Almost Family (AFAM) 10-Q 10 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 05, 2017
Document and Entity Information
Entity Registrant Name	ALMOST FAMILY INC
Entity Central Index Key	799,231
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-29
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		13,939,538
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 30, 2016
CURRENT ASSETS:
Cash and cash equivalents	$ 13,891	$ 10,110
Accounts receivable - net	126,205	99,212
Prepaid expenses and other current assets	13,054	11,432
TOTAL CURRENT ASSETS	153,150	120,754
PROPERTY AND EQUIPMENT - NET	13,598	10,732
GOODWILL	427,868	305,476
Transaction deposit		128,930
OTHER INTANGIBLE ASSETS	113,387	85,063
OTHER ASSETS	8,274	7,757
TOTAL ASSETS	716,277	658,712
CURRENT LIABILITIES:
Accounts payable	15,665	12,122
Accrued other liabilities	57,006	39,728
TOTAL CURRENT LIABILITIES	72,671	51,850
LONG-TERM LIABILITIES:
Revolving credit facility	117,226	262,456
Deferred tax liabilities	22,604	21,145
Sellers Notes	12,500	12,500
Other liabilities	6,851	6,581
TOTAL LONG-TERM LIABILITIES	159,181	302,682
TOTAL LIABILITIES	231,852	354,532
Redeemable Noncontrolling Interest, Carrying Amount
HEALTHCARE INNOVATIONS	2,256	2,256
STOCKHOLDERS' EQUITY:
Preferred stock, par value $0.05; authorized 2,000 shares; none issued or outstanding
Common stock, par value $0.10; authorized 25,000; 13,938 and 10,504 issued and outstanding	1,410	1,051
Treasury stock, at cost, 160 and 117 shares	(5,293)	(3,258)
Additional paid-in capital	286,666	141,233
Almost Family Inc., stockholders equity	450,070	302,789
Noncontrolling interest - nonredeemable	32,099	(865)
Retained earnings	167,287	163,763
TOTAL STOCKHOLDERS' EQUITY	482,169	301,924
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 716,277	$ 658,712

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 30, 2016
CONSOLIDATED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.05	$ 0.05
Preferred stock, authorized shares	2,000,000	2,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value (in dollars per share)	$ 0.10	$ 0.10
Common stock, authorized shares	25,000,000	25,000,000
Common stock, issued shares	13,938,000	13,938,000
Common stock, outstanding shares	10,504,000	10,504,000
Treasury stock, shares	160,000	117,000

CONSOLIDATED STATEMENTS OF INCO

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Apr. 01, 2016
CONSOLIDATED STATEMENTS OF INCOME
Net service revenues	$ 201,312	$ 153,698
Cost of service revenues (excluding depreciation & amortization)	106,268	82,232
Gross margin	95,044	71,466
General and administrative expenses:
Salaries and benefits	56,033	41,676
Other	24,716	19,445
Deal, transition and other costs	7,231	2,609
Total general and administrative expenses	87,980	63,730
Operating income	7,064	7,736
Interest expense, net	(1,897)	(1,332)
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest, Total	5,167	6,404
Income before income taxes	4,407	6,594
Net loss - noncontrolling interests	760	(190)
Income tax expense	(774)	(2,677)
Net Income (Loss) Attributable to Parent, Total	$ 3,633	$ 3,917
Per share amounts-basic:
Average shares outstanding (in shares)	12,695	10,089
Net income attributable to Almost Family, Inc. (in dollars per share)	$ 0.29	$ 0.39
Per share amounts-diluted:
Average shares outstanding (in shares)	12,937	10,260
Net income attributable to Almost Family, Inc. (in dollars per share)	$ 0.28	$ 0.38

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Apr. 01, 2016
Cash flows of operating activities:
Net income attributable to Almost Family, Inc.	$ 3,633	$ 3,917
Net loss attributable to noncontrolling interest	(760)	190
Net income	4,393	3,727
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	1,533	985
Provision for uncollectible accounts	3,564	3,845
Stock-based compensation	767	717
Loan cost amortization	250	65
Deferred income taxes	1,458	2,166
Net cash provided by operating activities	11,965	11,505
Change in certain net assets and liabilities, net of the effects of acquisitions:
Accounts receivable	(9,536)	(3,571)
Prepaid expenses and other current assets	(1,009)	(257)
Other assets	(721)	(334)
Accounts payable and accrued expenses	6,332	(1,735)
Net cash provided by operating activities	7,031	5,608
Cash flows of investing activities:
Capital expenditures	(895)	(969)
Transaction deposit	128,930
Acquisitions, net of cash acquired	(129,144)	(24,229)
Net cash used in investing activities	(1,109)	(25,198)
Cash flows of financing activities:
Credit facility borrowings	55,276	78,011
Credit facility repayments	(200,461)	(58,626)
Proceeds from stock offering, net	143,937
Proceeds from stock option exercises	1,143
Purchase of common stock in connection with share awards	(2,036)	(396)
Tax impact of share awards		214
Net cash provided by (used in) provided by financing activities	(2,141)	19,203
Net change in cash and cash equivalents	3,781	(387)
Cash and cash equivalents at beginning of period	10,110	7,522
Cash and cash equivalents at end of period	$ 13,891	$ 7,135

Accounting Policies

Accounting Policies	3 Months Ended
	Mar. 31, 2017
Accounting Policies
Accounting Policies	ALMOST FAMILY, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIA (Unless otherwise indicated, all dollars and share amounts are in thousands, except per share data) 1. Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements for the quarters ended March 31, 2017 and April 1, 2016, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to such rules and regulations. Accordingly, the reader of this Form 10-Q is referred to Almost Family, Inc.’s (the “Company”) Annual Report on Form 10-K for the year ended December 30, 2016 for further information. In the opinion of management of the Company, the accompanying unaudited consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position at March 31, 2017, and the results of operations and cash flows for the quarters ended March 31, 2017 and April 1, 2016. The results of operations for the quarter ended March 31, 2017 are not necessarily indicative of the operating results for the year. On the first day of 2017, the Company acquired an 80% controlling interest in the entity holding the home health and hospice assets of Community Health Systems, Inc. (NYSE: CYH) (“CHS-JV”). Community Health Systems, Inc. ("CHS") is one of the largest publicly-traded hospital companies in the United States and a leading operator of general acute care hospitals in communities across the country. CHS retained the remaining 20%. With the completion of this transaction, the Company now operates 340 branches across 26 states including 74 separate home health agencies across 22 states and 15 separate hospice agencies across 7 states. The purchase price of $128.9 million was funded through borrowings on the Company's revolving credit facility, which resulted in a deposit in the December 30, 2016 balance sheet. The deposit was converted to purchase consideration at closing. The borrowing was subsequently repaid with proceeds from the Company’s stock offering on January 25, 2017. The final purchase price is subject to a working capital adjustment. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Recently Adopted Accounting Pronouncements The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) ASU 2016-09, Compensation – Stock Compensation (“ASU 2016-09”). Under the new guidance, the Company will recognize all excess tax benefits related to stock-based compensation as an income tax benefit in its consolidated statement of income and as an operating cash flow in its consolidated statement of cash flows (with other income tax cash flows). Previous guidance required recognition of those benefits as additional paid-in capital and classified those amounts as financing activity in the statement of cash flows. As a result, net income and operating cash flows for the quarter ended March 31, 2017 include excess tax benefits of approximately $1.0 million. Prior financial statements did not require adjustment under the new guidance. The future impact of adopting this new standard on the Company’s financial statements will be dependent on the timing and intrinsic value of future share-based compensation award exercises. The adoption of this standard is expected to increase the volatility of the income tax provision in the Company’s results of operations. Recently Issued Accounting Pronouncements Not Yet Adopted In January 2017, the FASB issued ASU 2017-01, Business Combinations (“Topic 805”), Clarifying the Definition of a Business (“ASU 2017-01”). ASU 2017-01 changes the definition of a business in an effort to assist entities with evaluating whether a set of transferred assets and activities is a business. The guidance will require an entity to evaluate whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, and thus is not a business combination. The guidance is effective for annual and interim impairment tests performed for periods beginning after December 15, 2019. The Company is currently evaluating the impact of ASU 2017-01. In January 2017, the FASB issued ASU 2017-04, Intangible – Goodwill and Other, Simplifying the Test for Goodwill Impairment, (“ASU 2017-04”) that simplifies the measurement for goodwill impairment into a single step. The guidance eliminates Step 2 of the goodwill impairment test that required a hypothetical purchase price allocation of an implied fair value of goodwill to measure a goodwill impairment charge. Under the new guidance, entities failing Step 1 of the goodwill impairment test will always record an impairment charge based on the excess of a reporting unit’s carrying amount over it fair value. ASU 2017-04 does not change Step 1 guidance. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods in those years. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company is currently evaluating the impact of ASU 2017-01. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows, Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 clarifies how entities should classify certain cash receipts and cash payments on the statement of cash flows. It also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. ASU 2016-15 is effective for annual reporting periods beginning after December 15, 2017, and interim periods within those years. Early adoption is permitted. The Company is currently evaluating the impact ASU 2016-15 will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 requires lessees to recognize assets and liabilities on their balance sheet related to the rights and obligations created by most leases, while continuing to recognize expenses on their income statements over the lease term. It will also require disclosures designed to give financial statement users information regarding the amount, timing, and uncertainty of cash flows arising from leases. The guidance is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted for all entities. The Company is currently evaluating the impact ASU 2016-02 will have on its consolidated financial statements and associated disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“Topic 606”). Topic 606 affects virtually all aspects of an entity’s revenue recognition, including determining the measurement of revenue and the timing of when it is recognized for the transfer of goods or services to customers. Topic 606 is effective for annual reporting periods beginning after December 15, 2017. The Company is continuing to evaluating Topic 606, but does not initially foresee a material impact from the adoption of Topic 606 on its 2018 financial position and results of operations. Net (Gain) Loss Attributable to Noncontrolling Interest Noncontrolling interest represents the ownership interests of minority shareholders in operating results of the period. The following details the minority shareholders’ interest that is excluded from the Consolidated Statements of Income. March 31, 2017 April 1, 2016 CHS-JV $ (941) $ — Other 181 190 Net (gain) loss attributable to noncontrolling interests $ (760) $ 190

Segment Data

Segment Data	3 Months Ended
	Mar. 31, 2017
Segment Data
Segment Data	2. Segment Data In the first quarter in 2017, the Company redefined its reporting segments to include a) Home Health (HH) formerly Visiting Nurse, b) Other Home-Based Services (OHBS) which includes all other home care services outside of Home Health services and c) the Healthcare Innovations (HCI) segment. The OHBS segment consists of the historical Personal Care (“PC” or “Personal Care”) operations plus hospice services. Prior year segment information has been reclassified to conform to the new segment definitions. In management’s opinion, this approach provides investors clarity for the largest segment, Home Health, and best aligns with the Company’s internal decision-making processes as viewed by the chief operating decision maker. Reportable segments have been identified based upon how management has organized the business by services provided to customers and how the chief operating decision maker manages the business and allocates resources, consistent with the criteria in ASC 280, Segment Reporting . Consistent with information given to the chief operating decision maker, the Company does not allocate certain expenses to the reportable segments. The Company evaluates the performance of its business segments based on operating income. Intercompany and intersegment transactions have been eliminated. The HH segment provides skilled medical services in patients’ homes largely to enable recipients to reduce or avoid periods of hospitalization and/or nursing home care. Approximately 95% of the HH segment revenues were generated from the Medicare program while the balance is generated from Medicaid and private insurance programs. The OHBS segment includes traditional PC services (generally provided by paraprofessional staff such as home health aides) which are generally of a custodial rather than skilled nature. PC revenues are generated on an hourly basis and are primarily from Medicaid (approximately 86% of PC revenues). Hospice services are largely provided in patients’ homes and generally require specialized hospice nursing skills. Hospice revenues are generated on a per diem basis and are primarily from Medicare (approximately 91% of hospice revenues). The Company’s HCI business segment is used to report on the Company’s developmental activities outside its HH and OHBS businesses. These activities are intended ultimately, whether directly or indirectly, to benefit the Company’s patients and payors through the enhanced provision of HH and OHBS. The activities all share a common goal of improving patient experiences and quality outcomes, while lowering costs. They include, but are not limited to, items such as: technology, information, population health management, risk-sharing, care-coordination and transitions, clinical advancements, enhanced patient engagement and informed clinical decision and technology enabled in-home clinical assessments. Quarter ended Consolidated March 31, 2017 April 1, 2016 Net service revenues: Home Health $ 151,155 $ 109,422 Other Home-Based Services 45,598 39,884 Healthcare Innovations 4,559 4,392 201,312 153,698 Operating income (loss) before corporate expenses: Home Health 19,882 15,041 Other Home-Based Services 3,814 3,671 Healthcare Innovations (343) (673) 23,353 18,039 Corporate expenses 9,058 7,694 Deal, transition and other costs 7,231 2,609 Operating income 7,064 7,736 Interest expense, net (1) (1,897) (1,332) Net (gain) loss - noncontrolling interests (760) 190 Net income before income taxes $ 4,407 $ 6,594 (1) Allocation of interest for the quarter ended March 31, 2017 was $1,006, $289 and $193 to the HH, OHBS and HCI segments, respectively, and $358, $358, and $378 to the HH, OHBS and HCI segments, respectively, for the quarter ended April 1, 2016.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	3 Months Ended
	Mar. 31, 2017
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets	3. Goodwill and Other Intangible Assets The Company conducts annual reviews of goodwill and other indefinite-lived intangible assets for impairment, or more frequently if circumstances indicate impairment may have occurred. Other intangible assets consist of certificates of need and licenses, trade names and non-compete agreements. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. Licenses, provider numbers, certificates of need and trade names have indefinite lives and are reviewed at least annually for possible impairment, or whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. The Company completed its most recent annual impairment test of goodwill and other indefinite-lived intangible assets as of December 30, 2016 and determined that no impairment existed. The following table summarizes the activity related to goodwill and other intangible assets for 2017: Other Intangible Assets Certificates of Need and Trade Non-compete Customer Goodwill Licenses Names Agreements Relationships Total Balances at December 30, 2016 $ 305,476 $ 51,432 $ 23,323 $ 620 $ 9,688 $ 85,063 Acquisitions 122,392 19,805 8,400 300 — 28,505 Amortization — — — (54) (127) (181) Balance at March 31, 2017 $ 427,868 $ 71,237 $ 31,723 $ 866 $ 9,561 $ 113,387 Acquisitions in the table relate to the acquisitions discussed further in Note 8, “Acquisitions.” The following table summarizes the Company’s goodwill and other intangible assets at March 31, 2017 by segment: Other Intangible Assets Certificates of Need and Trade Non-compete Customer Goodwill Licenses Names Agreements Relationships Total Home Health 316,216 67,057 21,598 350 — $ 89,005 Other Home-Based Services 75,003 4,180 5,195 64 — 9,439 Healthcare Innovations 36,649 — 4,930 452 9,561 14,943 March 31, 2017 balance $ 427,868 $ 71,237 $ 31,723 $ 866 $ 9,561 $ 113,387

Revolving Credit Facility

Revolving Credit Facility	3 Months Ended
	Mar. 31, 2017
Revolving Credit Facility
Revolving Credit Facility	4. Revolving Credit Facility The Company has a senior secured revolving credit facility with JPMorgan Chase Bank, N.A., as Administrative Agent, and certain other lenders (the “Facility”). The Facility provides a credit line of up to $350 million with a maturity date of December 3, 2021, and an “accordion” feature providing for potential future expansion of the Facility up to $150 million of additional borrowings upon further request and approval by a lender or lenders willing to extend such borrowings. Borrowings, other than letters of credit, under the Facility generally will bear interest at a varying rate equal to the London Interbank Offered Rate (“LIBOR”) plus a margin which varies from 1.50% to 2.75%, depending on the Company’s leverage ratio. The Facility is secured by substantially all assets and the assets and stock of the Company’s subsidiaries. The subsidiaries have also guaranteed the Facility. Debt issuance costs of $4.7 million were capitalized with the Facility and will be amortized to interest expense through December 2021. Borrowings under the Facility are subject to various covenants, including a maximum leverage ratio for all calculation dates ending on or before December 31, 2017, of 4.0 times earnings before interest, taxes, depreciation and amortization, as adjusted (“EBITDA”) plus “Acquired EBITDA” from pro-forma acquisitions as defined. The maximum leverage ratio steps down, to a maximum leverage ratio of 3.75 times EBITDA plus Acquired EBITDA for calculation dates after December 31, 2017, and on or before June 30, 2018, and to a maximum leverage ratio of 3.5 times EBITDA plus Acquired EBITDA for calculation dates on and after September 30, 2018. Borrowings under the revolving credit facility may be used for general corporate purposes, including acquisitions. On December 30, 2016, the Company borrowed approximately $128.9 million from the Facility to finance the CHS-JV transaction, which was classified as a Transaction deposit and was included in revolving credit facility in the December 30, 2016 Consolidated Balance Sheets. On December 31, 2016, the first day of the Company’s 2017 fiscal year, the Transaction deposit converted to purchase price with the closing of the CHS-JV acquisition. On January 25, 2017, the Company sold 3.5 million shares of common stock for net proceeds of $144.3 million, after deducting the estimated underwriting discounts and commissions and offering expenses, which were used to repay obligations under the Facility. As of March 31, 2017, the Company was in compliance with the various financial covenants. Application of the Facility’s borrowing formula as of March 31, 2017, would have permitted approximately $220 million to be used. The Company had irrevocable letters of credit totaling $14.7 million in connection with its self-insurance programs. The effective interest rates on the Company’s borrowings were 3.6% and 3.3% for the quarters ended March 31, 2017 and April 1, 2016, respectively.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2017
Fair Value Measurements
Fair Value Measurements	5. Fair Value Measurements The Company’s financial instruments consist of cash, accounts receivable, payables and debt instruments. The carrying values of cash, accounts receivable and payables are considered representative of their respective fair values due to the short-term nature of these instruments. The fair value of the Company’s debt instruments approximates their carrying values as substantially all of such debt instruments have rates which fluctuate with changes in market rates. The Company does not have any assets or liabilities carried at fair value that are measured on a recurring basis.

Earnings per Common Share

Earnings per Common Share	3 Months Ended
	Mar. 31, 2017
Earnings per Common Share
Earnings per Common Share	6. Earnings per Common Share A reconciliation of the weighted average shares outstanding used in the calculation of basic and diluted earnings per common share is as follows: Quarter ended March 31, 2017 April 1, 2016 Basic weighted average outstanding shares 12,695 10,089 Add common equivalent shares representing shares issuable upon exercise of dilutive awards 242 171 Diluted weighted average number of shares 12,937 10,260 Anti-dilutive shares excluded from calculation 139 134

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies
Commitments and Contingencies	7. Commitments and Contingencies Insurance Programs The Company bears significant insurance risk under its large-deductible workers’ compensation insurance program and its self-insured employee health program. Under the workers’ compensation insurance program, the Company bears risk up to $0.4 million per incident, after which stop-loss coverage is maintained. The Company purchases stop-loss insurance for the employee health plan that places a specific limit, generally $0.3 million, on its exposure for any individual covered life. Malpractice and general patient liability claims for incidents which may give rise to litigation have been asserted against the Company by various claimants. The claims are in various stages of processing and some may ultimately be brought to trial. The Company is aware of incidents that have occurred through March 31, 2017 that may result in the assertion of additional claims. The Company currently carries professional and general liability insurance coverage (on a claims made basis) for this exposure with no deductible. The Company also carries D&O coverage (also on a claims made basis) for potential claims against the Company’s directors and officers, including securities actions, with deductibles ranging from $0.2 million to $0.5 million per claim. The Company records estimated liabilities for its insurance programs based on information provided by the third-party plan administrators, historical claims experience, the life cycle of claims, expected costs of claims incurred but not paid, and expected costs to settle unpaid claims. The Company monitors its estimated insurance-related liabilities and recoveries, if any, on a monthly basis and records amounts due under insurance policies in other current assets, while recording the estimated carrier liability in other current liabilities. As facts change, it may become necessary to make adjustments that could be material to the Company’s results of operations and financial condition. Legal Proceedings The Company is currently, and from time to time, subject to claims and suits arising in the ordinary course of its business, including claims for damages for personal injuries. In the opinion of management, after discussions with legal counsel, the ultimate resolution of any of these ordinary course pending claims and legal proceedings will not have a material effect on the Company’s financial position or results of operations.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2017
Acquisitions
Acquisitions	8. Acquisitions CHS-JV Acquisition The acquisition of CHS-JV closed on the Company’s first day of fiscal 2017. As a result, the Company’s first quarter ended March 31, 2017 included a full quarter of revenues, operating income and deal and transaction costs of approximately $49.6 million, $9.3 million and $2.4 million, respectively. Comparable unaudited pro forma first quarter CHS-JV operating results for 2016 totaled revenue and operating income of $49.1 million and $2.4 million, respectively. Unaudited pro forma information is for illustrative purposes only and may not be indicative of the results of operations that would have actually occurred if the transaction described had been completed as of the beginning of 2016. In addition, future results may vary from the results reflected in such information. The following table summarizes the preliminary estimates of fair values of the assets acquired and liabilities assumed in the CHS-JV acquisition: Purchase Price Allocation Accounts receivable, net $ 21,020 Prepaids and other assets 705 Property, plant & equipment 3,323 Goodwill 122,382 Intangibles 28,300 Assets acquired 175,730 Liabilities assumed (14,759) Non-controlling interest (32,042) Net assets acquired $ 128,929 Goodwill arising from the CHS-JV transaction is based upon expected contributions to the overall corporate strategy in addition to synergies and acquired workforce, which are not separable from goodwill. Revenues and goodwill associated with this transaction are assigned to the Home Health and Other Home-Based Services segments. Amortizable goodwill and intangibles acquired in the CHS-JV acquisition are expected to be tax deductible. Other Acquisitions During the third quarter of 2016, one of the Company’s HCI subsidiaries redeemed certain outstanding shares increasing the Company's ownership percentage to 72.0% from 61.5%. On June 18, 2016, the Company acquired certain home health agency assets primarily in Wisconsin, but also in Connecticut and Kentucky (collectively, the Wisconsin acquisition). The purchase price was $6.1 million, funded through borrowings on the Company’s bank credit facility. The post-acquisition operating results of these agencies are primarily reported in the Company’s OHBS segment. No accounts receivable were acquired. On January 5, 2016, the Company acquired 100% of the equity of Long Term Solutions, Inc. (“LTS”). LTS is a provider of in-home nursing assessments for the long-term care insurance industry. LTS provides assessments in all 50 U.S. states and a number of foreign countries. The purchase price of $37 million was funded through borrowings on the Company’s bank credit facility, seller notes and issuance of the Company’s common stock. The Company expects goodwill from this transaction to be deductible for tax purposes. Approximately 74% of LTS’s 2016 revenue was from two customers. LTS’s post-acquisition operating results are reported in the Company’s HCI business segment. On January 5, 2016, the Company purchased the assets of a Medicare-certified home health agency owned by Bayonne Visiting Nurse Association (“Bayonne”) located in New Jersey. The purchase price was $4.1 million. Bayonne’s post-acquisition operating results are reported in the Company’s HH segment.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2017
Income Taxes
Income Taxes	9. Income Taxes The Company’s effective income tax rate for the quarter ended March 31, 2017 and April 1, 2016 was approximately 17.6% and 40.5%, respectively. The lower effective income tax rate for the first quarter of 2017 was due to a change in accounting for excess tax benefits from the exercise of stock options and vesting of restricted shares. Previously, accounting guidance recorded this effect to Additional paid-in capital. Future periods with option exercises or restricted stock vesting will have a lower tax provision. See Note 1 for additional discussion of the new accounting guidance. Accounting principles generally accepted in the United States prescribe a recognition threshold and measurement attribute for the accounting and financial statement disclosure of tax positions taken or expected to be taken in a tax return. The evaluation of a tax position is a two-step process. The first step requires the Company to determine whether it is more likely than not that a tax position will be sustained upon examination based on the technical merits of the position. The second step requires the Company to recognize in the financial statements each tax position that meets the more likely than not criteria, measured at the amount of benefit that has a greater than 50% likelihood of being realized. The Company had $3.6 million of unrecognized tax benefits at March 31, 2017, the total amount of which, if recognized, would affect the tax rate. The Company includes the full amount of unrecognized tax benefits in other liabilities in the Consolidated Balance Sheets. Additionally, the Company may from time to time be assessed interest and penalties by tax jurisdictions. Any such assessments historically have been immaterial to the Company’s financial results and are classified as other general and administrative expenses in the consolidated statements of income.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2017
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY	10. Stockholders’ Equity Stock Transaction On January 19, 2017, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, pursuant to which the Company agreed to issue and sell to the Underwriters a total of 3,000 shares of the Company’s common stock, par value $0.10 per share, plus an option to purchase up to 450 additional shares of common stock (“the Offering”), in a registered public offering pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-204584). On January 25, 2017, the Company sold 3,450 shares of common stock at $44.50 per share under the shelf registration statement for gross proceeds of approximately $153.5 million. Net proceeds were approximately $144.3 million after deducting the estimated underwriting discounts and commissions and offering expenses. Proceeds from the Offering were used to repay obligations under the revolving credit facility, which increased credit available under the Facility from approximately $78.6 million at December 30, 2016 to approximately $204 million after the Offering. Further, the Company incurred $0.4 million in profession fees related to the Offering that were recorded to additional paid-in capital.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2017
Subsequent Events
Subsequent Events	11. Subsequent Events On May 8, 2017, the Company’s shareholders approved the 2017 Stock and Incentive Compensation Plan (“2017 Plan”). The 2017 Plan will immediately terminate the right to make additional grants under the 2013 and 2007 Stock and Incentive Compensation Plans. Awards previously granted under those programs will remain outstanding under previous terms.

Summary of Accounting Policies

Summary of Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Accounting Policies
Basis of Accounting, Policy [Policy Text Block]	Basis of Presentation The accompanying unaudited consolidated financial statements for the quarters ended March 31, 2017 and April 1, 2016, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to such rules and regulations. Accordingly, the reader of this Form 10-Q is referred to Almost Family, Inc.’s (the “Company”) Annual Report on Form 10-K for the year ended December 30, 2016 for further information. In the opinion of management of the Company, the accompanying unaudited consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position at March 31, 2017, and the results of operations and cash flows for the quarters ended March 31, 2017 and April 1, 2016. The results of operations for the quarter ended March 31, 2017 are not necessarily indicative of the operating results for the year.
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements for the quarters ended March 31, 2017 and April 1, 2016, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to such rules and regulations. Accordingly, the reader of this Form 10-Q is referred to Almost Family, Inc.’s (the “Company”) Annual Report on Form 10-K for the year ended December 30, 2016 for further information. In the opinion of management of the Company, the accompanying unaudited consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position at March 31, 2017, and the results of operations and cash flows for the quarters ended March 31, 2017 and April 1, 2016. The results of operations for the quarter ended March 31, 2017 are not necessarily indicative of the operating results for the year.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
New Accounting Pronouncements	Recently Adopted Accounting Pronouncements The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) ASU 2016-09, Compensation – Stock Compensation (“ASU 2016-09”). Under the new guidance, the Company will recognize all excess tax benefits related to stock-based compensation as an income tax benefit in its consolidated statement of income and as an operating cash flow in its consolidated statement of cash flows (with other income tax cash flows). Previous guidance required recognition of those benefits as additional paid-in capital and classified those amounts as financing activity in the statement of cash flows. As a result, net income and operating cash flows for the quarter ended March 31, 2017 include excess tax benefits of approximately $1.0 million. Prior financial statements did not require adjustment under the new guidance. The future impact of adopting this new standard on the Company’s financial statements will be dependent on the timing and intrinsic value of future share-based compensation award exercises. The adoption of this standard is expected to increase the volatility of the income tax provision in the Company’s results of operations. Recently Issued Accounting Pronouncements Not Yet Adopted In January 2017, the FASB issued ASU 2017-01, Business Combinations (“Topic 805”), Clarifying the Definition of a Business (“ASU 2017-01”). ASU 2017-01 changes the definition of a business in an effort to assist entities with evaluating whether a set of transferred assets and activities is a business. The guidance will require an entity to evaluate whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, and thus is not a business combination. The guidance is effective for annual and interim impairment tests performed for periods beginning after December 15, 2019. The Company is currently evaluating the impact of ASU 2017-01. In January 2017, the FASB issued ASU 2017-04, Intangible – Goodwill and Other, Simplifying the Test for Goodwill Impairment, (“ASU 2017-04”) that simplifies the measurement for goodwill impairment into a single step. The guidance eliminates Step 2 of the goodwill impairment test that required a hypothetical purchase price allocation of an implied fair value of goodwill to measure a goodwill impairment charge. Under the new guidance, entities failing Step 1 of the goodwill impairment test will always record an impairment charge based on the excess of a reporting unit’s carrying amount over it fair value. ASU 2017-04 does not change Step 1 guidance. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods in those years. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company is currently evaluating the impact of ASU 2017-01. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows, Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 clarifies how entities should classify certain cash receipts and cash payments on the statement of cash flows. It also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. ASU 2016-15 is effective for annual reporting periods beginning after December 15, 2017, and interim periods within those years. Early adoption is permitted. The Company is currently evaluating the impact ASU 2016-15 will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 requires lessees to recognize assets and liabilities on their balance sheet related to the rights and obligations created by most leases, while continuing to recognize expenses on their income statements over the lease term. It will also require disclosures designed to give financial statement users information regarding the amount, timing, and uncertainty of cash flows arising from leases. The guidance is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted for all entities. The Company is currently evaluating the impact ASU 2016-02 will have on its consolidated financial statements and associated disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“Topic 606”). Topic 606 affects virtually all aspects of an entity’s revenue recognition, including determining the measurement of revenue and the timing of when it is recognized for the transfer of goods or services to customers. Topic 606 is effective for annual reporting periods beginning after December 15, 2017. The Company is continuing to evaluating Topic 606, but does not initially foresee a material impact from the adoption of Topic 606 on its 2018 financial position and results of operations. Net (Gain) Loss Attributable to Noncontrolling Interest Noncontrolling interest represents the ownership interests of minority shareholders in operating results of the period. The following details the minority shareholders’ interest that is excluded from the Consolidated Statements of Income. March 31, 2017 April 1, 2016 CHS-JV $ (941) $ — Other 181 190 Net (gain) loss attributable to noncontrolling interests $ (760) $ 190

ACCOUNTING POLICIES (Tables)

ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2017
Accounting Policies
Schedule of Net (Gain) Loss attributable to NCI	The following details the minority shareholders’ interest that is excluded from the Consolidated Statements of Income. March 31, 2017 April 1, 2016 CHS-JV $ (941) $ — Other 181 190 Net (gain) loss attributable to noncontrolling interests $ (760) $ 190

Segment Data (Tables)

Segment Data (Tables)	3 Months Ended
	Mar. 31, 2017
Segment Data
Summary of segment data	Quarter ended Consolidated March 31, 2017 April 1, 2016 Net service revenues: Home Health $ 151,155 $ 109,422 Other Home-Based Services 45,598 39,884 Healthcare Innovations 4,559 4,392 201,312 153,698 Operating income (loss) before corporate expenses: Home Health 19,882 15,041 Other Home-Based Services 3,814 3,671 Healthcare Innovations (343) (673) 23,353 18,039 Corporate expenses 9,058 7,694 Deal, transition and other costs 7,231 2,609 Operating income 7,064 7,736 Interest expense, net (1) (1,897) (1,332) Net (gain) loss - noncontrolling interests (760) 190 Net income before income taxes $ 4,407 $ 6,594 (1) Allocation of interest for the quarter ended March 31, 2017 was $1,006, $289 and $193 to the HH, OHBS and HCI segments, respectively, and $358, $358, and $378 to the HH, OHBS and HCI segments, respectively, for the quarter ended April 1, 2016

Goodwill and Other Intangible20

Goodwill and Other Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2017
Goodwill and Other Intangible Assets
Schedule of activity summary related to goodwill and intangible assets	The following table summarizes the activity related to goodwill and other intangible assets for 2017: Other Intangible Assets Certificates of Need and Trade Non-compete Customer Goodwill Licenses Names Agreements Relationships Total Balances at December 30, 2016 $ 305,476 $ 51,432 $ 23,323 $ 620 $ 9,688 $ 85,063 Acquisitions 122,392 19,805 8,400 300 — 28,505 Amortization — — — (54) (127) (181) Balance at March 31, 2017 $ 427,868 $ 71,237 $ 31,723 $ 866 $ 9,561 $ 113,387 Acquisitions in the table relate to the acquisitions discussed further in Note 8, “Acquisitions.”
Summary of the activity and segment-wise information related to goodwill and other intangible assets	The following table summarizes the Company’s goodwill and other intangible assets at March 31, 2017 by segment: Other Intangible Assets Certificates of Need and Trade Non-compete Customer Goodwill Licenses Names Agreements Relationships Total Home Health 316,216 67,057 21,598 350 — $ 89,005 Other Home-Based Services 75,003 4,180 5,195 64 — 9,439 Healthcare Innovations 36,649 — 4,930 452 9,561 14,943 March 31, 2017 balance $ 427,868 $ 71,237 $ 31,723 $ 866 $ 9,561 $ 113,387

Earnings per Common Share (Tabl

Earnings per Common Share (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings per Common Share
Schedule of reconciliation of the weighted average shares outstanding used in the calculation of basic and diluted earnings per common share	Quarter ended March 31, 2017 April 1, 2016 Basic weighted average outstanding shares 12,695 10,089 Add common equivalent shares representing shares issuable upon exercise of dilutive awards 242 171 Diluted weighted average number of shares 12,937 10,260 Anti-dilutive shares excluded from calculation 139 134

Acquisitions (Tables)

Acquisitions (Tables)	3 Months Ended
	Mar. 31, 2017
Acquisitions
Summary of estimated fair values of the assets acquired and liabilities assumed	The following table summarizes the preliminary estimates of fair values of the assets acquired and liabilities assumed in the CHS-JV acquisition: Purchase Price Allocation Accounts receivable, net $ 21,020 Prepaids and other assets 705 Property, plant & equipment 3,323 Goodwill 122,382 Intangibles 28,300 Assets acquired 175,730 Liabilities assumed (14,759) Non-controlling interest (32,042) Net assets acquired $ 128,929

ACCOUNTING POLICIES - Basis of

ACCOUNTING POLICIES - Basis of Consolidation - (Details) $ in Thousands	Jan. 01, 2017USD ($)statelocation	Jan. 05, 2016USD ($)	Mar. 31, 2017USD ($)	Apr. 01, 2016USD ($)
Basis of Presentation
Amortization of debt issuance costs | $			$ 250	$ 65
Community Health Systems Inc.
Basis of Presentation
Interest acquired (as a percent)	80.00%
Ownership percentage retained	20
Number of home health agencies | location	74
Number of states having home health agencies | state	22
Number of states having hospice agencies | state	7
Number of hospice agencies | location	15
Number of states | state	26
Number of branches operated | location	340
Purchase price | $	$ 128,900
LTS
Basis of Presentation
Interest acquired (as a percent)		100.00%
Purchase price | $		$ 37,000

Accounting Policies (Details)

Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Apr. 01, 2016
Noncontrolling Interest [Line Items]
Net Income (Loss) Attributable to Noncontrolling Interest	$ 760	$ (190)
C H S Home Health
Noncontrolling Interest [Line Items]
Net Income (Loss) Attributable to Noncontrolling Interest	(941)
Other
Noncontrolling Interest [Line Items]
Net Income (Loss) Attributable to Noncontrolling Interest	$ 181	$ 190

Segment Data (Details)

Segment Data (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Apr. 01, 2016
Sales revenue
Net service revenues	$ 201,312	$ 153,698
Operating income before corporate expenses	23,353	18,039
Operating income (loss) before noncontrolling interest	4,407	6,594
Corporate expenses	9,058	7,694
Deal transition and other	7,231	2,609
Operating income	7,064	7,736
Interest expense, net	(1,897)	(1,332)
Net loss - noncontrolling interests	760	(190)
Income before income taxes	4,407	6,594
Visiting Nurse
Sales revenue
Net service revenues	151,155	109,422
Operating income before corporate expenses	19,882	15,041
Interest expense, net	1,006	358
Other Home Based Care
Sales revenue
Net service revenues	45,598	39,884
Operating income before corporate expenses	3,814	3,671
Personal Care
Sales revenue
Interest expense, net	289	358
Healthcare Innovations
Sales revenue
Net service revenues	4,559	4,392
Operating income before corporate expenses	(343)	(673)
Interest expense, net	$ 193	$ 378
Medicaid and other government programs | Personal Care
Segment data
Segment revenues (as a percent)	86.00%

Goodwill and Other Intangible26

Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 30, 2016
Activity related to goodwill and other intangible assets
Impairment loss on goodwill and other intangible assets		$ 0
Goodwill
Balance at the beginning of the period	$ 305,476
Additions	122,392
Balance at the end of the period	427,868	305,476
Other Intangible Assets
Balance at the beginning of the period	85,063
Additions	28,505
Amortization	(181)
Balance at the end of the period	113,387	85,063
Visiting Nurse
Goodwill
Balance at the end of the period	316,216
Other Intangible Assets
Balance at the end of the period	89,005
Personal Care
Goodwill
Balance at the end of the period	75,003
Other Intangible Assets
Balance at the end of the period	9,439
Healthcare Innovations
Goodwill
Balance at the end of the period	36,649
Other Intangible Assets
Balance at the end of the period	14,943
Non-compete Agreements
Other Intangible Assets
Balance at the beginning of the period	620
Additions	300
Amortization	(54)
Balance at the end of the period	866	620
Non-compete Agreements | Visiting Nurse
Other Intangible Assets
Balance at the end of the period	350
Non-compete Agreements | Personal Care
Other Intangible Assets
Balance at the end of the period	64
Non-compete Agreements | Healthcare Innovations
Other Intangible Assets
Balance at the end of the period	452
Customer Relationships
Other Intangible Assets
Balance at the beginning of the period	9,688
Amortization	(127)
Balance at the end of the period	9,561	9,688
Customer Relationships | Healthcare Innovations
Other Intangible Assets
Balance at the end of the period	9,561
Certificates of Need and Licenses
Other Intangible Assets
Balance at the beginning of the period	51,432
Additions	19,805
Balance at the end of the period	71,237	51,432
Certificates of Need and Licenses | Visiting Nurse
Other Intangible Assets
Balance at the end of the period	67,057
Certificates of Need and Licenses | Personal Care
Other Intangible Assets
Balance at the end of the period	4,180
Trade Names
Other Intangible Assets
Balance at the beginning of the period	23,323
Additions	8,400
Balance at the end of the period	31,723	$ 23,323
Trade Names | Visiting Nurse
Other Intangible Assets
Balance at the end of the period	21,598
Trade Names | Personal Care
Other Intangible Assets
Balance at the end of the period	5,195
Trade Names | Healthcare Innovations
Other Intangible Assets
Balance at the end of the period	$ 4,930

Revolving Credit Facility (Deta

Revolving Credit Facility (Details) - USD ($) $ in Thousands, shares in Millions	Jan. 25, 2017	Mar. 31, 2017	Jan. 26, 2017	Dec. 30, 2016	Apr. 01, 2016
Revolving credit facility
Credit line		$ 350,000	$ 204,000	$ 78,600
Revolving credit facility		117,226		262,456
Transaction deposit				128,930
Shares sold	3.5
Net proceeds	$ 144,300
Borrowing capacity permitted to be used per formula		220,000
Irrevocable letters of credit outstanding		$ 14,700
Effective interest rate (as a percent)		3.60%			3.30%
Revolving Credit Facility.
Revolving credit facility
Accordion feature in credit facility		$ 150,000
Debt issuance costs		$ 4,700
Revolving Credit Facility. | LIBOR | Minimum
Revolving credit facility
Interest rate margin (as a percent)		1.50%
Revolving Credit Facility. | LIBOR | Maximum
Revolving credit facility
Interest rate margin (as a percent)		2.75%
Community Health Systems Inc.
Revolving credit facility
Transaction deposit				$ 128,900

Earnings per Common Share (Deta

Earnings per Common Share (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2017	Apr. 01, 2016
Earnings per Common Share
Basic weighted average outstanding shares	12,695	10,089
Dilutive effect of outstanding compensation awards	242	171
Diluted weighted average number of shares	12,937	10,260
Anti-dilutive shares excluded from calculation	139	134

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Thousands	Mar. 31, 2017USD ($)
Large-deductible workers' compensation insurance program | Maximum
Insurance Programs
Insurance program, Company's risk per incident	$ 400
Self-insured employee health program
Insurance Programs
Insurance program, Company's risk per individual covered life	300
Professional liability
Insurance Programs
Insurance program, Company's risk per claim	0
General liability
Insurance Programs
Insurance program, Company's risk per claim	0
D&O coverage | Minimum
Insurance Programs
Insurance program, Company's risk per claim	200
D&O coverage | Maximum
Insurance Programs
Insurance program, Company's risk per claim	$ 500

Acquisitions (Details)

Acquisitions (Details)	Jan. 01, 2017USD ($)	Jun. 18, 2016USD ($)	Jan. 05, 2016USD ($)customer	Mar. 31, 2017USD ($)	Apr. 01, 2016USD ($)	Dec. 30, 2016USD ($)	Jul. 01, 2016
Acquisitions
Revenues				$ 201,312,000	$ 153,698,000
Operating income				7,064,000	7,736,000
Approximate fair value estimates of the assets acquired and liabilities assumed
Goodwill				427,868,000		$ 305,476,000
LTS
Approximate fair value estimates of the assets acquired and liabilities assumed
Interest acquired (as a percent)			100.00%
Concentrations (as a percent)			74.00%
Number of customers | customer			2
Purchase price			$ 37,000,000
Bayonne
Approximate fair value estimates of the assets acquired and liabilities assumed
Purchase price			$ 4,100,000
The Wisconsin acquisition
Approximate fair value estimates of the assets acquired and liabilities assumed
Accounts receivable		$ 0
Purchase price		$ 6,100,000
Community Health Systems Inc.
Acquisitions
Revenues				49,600,000
Operating income				9,300,000
Deal and transition costs incurred				2,400,000
Approximate fair value estimates of the assets acquired and liabilities assumed
Accounts receivable				21,020,000
Prepaids and other assets				705,000
Property, plant & equipment				3,323,000
Goodwill				122,382,000
Intangibles				28,300,000
Assets acquired				175,730,000
Liabilities assumed				(14,759,000)
Non-controlling interest				(32,042,000)
Net assets acquired				128,929,000
Interest acquired (as a percent)	80.00%
Purchase price	$ 128,900,000
Healthcare Innovations
Acquisitions
Revenues				4,559,000	$ 4,392,000
Approximate fair value estimates of the assets acquired and liabilities assumed
Goodwill				$ 36,649,000
Interest acquired (as a percent)				72.00%			61.50%

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Apr. 01, 2016
Income Taxes
Effective income tax rates (as a percent)	17.60%	40.50%
Uncertain tax positions	$ 3.6
Changes in unrecognized tax benefits
Balance	$ 3.6

STOCKHOLDERS' EQUITY - Employee

STOCKHOLDERS' EQUITY - Employee Stock Incentive Plans - (Details) - USD ($) $ / shares in Units, $ in Thousands	Jan. 25, 2017	Jan. 19, 2017	Mar. 31, 2017	Jan. 26, 2017	Dec. 30, 2016
STOCKHOLDERS' EQUITY
Shares issued to underwriters	3,450	3,000
Common stock, par value (in dollars per share)		$ 0.10	$ 0.10		$ 0.10
Additional shares available to purchase		450
Share Price	$ 44.50
Gross proceeds	$ 153,500
Proceeds from Issuance of Common Stock	144,300		$ 143,937
Line of Credit Facility, Maximum Borrowing Capacity			$ 350,000	$ 204,000	$ 78,600
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	$ 400