise stated. All intercompany accounts and transactions have been eliminated. |
Basis of Presentation | Basis of Presentation. The accompanying unaudited consolidated financial statements as of June 30, 2015 and for the three months ended June 30, 2015 and 2014 have been prepared in accordance with the requirements of Quarterly Report on Form 10-Q and Article 10 of the Securities and Exchange Commission Regulation S-X and therefore do not include all information and notes which would be presented were such consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These consolidated financial statements should be read in conjunction with the audited consolidated financial statements presented in our Annual Report on Form 10-K for the fiscal year ended March 31, 2015 . In the opinion of management, the accompanying consolidated financial statements reflect all adjustments which are necessary for a fair statement of the results of operations and cash flows for the periods presented. The results of operations for such interim periods are not necessarily indicative of results of operations to be expected for the full year. Beginning in the first quarter of fiscal 2016, we began to present certain components of revenue within the consolidated statements of comprehensive income in a format that is intended to group like-kind products and services and disaggregate the other services category of revenue, which has continued to comprise a larger percentage of total revenue. More specifically, the primary changes to the presentation of revenue include: • Revenue from software-as-a-service (SaaS), hosting services, and other software related subscriptions are now aggregated into a new software related subscription services category of revenue. Previously, revenue from software related subscriptions services was reported within the other services category of revenue. • Revenue from annual software licenses that was also previously reported within the other services category of revenue is now reported within the software license and hardware category of revenue. • Revenue from all other services, including implementation, training, and consulting, are now aggregated into a single professional services category of revenue that excludes software related subscription services and annual software licenses, as noted above. Each of the corresponding components of cost of revenue has also been revised in a manner that is consistent with the new presentation of revenue described above. For informational and comparability purposes, we have recast our previously reported consolidated statements of comprehensive income to provide historical information on a basis consistent with the new reporting format of revenue and cost of revenue. The reclassification of revenue and cost of revenue within the consolidated statements of comprehensive income has no impact on previously reported net income or earnings per share and no impact on the previously reported consolidated balance sheets, statements of stockholders' equity, and statements of cash flow. References to amounts in the consolidated financial statement sections are in thousands, except shares and per share data, unless otherwise specified. |
Recent Accounting Standards | Recent Accounting Standards. Recent accounting pronouncements requiring implementation in future periods are discussed below or in the notes, where applicable. In May 2014, the FASB, along with the International Accounting Standards Board, issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09") , which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . ASU 2014-09 provides enhancements to the quality and consistency of how revenue is reported while also improving comparability in the financial statements of companies reporting using International Financial Reporting Standards and GAAP. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard also requires additional disclosure about revenue and provides improved guidance for multiple element arrangements. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, based on the July 2015 decision by the FASB to delay the effective date by one year. Companies are permitted to adopt this new guidance following either a full retrospective or modified retrospective approach. ASU 2014-09 is effective for us in the first quarter of fiscal 2019. We are currently evaluating the potential impact of implementation of this updated authoritative guidance on our consolidated financial statements. In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern ("ASU 2014-15") , which incorporates and expands upon certain principles that currently exist in U.S. auditing standards. ASU 2014-15 provides guidance regarding management's responsibility to evaluate whether there is substantial doubt about an organization's ability to continue as a going concern and to provide related footnote disclosures. The new standard requires management to perform interim and annual evaluations and sets forth principles for considering the mitigating effect of management's plans. The standard mandates certain disclosures when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. ASU 2014-15 is effective for annual reporting periods ending after December 15, 2016, and all annual and interim periods thereafter. Early adoption is permitted. ASU 2014-15 is effective for us for fiscal year ending March 31, 2017. We do not expect the adoption of this new standard to have a material impact on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-05, Customer’s Accounting for Fees Paid in a Cloud Arrangement ("ASU 2015-05") , which requires a customer to determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. Upon adoption, an entity has the option to apply the provisions of ASU 2015-05 either prospectively to all arrangements entered into or materially modified, or retrospectively. We are currently evaluating the potential impact of implementation of this updated authoritative guidance on our consolidated financial statements. We do not believe that any other recently issued, but not yet effective accounting standards, if adopted, would have a material impact on our consolidated financial statements. |
Significant Accounting Policies [Text Block] | Significant Accounting Policies . There have been no material changes to the significant accounting policies from those disclosed in our Annual Report on Form 10-K for the fiscal year ended March 31, 2015 . |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Stock-based compensation expense | Share-Based Compensation. The following table shows total share-based compensation expense included in the consolidated statements of comprehensive income for the three months ended June 30, 2015 and 2014 : Three Months Ended June 30, 2015 2014 Costs and expenses: Cost of revenue $ 97 $ 86 Research and development costs 110 83 Selling, general and administrative 477 621 Total share-based compensation 684 790 The total income tax benefit related to share-based compensation was $200 and $263 for the three months ended June 30, 2015 and 2014 , respectively. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair value of assets and liabilities on a recurring basis | The following tables set forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at June 30, 2015 and March 31, 2015 : Balance at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) June 30, ASSETS Cash and cash equivalents (1) $ 104,859 $ 104,859 $ — $ — Restricted cash and cash equivalents 3,765 3,765 — — Marketable securities (2) 11,938 11,938 — — $ 120,562 $ 120,562 $ — $ — LIABILITIES Contingent consideration related to acquisitions $ 16,552 $ — $ — $ 16,552 $ 16,552 $ — $ — $ 16,552 Balance at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) March 31, ASSETS Cash and cash equivalents (1) $ 118,993 $ 118,993 $ — $ — Restricted cash and cash equivalents 2,419 2,419 — — Marketable securities (2) 11,592 11,592 — — $ 133,004 $ 133,004 $ — $ — LIABILITIES Contingent consideration related to acquisitions $ 16,155 $ — $ — $ 16,155 $ 16,155 $ — $ — $ 16,155 ___________________________________ (1) Cash equivalents consist of money market funds. (2) Marketable securities consist of money market instruments and fixed-income securities, including certificates of deposit, corporate bonds and notes, and municipal securities. |
Company's assets and liabilities measured at fair value using significant unobservable inputs (Level 3) | The following table presents activity in our financial assets and liabilities measured at fair value using significant unobservable inputs (Level 3), as of and for the three months ended June 30, 2015 : Total Liabilities Balance as of April 1, 2015 $ 16,155 Earnout payments (6 ) Fair value adjustments 403 Balance as of June 30, 2015 $ 16,552 |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Preliminary purchase price | The total preliminary purchase price for the Gennius acquisition is summarized as follows: Gennius Total preliminary cash purchase price $ 2,345 |
Summary of purchase price allocation | The following table summarizes the preliminary purchase price allocation for the Gennius acquisition: Gennius Fair value of the net tangible assets acquired and liabilities assumed: Other assets $ 4 Deferred revenues (37 ) Other liabilities (189 ) Total net tangible assets acquired and liabilities assumed (222 ) Fair value of identifiable intangible assets acquired: Software technology 1,800 Goodwill 767 Total identifiable intangible assets acquired 2,567 Total preliminary purchase price $ 2,345 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill | goodwill for impairment annually during our first fiscal quarter, referred to as the annual test date. We will also test for impairment between annual test dates if an event occurs or circumstances change that would indicate the carrying amount may be impaired. Impairment testing for goodwill is performed at a reporting-unit level, which is defined as an operating segment or one level below an operating segment (referred to as a component). A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. The authoritative guidance on the evaluation of goodwill for potential impairment permits a company the option of performing a qualitative assessment to determine whether further impairment testing is necessary. During the first quarter of fiscal 2016, considering the recent quantitative assessment performed as of the first quarter of fiscal 2015 and lack of any events and circumstances that would indicate a significant change to the conclusion of such assessment, we elected to perform a qualitative assessment to determine whether further impairment testing is warranted. The qualitative assessment included consideration of factors such as the margin of fair values of the reporting units as of the most recent quantitative impairment assessment as compared to the relative carrying value of net assets for each reporting unit and the potential adverse changes in fair value to the reporting units since the most recent quantitative impairment assessment by considering changes in macroeconomic variables, changes in the industry in which the Company operates, and relevant company- and reporting unit-specific factors. The qualitative assessment indicated that it is more likely than not that the fair value of all reporting units with goodwill exceeded its respective net carrying values and, therefore, additional impairment testing was not deemed necessary. We do not amortize goodwill as it has been determined to have an indefinite useful life. Goodwill by reporting unit consists of the following: March 31, June 30, NextGen Division $ 33,992 $ 33,992 RCM Services Division 32,290 32,290 QSI Dental Division (1) 7,289 7,289 Total goodwill $ 73,571 $ 73,571 ___________________________________ (1) QSI Dental Division goodwill is presented on a basis consistent with that of our management reporting structures. However, for the purposes of assessing goodwill for impairment annually and as otherwise may be required, the QSI Dental Division goodwill is allocated to the reporting units that derive cash flows from the products associated with the acquired goodwill. For all periods presented in this report, the allocation resulted in substantially all of the QSI Dental Division goodwill being ascribed to the NextGen Division. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets, other than capitalized software development costs | Our definite-lived intangible assets, other than capitalized software development costs, are summarized as follows: June 30, 2015 Customer Relationships Trade Name and Contracts Software Technology Total Gross carrying amount $ 22,050 $ 3,368 $ 25,310 $ 50,728 Accumulated amortization (15,747 ) (2,295 ) (6,797 ) (24,839 ) Net intangible assets $ 6,303 $ 1,073 $ 18,513 $ 25,889 March 31, 2015 Customer Relationships Trade Name and Contracts Software Technology Total Gross carrying amount $ 22,050 $ 3,368 $ 25,310 $ 50,728 Accumulated amortization (14,986 ) (2,159 ) (5,894 ) (23,039 ) Net intangible assets $ 7,064 $ 1,209 $ 19,416 $ 27,689 |
Estimated amortization of intangible assets with determinable lives | The following table represents the remaining estimated amortization of definite-lived intangible assets as of June 30, 2015 : For the year ended March 31, 2016 (remaining nine months) $ 5,403 2017 6,733 2018 4,481 2019 3,697 2020 3,351 2021 and beyond 2,224 Total $ 25,889 |
Capitalized Software Costs (Tab
Capitalized Software Costs (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Research and Development [Abstract] | |
Capitalized software development costs | capitalized software costs are summarized as follows: June 30, March 31, 2015 Gross carrying amount $ 117,590 $ 113,955 Accumulated amortization (75,997 ) (73,558 ) Net capitalized software costs $ 41,593 $ 40,397 |
Estimated amortization of capitalized software costs | The following table presents the remaining estimated amortization of capitalized software costs as of June 30, 2015 . The estimated amortization is comprised of (i) amortization of released products and (ii) the expected amortization for products that are not yet available for sale based on their estimated economic lives and projected general release dates. For the year ended March 31, 2016 (remaining nine months) $ 8,000 2017 13,000 2018 5,700 2019 5,400 2020 5,300 2021 and beyond 4,193 Total $ 41,593 |
Composition of Certain Financ27
Composition of Certain Financial Statement Captions (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Accounts Receivable | June 30, March 31, Accounts receivable, gross $ 111,077 $ 119,807 Sales return reserve (7,748 ) (8,835 ) Allowance for doubtful accounts (3,355 ) (3,303 ) Accounts receivable, net $ 99,974 $ 107,669 |
Summary of Inventories | Inventories are summarized as follows: June 30, March 31, Computer systems and components $ 647 $ 622 |
Summary of Equipment and improvements | Equipment and improvements are summarized as follows: June 30, March 31, Computer equipment $ 46,035 $ 42,668 Furniture and fixtures 10,615 10,408 Leasehold improvements 9,720 9,767 66,370 62,843 Accumulated depreciation and amortization (44,315 ) (42,036 ) Equipment and improvements, net $ 22,055 $ 20,807 |
Summary of Current and non-current deferred revenue | Current and non-current deferred revenue are summarized as follows: June 30, March 31, Professional services $ 27,984 $ 30,340 Software license, hardware and other 14,440 17,638 Support and maintenance 13,396 15,077 Software related subscription services 6,043 3,288 Deferred revenue $ 61,863 $ 66,343 Deferred revenue, net of current $ 1,272 $ 1,349 |
Summary of Accrued compensation and related benefits | Accrued compensation and related benefits are summarized as follows: June 30, March 31, Payroll, bonus and commission $ 4,903 $ 13,505 Vacation 10,742 10,546 Accrued compensation and related benefits $ 15,645 $ 24,051 |
Summary of Other current liabilities | Other current and non-current liabilities are summarized as follows: June 30, March 31, Contingent consideration and other liabilities related to acquisitions $ 9,318 $ 9,124 Customer credit balances and deposits 4,840 4,760 Accrued legal expense 4,161 3,527 Care services liabilities 3,868 2,381 Accrued royalties 2,770 2,063 Accrued EDI expense 2,295 2,322 Self insurance reserve 2,205 2,290 Accrued consulting 1,955 2,603 Other accrued expenses 5,614 4,854 Other current liabilities $ 37,026 $ 33,924 Contingent consideration and other liabilities related to acquisitions $ 7,483 $ 7,581 Deferred rent 2,867 3,122 Uncertain tax position and related liabilities 3,910 4,095 Other non-current liabilities $ 14,260 $ 14,798 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Weighted-average shares outstanding for basic and diluted net income per share | The dual presentation of “basic” and “diluted” earnings per share (“EPS”) is provided below. Shares discussed below are in thousands. Three Months Ended June 30, 2015 2014 Net income $ 6,362 $ 5,163 Basic net income per share: Weighted-average shares outstanding — Basic 60,312 60,230 Basic net income per common share $ 0.11 $ 0.09 Net income $ 6,362 $ 5,163 Diluted net income per share: Weighted-average shares outstanding — Basic 60,312 60,230 Effect of potentially dilutive securities 752 540 Weighted-average shares outstanding — Diluted 61,064 60,770 Diluted net income per common share $ 0.10 $ 0.08 |
Share Based Awards (Tables)
Share Based Awards (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | A summary of stock option transactions during the three months ended June 30, 2015 follows: Number of Shares Weighted- Average Exercise Price per Share Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding, April 1, 2015 1,636,176 $ 24.82 5.5 Granted 414,000 16.64 7.9 Exercised (300 ) 15.99 6.9 $ — Forfeited/Canceled (126,000 ) 24.38 6.0 Outstanding, June 30, 2015 1,923,876 $ 22.84 5.7 $ 243 Vested and expected to vest, June 30, 2015 1,805,714 $ 23.35 5.7 $ 222 Exercisable, June 30, 2015 795,236 $ 28.85 4.4 $ 46 |
Schedule of Share Based Compensation Valuation Assumption | We utilize the Black-Scholes valuation model for estimating the fair value of share-based compensation with the following assumptions: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Expected term 3.8 Years 4.8 years Expected volatility 38.3% 36.6% Expected dividends 4.1% 4.3% Risk-free rate 1.6% 1.7% |
Summary of stock options granted | A summary of stock options granted under the 2005 Plan during fiscal years 2016 and 2015 is as follows: Option Grant Date Number of Shares Exercise Price Vesting Terms (1) Expires May 22, 2015 414,000 $ 16.64 Five years May 22, 2023 Fiscal year 2016 option grants 414,000 March 11, 2015 10,000 $ 15.84 Five years March 11, 2023 September 2, 2014 20,000 $ 15.63 Five years September 2, 2022 June 3, 2014 439,650 $ 15.99 Five years June 3, 2022 Fiscal year 2015 option grants 469,650 __________________________________ (1) Options vest in equal annual installments on each grant anniversary date commencing one year following the date of grant. |
Schedule of Performance Based Awards Under Incentive plan | Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Expected term 3.9 years 4.8 years Expected volatility 37.7% 36.5% Expected dividends 4.1% 4.3% Risk-free rate 1.6% 1.6% |
Schedule of Employee Stock Options and Performance Based Awards by Nonvested Stock options | Non-vested stock option award activity, including employee stock options and performance-based awards, during the three months ended June 30, 2015 is summarized as follows: Non-Vested Number of Shares Weighted- Average Grant-Date Fair Value per Share Outstanding, April 1, 2015 1,068,290 $ 5.81 Granted 414,000 3.67 Vested (249,050 ) 6.65 Forfeited/Canceled (104,600 ) 5.86 Outstanding, June 30, 2015 1,128,640 $ 4.77 |
Restricted stock units award activity | Restricted stock activity for the three months ended June 30, 2015 is summarized as follows: Number of Shares Weighted- Average Grant-Date Fair Value per Share Outstanding, April 1, 2015 78,205 $ 17.94 Vested (10,566 ) 20.79 Canceled (1,500 ) 17.95 Outstanding, June 30, 2015 66,139 $ 17.86 |
Operating Segment Information (
Operating Segment Information (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Operating segment data | Operating segment data is as follows: Three Months Ended June 30, 2015 2014 Revenues: NextGen Division $ 91,615 $ 91,714 RCM Services Division 22,462 17,761 QSI Dental Division 4,418 4,243 Hospital Solutions Division 3,669 4,176 Consolidated revenue $ 122,164 $ 117,894 Income (loss) from operations: NextGen Division $ 44,858 $ 44,345 RCM Services Division 4,417 2,245 QSI Dental Division 950 920 Hospital Solutions Division 955 (1,691 ) Corporate and unallocated (42,146 ) (38,064 ) Consolidated operating income $ 9,034 $ 7,755 The major components of the Corporate and unallocated amounts are summarized in the table below: Three Months Ended June 30, 2015 2014 Research and development costs $ 17,085 $ 16,236 Amortization of capitalized software costs 2,439 3,602 Marketing expense 3,816 3,229 Other Corporate and overhead costs 18,806 14,997 Total Corporate and unallocated 42,146 38,064 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Costs and expenses: | ||
Total share-based compensation | $ 684 | $ 790 |
Income tax benefit | (200) | (300) |
Cost of revenue [Member] | ||
Costs and expenses: | ||
Total share-based compensation | 97 | 86 |
Research and development costs [Member] | ||
Costs and expenses: | ||
Total share-based compensation | 110 | 83 |
Selling, general and administrative [Member] | ||
Costs and expenses: | ||
Total share-based compensation | $ 477 | $ 621 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | |
ASSETS | |||
Cash and cash equivalents | [1] | $ 104,859 | $ 118,993 |
Restricted cash and cash equivalents | 3,765 | 2,419 | |
Marketable securities | [2] | 11,938 | 11,592 |
Total | 120,562 | 133,004 | |
LIABILITIES | |||
Fair value of contingent consideration | 16,552 | 16,155 | |
Total | 16,552 | 16,155 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
ASSETS | |||
Cash and cash equivalents | [1] | 104,859 | 118,993 |
Restricted cash and cash equivalents | 3,765 | 2,419 | |
Marketable securities | [2] | 11,938 | 11,592 |
Total | 120,562 | 133,004 | |
LIABILITIES | |||
Fair value of contingent consideration | 0 | 0 | |
Total | 0 | 0 | |
Significant Other Observable Inputs (Level 2) | |||
ASSETS | |||
Cash and cash equivalents | [1] | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 | |
Marketable securities | [2] | 0 | 0 |
Total | 0 | 0 | |
LIABILITIES | |||
Fair value of contingent consideration | 0 | 0 | |
Total | 0 | 0 | |
Unobservable Inputs (Level 3) | |||
ASSETS | |||
Cash and cash equivalents | [1] | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 | |
Marketable securities | [2] | 0 | 0 |
Total | 0 | 0 | |
LIABILITIES | |||
Fair value of contingent consideration | 16,552 | 16,155 | |
Total | $ 16,552 | $ 16,155 | |
[1] | Cash equivalents consist of money market funds. | ||
[2] | Marketable securities consist of money market instruments and fixed-income securities, including certificates of deposit, corporate bonds and notes, and municipal securities. |
Fair Value Measurements (Deta33
Fair Value Measurements (Details 1) $ in Thousands | 3 Months Ended |
Jun. 30, 2015USD ($) | |
Company's assets measured at fair value using significant unobservable inputs (Level 3) | |
Balance as of April 1, 2015 | $ 16,155 |
Earnout payments | (6) |
Fair value adjustments | 403 |
Balance as of June 30, 2015 | $ 16,552 |
Fair Value Measurement (Details
Fair Value Measurement (Details Textual) | 3 Months Ended |
Jun. 30, 2015USD ($) | |
Fair Value Measurements (Textual) | |
Fair Value Adjustments | $ 0 |
Business Combinations (Details)
Business Combinations (Details) $ in Thousands | Sep. 09, 2013USD ($) |
Gennius [Member] | |
Business Acquisition [Line Items] | |
Total purchase price | $ 2,345 |
Business Combinations (Details
Business Combinations (Details 1) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 09, 2013 |
Fair value of identifiable intangible assets acquired: | |||
Goodwill | $ 73,571 | $ 73,571 | |
Gennius [Member] | |||
Fair value of the net tangible assets acquired and liabilities assumed: | |||
Other assets | $ 4 | ||
Deferred revenues | (37) | ||
Other liabilities | (189) | ||
Total net tangible assets acquired and liabilities assumed | (222) | ||
Fair value of identifiable intangible assets acquired: | |||
Goodwill | 767 | ||
Total identifiable intangible assets acquired | 2,567 | ||
Total preliminary purchase price | 2,345 | ||
Gennius [Member] | Software Technology [Member] | |||
Fair value of identifiable intangible assets acquired: | |||
Software technology | $ 1,800 |
Business Combinations (Detail37
Business Combinations (Details Textual) $ in Thousands | Sep. 09, 2013USD ($) |
Gennius [Member] | |
Business Acquisition [Line Items] | |
Total purchase price | $ 2,345 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | |
Goodwill [Line Items] | |||
Goodwill | $ 73,571 | $ 73,571 | |
NextGen Division [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 33,992 | 33,992 | |
RCM Services Division [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 32,290 | 32,290 | |
QSI Dental Division [Member] | |||
Goodwill [Line Items] | |||
Goodwill | [1] | $ 7,289 | $ 7,289 |
[1] | QSI Dental Division goodwill is presented on a basis consistent with that of our management reporting structures. However, for the purposes of assessing goodwill for impairment annually and as otherwise may be required, the QSI Dental Division goodwill is allocated to the reporting units that derive cash flows from the products associated with the acquired goodwill. For all periods presented in this report, the allocation resulted in substantially all of the QSI Dental Division goodwill being ascribed to the NextGen Division. |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Intangible assets, other than capitalized software development costs | |||
Gross carrying amount | $ 50,728 | $ 50,728 | |
Accumulated amortization | (24,839) | (23,039) | |
Net intangible assets | 25,889 | 27,689 | |
Amortization | (1,800) | $ (1,841) | |
Operating Expense [Member] | |||
Intangible assets, other than capitalized software development costs | |||
Amortization | (897) | (998) | |
Cost of Revenue [Member] | |||
Intangible assets, other than capitalized software development costs | |||
Amortization | (903) | $ (843) | |
Customer Relationships [Member] | |||
Intangible assets, other than capitalized software development costs | |||
Gross carrying amount | 22,050 | 22,050 | |
Accumulated amortization | (15,747) | (14,986) | |
Net intangible assets | 6,303 | 7,064 | |
Trade Name & Contracts [Member] | |||
Intangible assets, other than capitalized software development costs | |||
Gross carrying amount | 3,368 | 3,368 | |
Accumulated amortization | (2,295) | (2,159) | |
Net intangible assets | 1,073 | 1,209 | |
Software Technology [Member] | |||
Intangible assets, other than capitalized software development costs | |||
Gross carrying amount | 25,310 | 25,310 | |
Accumulated amortization | (6,797) | (5,894) | |
Net intangible assets | $ 18,513 | $ 19,416 |
Intangible Assets (Details 1)
Intangible Assets (Details 1) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Estimated amortization of intangible assets with determinable lives | ||
2016 (remaining nine months) | $ 5,403 | |
2,017 | 6,733 | |
2,018 | 4,481 | |
2,019 | 3,697 | |
2,020 | 3,351 | |
2021 and beyond | 2,224 | |
Net intangible assets | $ 25,889 | $ 27,689 |
Capitalized Software Costs (Det
Capitalized Software Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Capitalized software development costs | ||
Gross carrying amount | $ 117,590 | $ 113,955 |
Accumulated amortization | (75,997) | (73,558) |
Net capitalized software costs | $ 41,593 | $ 40,397 |
Capitalized Software Costs (D42
Capitalized Software Costs (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Activity related to net capitalized software costs | ||
Amortization expense related to capitalized software costs | $ (2,439) | $ (3,602) |
Estimated amortization of capitalized software costs | ||
2016 (remaining nine months) | 8,000 | |
2,017 | 13,000 | |
2,018 | 5,700 | |
2,019 | 5,400 | |
2,020 | 5,300 | |
2021 and beyond | 4,193 | |
Total | $ 41,593 |
Composition of Certain Financ43
Composition of Certain Financial Statement Captions (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Summary of Accounts Receivable | ||
Accounts receivable, gross | $ 111,077 | $ 119,807 |
Sales return reserve | (7,748) | (8,835) |
Allowance for doubtful accounts | (3,355) | (3,303) |
Accounts receivable, net | 99,974 | 107,669 |
Summary of Inventories | ||
Computer systems and components | 647 | 622 |
Summary of Equipment and improvements | ||
Computer equipment | 46,035 | 42,668 |
Furniture and fixtures | 10,615 | 10,408 |
Leasehold improvements | 9,720 | 9,767 |
Equipment and improvements, gross | 66,370 | 62,843 |
Accumulated depreciation | (44,315) | (42,036) |
Equipment and improvements, net | 22,055 | 20,807 |
Summary of Current and non-current deferred revenue | ||
Professional services | 27,984 | 30,340 |
Undelivered software, hardware and other | 14,440 | 17,638 |
Support and Maintenance | 13,396 | 15,077 |
Software related subscription services | 6,043 | 3,288 |
Deferred revenue | 61,863 | 66,343 |
Deferred revenue, net of current | 1,272 | 1,349 |
Summary of Accrued compensation and related benefits | ||
Payroll, bonus and commission | 4,903 | 13,505 |
Vacation | 10,742 | 10,546 |
Accrued compensation and related benefits | 15,645 | 24,051 |
Summary of Other current liabilities | ||
Contingent consideration and other liabilities related to acquisitions | 9,318 | 9,124 |
Customer credit balances and deposits | 4,840 | 4,760 |
Accrued legal expense | 4,161 | 3,527 |
Care services liabilities | 3,868 | 2,381 |
Accrued royalties | 2,770 | 2,063 |
Accrued EDI expense | 2,295 | 2,322 |
Self insurance reserve | 2,205 | 2,290 |
Accrued consulting | 1,955 | 2,603 |
Other accrued expenses | 5,614 | 4,854 |
Other current liabilities | 37,026 | 33,924 |
Contingent consideration and other liabilities related to acquisitions | 7,483 | 7,581 |
Deferred rent | 2,867 | 3,122 |
Uncertain tax position and related liabilities | 3,910 | 4,095 |
Other non-current liabilities | $ 14,260 | $ 14,798 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Provision for income taxes | $ 2,924 | $ 2,655 |
Effective tax rate (as a percentage) | 31.50% | 34.00% |
Liability for unrecognized tax benefits | $ 3,840 | |
Decrease in liability for unrecognized tax benefits due to the expiration of the statute of limitations of prior year tax positions of acquired companies | $ 3,081 | |
Period within which the company does not anticipate total unrecognized tax benefits to change |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Weighted-average shares outstanding for basic and diluted net income per share | ||
Net income (in dollars) | $ 6,362 | $ 5,163 |
Basic net income per share: | ||
Weighted-average shares outstanding - Basic | 60,312 | 60,230 |
Basic net income per common share (in usd per share) | $ 0.11 | $ 0.09 |
Diluted net income per share: | ||
Weighted-average shares outstanding - Basic | 60,312 | 60,230 |
Effect of potentially dilutive securities | 752 | 540 |
Weighted-average shares outstanding - Diluted | 61,064 | 60,770 |
Diluted net income per common share (in usd per share) | $ 0.10 | $ 0.08 |
Earnings Per Share (Details Tex
Earnings Per Share (Details Textual) - shares | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||
Options excluded from the computation of diluted net income per share | 1,768 | 1,492 |
Share Based Awards (Details)
Share Based Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Mar. 31, 2015 | |
Number of Shares | ||
Outstanding, April 1, 2015 | 1,636,176 | |
Granted | 414,000 | |
Exercised | 300 | |
Forfeited/Canceled | (126,000) | |
Outstanding, June 30, 2015 | 1,923,876 | 1,636,176 |
Vested and expected to vest, June 30, 2015 | 1,805,714 | |
Exercisable, June 30, 2015 | 795,236 | |
Weighted- Average Exercise Price per Share | ||
Outstanding, April 1, 2015 | $ 24.82 | |
Granted | 16.64 | |
Exercised | 15.99 | |
Forfeited/Canceled | 24.38 | |
Outstanding, June 30, 2015 | 22.84 | $ 24.82 |
Vested and expected to vest, June 30, 2015 | 23.35 | |
Exercisable, June 30, 2015 | $ 28.85 | |
Weighted- Average Remaining Contractual Life (years) | ||
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 5 years 8 months 12 days | 5 years 6 months |
Granted | 7 years 10 months 24 days | |
Exercised | 6 years 10 months 24 days | |
Forfeited/Canceled | 6 years | |
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 5 years 8 months 12 days | 5 years 6 months |
Vested and expected to vest, June 30, 2015 | 5 years 8 months 12 days | |
Exercisable, June 30, 2015 | 4 years 4 months 24 days | |
Aggregate Intrinsic Value, Exercised | $ 0 | |
Aggregate Intrinsic Value Outstanding Ending Balance | 243 | |
Aggregate Intrinsic Value Vested and expected to vest | 222 | |
Aggregate Intrinsic Value Exercisable | $ 46 |
Share Based Awards (Details 1)
Share Based Awards (Details 1) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of Share Based Compensation Valuation Assumption | ||
Expected life (in years) | 3 years 10 months | 4 years 10 months |
Expected volatility | 38.30% | 36.60% |
Expected dividends | 4.10% | 4.30% |
Risk-free rate | 1.60% | 1.70% |
Share Based Awards (Details 2)
Share Based Awards (Details 2) - $ / shares | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Mar. 31, 2015 | ||
Summary of stock options granted | |||
Granted | 414,000 | ||
2005 Stock Options Plan [Member] | May 22, 2015 | |||
Summary of stock options granted | |||
Option Grant Date | |||
Granted | 414,000 | ||
Exercise Price Granted (in usd per share) | $ 16.64 | ||
Vesting Terms | [1] | 5 years | |
Option Grants Expires | May 22, 2023 | ||
2005 Stock Options Plan [Member] | Option Grant Dates Fiscal Year Two Thousand Sixteen [Member] [Domain] | |||
Summary of stock options granted | |||
Option Grant Date | |||
Granted | 414,000 | ||
2005 Stock Options Plan [Member] | September 2, 2014 [Member] | |||
Summary of stock options granted | |||
Option Grant Date | |||
Granted | 20,000 | ||
Exercise Price Granted (in usd per share) | $ 15.63 | ||
Vesting Terms | [1] | 5 years | |
Option Grants Expires | Sep. 2, 2022 | ||
2005 Stock Options Plan [Member] | June 3, 2014 [Member] | |||
Summary of stock options granted | |||
Option Grant Date | |||
Granted | 439,650 | ||
Exercise Price Granted (in usd per share) | $ 15.99 | ||
Vesting Terms | [1] | 5 years | |
Option Grants Expires | Jun. 3, 2022 | ||
2005 Stock Options Plan [Member] | March 11, 2015 | |||
Summary of stock options granted | |||
Option Grant Date | |||
Granted | 10,000 | ||
Exercise Price Granted (in usd per share) | $ 15.84 | ||
Vesting Terms | [1] | 5 years | |
Option Grants Expires | Mar. 11, 2023 | ||
2005 Stock Options Plan [Member] | Option Grant Dates Fiscal Year Two Thousand Fifteen [Member] [Domain] | |||
Summary of stock options granted | |||
Option Grant Date | |||
Granted | 469,650 | ||
[1] | Options vest in equal annual installments on each grant anniversary date commencing one year following the date of grant. |
Share Based Awards (Details 3)
Share Based Awards (Details 3) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of Performance Based Awards Under Incentive plan | ||
Expected life (in years) | 3 years 10 months | 4 years 10 months |
Expected volatility | 38.30% | 36.60% |
Expected dividends | 4.10% | 4.30% |
Risk-free rate | 1.60% | 1.70% |
Performance Based Award [Member] | ||
Schedule of Performance Based Awards Under Incentive plan | ||
Expected life (in years) | 3 years 10 months 25 days | 4 years 9 months |
Expected volatility | 37.70% | 36.50% |
Expected dividends | 4.10% | 4.30% |
Risk-free rate | 1.60% | 1.60% |
Share Based Awards (Details 4)
Share Based Awards (Details 4) - 3 months ended Jun. 30, 2015 - $ / shares | Total |
Schedule of Employee Stock Options and Performance Based Awards by Nonvested Stock Options | |
Non-Vested Number of Shares Outstanding Beginning Balance | 1,068,290 |
Weighted Average Fair Value Price per Share Outstanding Beginning Balance | $ 5.81 |
Non-Vested Number of Shares Granted | 414,000 |
Weighted Average Fair Value per Share Price Granted | $ 3.67 |
Non-Vested Number of Shares Vested | (249,050) |
Weighted Average Fair Value per Share Price Vested | $ 6.65 |
Non-Vested Number of Shares Forfeited | (104,600) |
Weighted Average Fair Value per Share Price Forfeited | $ 5.86 |
Non-Vested Number of Share Outstanding Ending Balance | 1,128,640 |
Weighted Average Fair Value per Share Price Outstanding Ending Balance | $ 4.77 |
Share Based Awards (Details 5)
Share Based Awards (Details 5) - 3 months ended Jun. 30, 2015 - Restricted Stock Units Award [Member] - $ / shares | Total |
Restricted stock units award activity | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 17.95 |
Number of Shares Outstanding Beginning Balance | 78,205 |
Weighted average Grant Date Fair value Per Share Outstanding Beginning Balance | $ 17.94 |
Number of Shares Vested | (10,566) |
Weighted average Grant Date Fair value Per Share Vested | $ 20.79 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 1,500 |
Weighted average Grant Date Fair value Per Share Outstanding Ending Balance | $ 17.86 |
Share Based Awards (Details Tex
Share Based Awards (Details Textual) - USD ($) | Aug. 11, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Oct. 31, 2005 |
Share Based Awards (Textual) [Abstract] | |||||
Outstanding options under 1998 and 2005 plan | 1,923,876 | 1,636,176 | |||
Weighted-average grant date fair value per share of stock options | $ 3.67 | $ 3.50 | |||
Options granted under 2005 plan | 414,000 | ||||
Compensation expense | $ 684,000 | $ 790,000 | |||
Fair value of options vested | 1,657,000 | 1,645,000 | |||
Employee Stock Option [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Total unrecognized compensation costs | $ 4,682,000 | ||||
Stock option recognized over weighted average period (in years) | 3 years 8 months 26 days | ||||
Restricted Stock Units Award [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 78,205 | ||||
Compensation expense | $ 198,000 | $ 174,000 | |||
Total unrecognized compensation costs | $ 535,000 | ||||
Stock option recognized over weighted average period (in years) | 11 months | ||||
Director Options [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Annualized forfeiture rate for employee options | 0.00% | ||||
Purchase Plan [Member] | |||||
Employee Stock Purchase Plan [Abstract] | |||||
Shares reserved for future grant | 4,000,000 | 3,947,091 | |||
Maximum percentage of gross payroll deduction | 15.00% | ||||
Purchase price as a percentage of fair market value | 90.00% | ||||
Maximum shares purchase in a single transaction | 1,500 | ||||
Maximum amount purchased in a calendar year | $ 25,000 | ||||
Shares issued | 52,909 | ||||
2005 Stock Options Plan [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Common stock reserved | 4,800,000 | ||||
Outstanding options under 1998 and 2005 plan | 1,923,876 | ||||
2005 Stock Options Plan [Member] | Restricted Stock Units Award [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 66,139 | ||||
Employee Stock Option [Member] | 2005 Stock Options Plan [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Expiration period (in years) | 10 years | ||||
Performance Based Award [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Compensation expense | $ 35,000 | $ 104,000 | |||
Performance Based Award [Member] | 2005 Stock Options Plan [Member] | Executive Officer [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Common stock reserved | 320,000 | ||||
Vesting period (in years) | 3 years | ||||
Performance Based Award [Member] | 2005 Stock Options Plan [Member] | New Hires, Promotions and Certain High-performing, Non-executive employees [Member] | |||||
Share Based Awards (Textual) [Abstract] | |||||
Common stock reserved | 400,000 |
Commitments Guarantees and Cont
Commitments Guarantees and Contingencies (Details Textual) | 3 Months Ended |
Jun. 30, 2015 | |
Commitments Guarantees and Contingencies (Textual) | |
Applicable program documentation period | 365 days |
Operating Segment Information55
Operating Segment Information (Details) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of reportable segments | segment | 4 | |
Segment Operating Data | ||
Revenue | $ 122,164 | $ 117,894 |
Operating income | (9,034) | (7,755) |
QSI Dental Division [Member] | ||
Segment Operating Data | ||
Revenue | 4,418 | 4,243 |
Operating income | (950) | (920) |
NextGen Division [Member] | ||
Segment Operating Data | ||
Revenue | 91,615 | 91,714 |
Operating income | (44,858) | (44,345) |
Hospital Solutions Division [Member] | ||
Segment Operating Data | ||
Revenue | 3,669 | 4,176 |
Operating income | (955) | 1,691 |
RCM Services Division [Member] | ||
Segment Operating Data | ||
Revenue | 22,462 | 17,761 |
Operating income | (4,417) | (2,245) |
Unallocated corporate expense [Member] | ||
Segment Operating Data | ||
Operating income | 42,146 | 38,064 |
Unallocated corporate expense [Member] | Research and development costs [Member] | ||
Segment Operating Data | ||
Operating income | 17,085 | 16,236 |
Unallocated corporate expense [Member] | Amortization of capitalize software costs [Member] | ||
Segment Operating Data | ||
Operating income | 2,439 | 3,602 |
Unallocated corporate expense [Member] | Marketing expense [Member] | ||
Segment Operating Data | ||
Operating income | 3,816 | 3,229 |
Unallocated corporate expense [Member] | Other corporate and overhead costs [Member] | ||
Segment Operating Data | ||
Operating income | $ 18,806 | $ 14,997 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) | Jul. 23, 2015 | Jul. 22, 2015 |
Subsequent Event [Line Items] | ||
Future Minimum Payments Due | $ 11,697 | |
Dividend Declared [Member] | ||
Subsequent Event [Line Items] | ||
Cash dividend (in usd per share) | $ 0.175 |
Uncategorized Items - qsii-2015
Label | Element | Value |
Unpaid additions to equipment and improvements | qsii_Unpaidadditionstoequipmentandimprovements | $ 7 |