Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 2-May-14 | |
Document Documentand Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'STERICYCLE INC | ' |
Entity Central Index Key | '0000861878 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'SRCL | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 84,690,834 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ' | ' |
Cash and cash equivalents | $43,058 | $61,991 |
Short-term investments | 353 | 413 |
Accounts receivable, less allowance for doubtful accounts of $18,687 in 2014 and $19,134 in 2013 | 383,304 | 388,996 |
Deferred income taxes | 14,401 | 18,031 |
Prepaid expenses | 25,807 | 28,379 |
Other current assets | 35,963 | 37,279 |
Total Current Assets | 502,886 | 535,089 |
Property, plant and equipment, net | 359,329 | 358,967 |
Goodwill | 2,240,597 | 2,231,582 |
Intangible assets, less accumulated amortization of $95,451 in 2014 and $88,098 in 2013 | 724,978 | 720,035 |
Other assets | 37,789 | 37,124 |
Total Assets | 3,865,579 | 3,882,797 |
Current liabilities: | ' | ' |
Current portion of long-term debt | 124,307 | 150,380 |
Accounts payable | 94,118 | 89,146 |
Accrued liabilities | 118,606 | 107,445 |
Deferred revenues | 21,998 | 18,826 |
Other current liabilities | 44,152 | 45,211 |
Total Current Liabilities | 403,181 | 411,008 |
Long-term debt, net of current portion | 1,246,071 | 1,280,663 |
Deferred income taxes | 398,909 | 396,119 |
Other liabilities | 31,871 | 27,469 |
Equity: | ' | ' |
Common stock (par value $.01 per share, 120,000,000 shares authorized, 85,008,833 issued and outstanding in 2014 and 85,500,037 issued and outstanding in 2013) | 850 | 855 |
Additional paid-in capital | 212,847 | 195,110 |
Accumulated other comprehensive loss | -57,128 | -56,468 |
Retained earnings | 1,611,780 | 1,610,964 |
Total Stericycle, Inc.’s Equity | 1,768,349 | 1,750,461 |
Noncontrolling interest | 17,198 | 17,077 |
Total Equity | 1,785,547 | 1,767,538 |
Total Liabilities and Equity | $3,865,579 | $3,882,797 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance for doubtful accounts | $18,687 | $19,134 |
Intangible assets, accumulated amortization | $95,451 | $88,098 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, issued | 85,008,833 | 85,500,037 |
Common stock, outstanding | 85,008,833 | 85,500,037 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
Revenues | $569,955 | $513,804 |
Costs and Expenses: | ' | ' |
Cost of revenues (exclusive of depreciation shown below) | 301,760 | 269,673 |
Depreciation - cost of revenues | 12,726 | 12,037 |
Selling, general and administrative expenses (exclusive of depreciation and amortization shown below) | 112,180 | 91,046 |
Depreciation – selling, general and administrative expenses | 3,315 | 2,809 |
Amortization | 7,315 | 6,642 |
Total Costs and Expenses | 437,296 | 382,207 |
Income from Operations | 132,659 | 131,597 |
Other Income (Expense): | ' | ' |
Interest income | 20 | 167 |
Interest expense | -14,918 | -13,546 |
Other expense, net | -700 | -1,013 |
Total Other Expense | -15,598 | -14,392 |
Income Before Income Taxes | 117,061 | 117,205 |
Income Tax Expense | 37,291 | 41,983 |
Net Income | 79,770 | 75,222 |
Less: Net Income Attributable to Noncontrolling Interests | 621 | 605 |
Net Income Attributable to Stericycle, Inc. | $79,149 | $74,617 |
Earnings Per Common Share Attributable to Stericycle, Inc. Common Shareholders: | ' | ' |
Basic | $0.93 | $0.87 |
Diluted | $0.91 | $0.85 |
Weighted Average Number of Common Shares Outstanding: | ' | ' |
Basic | 85,270,046 | 86,093,301 |
Diluted | 86,613,843 | 87,459,497 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Net income | $79,770 | $75,222 |
Other Comprehensive Income/ (Loss): | ' | ' |
Foreign currency translation adjustments | -1,109 | -22,955 |
Amortization of cash flow hedge into income, net of tax ($50 and $50) for the three-months ended March 31, 2014 and 2013, respectively) | 79 | 79 |
Total Other Comprehensive Income/ (Loss) | -1,030 | -22,876 |
Comprehensive Income | 78,740 | 52,346 |
Less: Comprehensive Income Attributable to Noncontrolling Interests | 251 | 734 |
Comprehensive Income Attributable to Stericycle, Inc. | $78,489 | $51,612 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Amortization of cash flow hedge into income, tax | $50 | $50 |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
OPERATING ACTIVITIES: | ' | ' |
Net income | $79,770 | $75,222 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Stock compensation expense | 4,672 | 4,047 |
Excess tax benefit of stock options exercised | -3,734 | -4,203 |
Depreciation | 16,041 | 14,846 |
Amortization | 7,315 | 6,642 |
Deferred income taxes | 6,175 | 10,407 |
Change in fair value of contingent consideration | 4,789 | 0 |
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures: | ' | ' |
Accounts receivable | 4,529 | -19,769 |
Accounts payable | 5,279 | 1,169 |
Accrued liabilities | 14,189 | 7,412 |
Deferred revenues | 2,642 | -1,345 |
Other assets and liabilities | 2,808 | 3,742 |
Net cash provided by operating activities | 144,475 | 98,170 |
INVESTING ACTIVITIES: | ' | ' |
Payments for acquisitions, net of cash acquired | -12,262 | -18,899 |
Payments for (Proceeds from) Investments | -1,947 | 20 |
Capital expenditures | -16,420 | -16,480 |
Net cash used in investing activities | -30,629 | -35,359 |
FINANCING ACTIVITIES: | ' | ' |
Repayments of long-term debt and other obligations | -12,430 | -9,996 |
Borrowings on foreign bank debt | 36,640 | 27,651 |
Repayments on foreign bank debt | -37,157 | -62,027 |
Borrowings on senior credit facility | 149,000 | 291,132 |
Repayments on senior credit facility | -203,377 | -337,683 |
Payments on capital lease obligations | -876 | -837 |
Purchases and cancellations of treasury stock | -76,914 | -7,160 |
Proceeds from issuance of common stock | 8,655 | 13,915 |
Excess tax benefit of stock options exercised | 3,734 | 4,203 |
Payments to noncontrolling interests | -97 | 0 |
Net cash used in financing activities | -132,822 | -80,802 |
Effect of exchange rate changes on cash and cash equivalents | 43 | -611 |
Net decrease in cash and cash equivalents | -18,933 | -18,602 |
Cash and cash equivalents at beginning of period | 61,991 | 31,324 |
Cash and cash equivalents at end of period | 43,058 | 12,722 |
NON-CASH ACTIVITIES: | ' | ' |
Issuances of obligations for acquisitions | $13,095 | $10,454 |
CONDENSED_CONSOLIDATED_STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (USD $) | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest |
In Thousands, except Share data, unless otherwise specified | ||||||
Beginning Balance at Dec. 31, 2012 | $1,557,323 | $860 | $116,720 | $1,463,277 | ($39,064) | $15,530 |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | 85,988,000 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Net income | 313,084 | ' | ' | 311,372 | ' | 1,712 |
Currency translation adjustment | -19,160 | ' | ' | ' | -17,718 | -1,442 |
Change in qualifying cash flow hedge, net of tax | 314 | ' | ' | ' | 314 | ' |
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | ' | 973,000 | ' | ' | ' | ' |
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 48,001 | 10 | 47,991 | ' | ' | ' |
Purchase/ cancellation of treasury stock (in shares) | ' | -1,461,000 | ' | ' | ' | ' |
Purchase/ cancellation of treasury stock | -163,700 | -15 | 0 | -163,685 | ' | ' |
Stock compensation expense | 17,457 | ' | 17,457 | ' | ' | ' |
Excess tax benefit of stock options exercised | 17,153 | ' | 17,153 | ' | ' | ' |
Noncontrolling interests attributable to acquisitions | 4,211 | ' | ' | ' | ' | 4,211 |
Reduction to noncontrolling interests due to additional ownership | -7,137 | ' | -4,211 | ' | ' | -2,926 |
Payments to noncontrolling interests | -8 | ' | ' | ' | ' | -8 |
Ending Balance at Dec. 31, 2013 | 1,767,538 | 855 | 195,110 | 1,610,964 | -56,468 | 17,077 |
Ending Balance (in shares) at Dec. 31, 2013 | 85,500,037 | 85,500,000 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Net income | 79,770 | ' | ' | 79,149 | ' | 621 |
Currency translation adjustment | -1,109 | ' | ' | ' | -739 | -370 |
Change in qualifying cash flow hedge, net of tax | 79 | ' | ' | ' | 79 | ' |
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | ' | 195,000 | ' | ' | ' | ' |
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 9,333 | 2 | 9,331 | ' | ' | ' |
Purchase/ cancellation of treasury stock (in shares) | -685,990 | -686,000 | ' | ' | ' | ' |
Purchase/ cancellation of treasury stock | -78,340 | -7 | 0 | -78,333 | ' | ' |
Stock compensation expense | 4,672 | ' | 4,672 | ' | ' | ' |
Excess tax benefit of stock options exercised | 3,734 | ' | 3,734 | ' | ' | ' |
Reduction to noncontrolling interests due to additional ownership | -130 | ' | ' | ' | ' | -130 |
Ending Balance at Mar. 31, 2014 | $1,785,547 | $850 | $212,847 | $1,611,780 | ($57,128) | $17,198 |
Ending Balance (in shares) at Mar. 31, 2014 | 85,008,833 | 85,009,000 | ' | ' | ' | ' |
BASIS_OF_PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
BASIS OF PRESENTATION | ' |
BASIS OF PRESENTATION | |
The accompanying condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. However, the Company believes the disclosures included in the accompanying condensed consolidated financial statements are adequate to make the information presented not misleading. In our opinion, all adjustments necessary for a fair presentation for the periods presented have been reflected and are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with the Stericycle, Inc. and Subsidiaries Consolidated Financial Statements and notes thereto for the year ended December 31, 2013, as filed with our Annual Report on Form 10-K for the year ended December 31, 2013. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results that may be achieved for the entire year ending December 31, 2014. | |
There were no material changes in the Company’s critical accounting policies since the filing of its 2013 Form 10-K. As discussed in the 2013 Form 10-K, the preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions that affect the amount of reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and revenues and expenses during the periods reported. Actual results may differ from those estimates. | |
We have evaluated subsequent events through the date of filing this quarterly report on Form 10-Q. No events have occurred that would require adjustment to or disclosure in the condensed consolidated financial statements. |
ACQUISITIONS_AND_DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Business Combinations [Abstract] | ' | |||||||
ACQUISITIONS AND DIVESTITURES | ' | |||||||
ACQUISITIONS AND DIVESTITURES | ||||||||
The following table summarizes the locations of our acquisitions for the three months ended March 31, 2014: | ||||||||
Acquisition Locations | 2014 | |||||||
United States | 2 | |||||||
Portugal | 3 | |||||||
Total | 5 | |||||||
During the quarter ended March 31, 2014, we completed five acquisitions. Domestically, we acquired selected assets of one regulated waste business and selected assets of one communication solutions business. Internationally, in Portugal, we acquired 100% of the stock of three regulated waste businesses. | ||||||||
The following table summarizes the aggregate purchase price paid for acquisitions and other adjustments of consideration to be paid for acquisitions during the three months ended March 31: | ||||||||
In thousands | ||||||||
Three Months Ended March 31 | ||||||||
2014 | 2013 | |||||||
Cash | $ | 12,262 | $ | 18,899 | ||||
Promissory notes | 12,654 | 7,310 | ||||||
Deferred consideration | 441 | 2,189 | ||||||
Contingent consideration | — | 955 | ||||||
Total purchase price | $ | 25,357 | $ | 29,353 | ||||
For financial reporting purposes, our 2014 and 2013 acquisitions were accounted for using the acquisition method of accounting. These acquisitions resulted in recognition of goodwill in our financial statements reflecting the premium paid to acquire businesses that we believe are complementary to our existing operations and fit our growth strategy. During the three months ended March 31, 2014, we recognized a net increase in goodwill of $10.8 million excluding the effect of foreign currency translation (see Note 9 – Goodwill and Other Intangible Assets, in the Notes to the Condensed Consolidated Financial Statements). A net increase of $12.3 million was assigned to our United States reportable segment, and a net decrease of $1.5 million was assigned to our International reportable segment. Approximately $9.0 million of the goodwill recognized during the three months ended March 31, 2014 will be deductible for income taxes. | ||||||||
During the three months ended March 31, 2014, we recognized a net increase in intangible assets from acquisitions of $14.3 million, excluding the effect of foreign currency translation. The changes include $8.9 million in the estimated fair value of acquired customer relationships with amortizable lives of 10 to 40 years, and $5.4 million in permits with indefinite lives. | ||||||||
The purchase prices for these acquisitions in excess of acquired tangible assets have been primarily allocated to goodwill and other intangibles and are preliminary, pending completion of certain intangible asset valuations and completion accounts. The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations during the three months ended March 31, 2014: | ||||||||
In thousands | ||||||||
Fixed assets | $ | 1,184 | ||||||
Intangibles | 14,277 | |||||||
Goodwill | 10,850 | |||||||
Net other assets/ (liabilities) | (460 | ) | ||||||
Debt | 321 | |||||||
Net deferred tax liabilities | (815 | ) | ||||||
Total purchase price allocation | $ | 25,357 | ||||||
During the three months ended March 31, 2014 and 2013, the Company incurred $3.2 million and $1.8 million, respectively, of acquisition related expenses. These expenses are included with "Selling, general and administrative expenses" ("SG&A") on our Condensed Consolidated Statements of Income. |
NEW_ACCOUNTING_STANDARDS
NEW ACCOUNTING STANDARDS | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
NEW ACCOUNTING STANDARDS | ' |
NEW ACCOUNTING STANDARDS | |
Accounting Standards Recently Adopted | |
Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists | |
On January 1, 2014, we adopted guidance on the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. An unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except in certain circumstances. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The assessment of whether a deferred tax asset is available is based on the unrecognized tax benefit and deferred tax asset that exist at the reporting date and should be made presuming disallowance of the tax position at the reporting date. For example, an entity should not evaluate whether the deferred tax asset expires before the statute of limitations on the tax position or whether the deferred tax asset may be used prior to the unrecognized tax benefit being settled. We are applying this guidance on a prospective basis. The implementation of this guidance did not affect our results of operations or financial liquidity. |
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||||
FAIR VALUE MEASUREMENTS | ||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | ||||||||||||||||
Level 1 – Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | ||||||||||||||||
Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. | ||||||||||||||||
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of assets and liabilities and their placement within the fair value hierarchy levels. The impact of our creditworthiness has been considered in the fair value measurements noted below. In addition, the fair value measurement of a liability must reflect the nonperformance risk of an entity. | ||||||||||||||||
In thousands | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Total as of | Level 1 | Level 2 | Level 3 | |||||||||||||
March 31, 2014 | Inputs | Inputs | Inputs | |||||||||||||
Assets: | ||||||||||||||||
Cash and cash equivalents | $ | 43,058 | $ | 43,058 | $ | — | $ | — | ||||||||
Short-term investments | 353 | 353 | — | — | ||||||||||||
Total assets | $ | 43,411 | $ | 43,411 | $ | — | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Contingent consideration | $ | 17,482 | $ | — | $ | — | $ | 17,482 | ||||||||
Total liabilities | $ | 17,482 | $ | — | $ | — | $ | 17,482 | ||||||||
In thousands | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Total as of | Level 1 | Level 2 | Level 3 | |||||||||||||
December 31, 2013 | Inputs | Inputs | Inputs | |||||||||||||
Assets: | ||||||||||||||||
Cash and cash equivalents | $ | 61,991 | $ | 61,991 | $ | — | $ | — | ||||||||
Short-term investments | 413 | 413 | — | — | ||||||||||||
Total assets | $ | 62,404 | $ | 62,404 | $ | — | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Contingent consideration | $ | 12,527 | $ | — | $ | — | $ | 12,527 | ||||||||
Total liabilities | $ | 12,527 | $ | — | $ | — | $ | 12,527 | ||||||||
We had contingent consideration liabilities recorded using Level 3 inputs in the amount of $17.5 million, of which $14.2 million is classified as current liabilities at March 31, 2014. Contingent consideration liabilities were $12.5 million at December 31, 2013. Contingent consideration represents amounts to be paid as part of acquisition consideration only if certain future events occur. These events are usually targets for revenues or earnings related to the business acquired. We arrive at the fair value of contingent consideration by applying a weighted probability of potential outcomes to the maximum possible payout. The calculation of these potential outcomes is dependent on both past financial performance and management assumptions about future performance. If the financial performance measures were all fully met, our maximum liability would be $25.8 million at March 31, 2014. Contingent consideration liabilities are reassessed each quarter and are reflected in the Condensed Consolidated Balance Sheets as part of “Other current liabilities” or “Other liabilities”. Changes to contingent consideration are reflected in the table below: | ||||||||||||||||
In thousands | ||||||||||||||||
Contingent consideration at December 31, 2013 | $ | 12,527 | ||||||||||||||
Decrease due to payments | (17 | ) | ||||||||||||||
Changes due to foreign currency fluctuations | 183 | |||||||||||||||
Changes in fair value reflected in Selling, general, and administrative expenses | 4,789 | |||||||||||||||
Contingent consideration at March 31, 2014 | $ | 17,482 | ||||||||||||||
Fair Value of Debt: At March 31, 2014, the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $1.37 billion compared to a carrying amount of $1.37 billion. At December 31, 2013, the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $1.41 billion compared to a carrying amount of $1.43 billion. The fair values were estimated using an income approach by applying market interest rates for comparable instruments. The Company has no current plans to retire a significant amount of its debt prior to maturity. | ||||||||||||||||
There were no movements of items between fair value hierarchies. |
INCOME_TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
INCOME TAXES | |
We file U.S. federal income tax returns and income tax returns in various states and foreign jurisdictions. | |
The Company has recorded accruals to cover uncertain tax positions taken on previously filed tax returns. Such liabilities relate to additional taxes, interest and penalties the Company may be required to pay in various tax jurisdictions. During the course of examinations by various taxing authorities, proposed adjustments may be asserted. The Company evaluates such items on a case-by-case basis and adjusts the accrual for uncertain tax positions. During the quarter ended March 31, 2014 we had immaterial net increases to our accruals related to a reassessment of previous and current uncertain tax positions. The effective tax rates for the quarters ended March 31, 2014 and 2013 were approximately 31.9% and 35.8%, respectively. The decrease in the current quarter tax rate as compared to the corresponding period in the prior year and the statutory tax rate is primarily related to a benefit from the recognition of tax deductible goodwill associated with entity mergers in Brazil. |
STOCK_BASED_COMPENSATION
STOCK BASED COMPENSATION | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||
STOCK BASED COMPENSATION | ' | |||||||||||||
STOCK BASED COMPENSATION | ||||||||||||||
At March 31, 2014, we had the following stock option and stock purchase plans: | ||||||||||||||
• | the 2011 Incentive Stock Plan, which our stockholders approved in May 2011; | |||||||||||||
• | the 2008 Incentive Stock Plan, which our stockholders approved in May 2008; | |||||||||||||
• | the 2005 Incentive Stock Plan, which our stockholders approved in April 2005; | |||||||||||||
• | the 2000 Nonstatutory Stock Option Plan, which expired in February 2010; | |||||||||||||
• | the 1997 Stock Option Plan, which expired in January 2007; | |||||||||||||
• | the 1996 Directors Stock Option Plan, which expired in May 2006; and | |||||||||||||
• | the Employee Stock Purchase Plan (“ESPP”), which our stockholders approved in May 2001. | |||||||||||||
Stock-Based Compensation Expense: | ||||||||||||||
The following table presents the total stock-based compensation expense resulting from stock option awards, restricted stock units (“RSUs”), and the ESPP included in the Condensed Consolidated Statements of Income: | ||||||||||||||
In thousands | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Cost of revenues – stock option plan | $ | 7 | $ | 40 | ||||||||||
Selling, general and administrative – stock option plan | 4,041 | 3,530 | ||||||||||||
Selling, general and administrative – RSUs | 315 | 195 | ||||||||||||
Selling, general and administrative – ESPP | 309 | 282 | ||||||||||||
Total pre-tax expense | $ | 4,672 | $ | 4,047 | ||||||||||
The following table sets forth the tax benefits related to stock compensation: | ||||||||||||||
In thousands | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Tax benefit recognized in Statement of Income | $ | 909 | $ | 1,130 | ||||||||||
Excess tax benefit realized | 3,734 | 4,203 | ||||||||||||
Stock Options: | ||||||||||||||
Stock option activity for the three months ended March 31, 2014, is summarized as follows: | ||||||||||||||
Number of | Weighted | Weighted Average Remaining Contractual Life | Total Aggregate Intrinsic Value | |||||||||||
Options | Average | |||||||||||||
Exercise | ||||||||||||||
Price per | ||||||||||||||
Share | ||||||||||||||
(in years) | (in thousands) | |||||||||||||
Outstanding at beginning of year | 5,540,482 | $ | 70.29 | |||||||||||
Granted | 854,778 | 115.7 | ||||||||||||
Exercised | (182,867 | ) | 51.61 | |||||||||||
Forfeited | (28,088 | ) | 84.58 | |||||||||||
Canceled or expired | (1,049 | ) | 65.11 | |||||||||||
Outstanding at March 31, 2014 | 6,183,256 | $ | 77.06 | 6.59 | $ | 227,883 | ||||||||
Exercisable at March 31, 2014 | 3,417,439 | $ | 62.02 | 5.54 | $ | 176,414 | ||||||||
Vested and expected to vest at March 31, 2014 | 5,884,031 | $ | 75.89 | |||||||||||
As of March 31, 2014, there was $42.0 million of total unrecognized compensation expense related to non-vested option awards, which is expected to be recognized over a weighted average period of 3.46 years. | ||||||||||||||
The total exercise intrinsic value represents the total pre-tax value (the difference between the sales price on that trading day in the quarter ended March 31, and the exercise price associated with the respective option). | ||||||||||||||
In thousands | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Total intrinsic value of options exercised | $ | 11,796 | $ | 14,562 | ||||||||||
The Company uses historical data to estimate expected life and volatility. The estimated fair value of stock options at the time of the grant using the Black-Scholes model option pricing model was as follows: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Stock options granted (shares) | 854,778 | 977,090 | ||||||||||||
Weighted average fair value at grant date | $ | 21.28 | $ | 21.57 | ||||||||||
Assumptions: | ||||||||||||||
Expected term (in years) | 4.78 | 6 | ||||||||||||
Expected volatility | 17.68 | % | 27.1 | % | ||||||||||
Expected dividend yield | — | % | — | % | ||||||||||
Risk free interest rate | 1.45 | % | 0.99 | % | ||||||||||
Restricted Stock Units: | ||||||||||||||
Restricted stock units ("RSUs") vest at the end of three or five years. Our 2008 and 2011 Plans include a share reserve related to RSUs granted at a 2-1 ratio. | ||||||||||||||
A summary of the status of our non-vested RSUs and changes during the three months ended March 31, 2014, are as follows: | ||||||||||||||
Number of | Weighted Average Grant Date Fair Value | Total Aggregate Intrinsic Value | ||||||||||||
Units | ||||||||||||||
(in thousands) | ||||||||||||||
Non-vested at beginning of year | 70,457 | $ | 88.32 | |||||||||||
Granted | 16,084 | 115.69 | ||||||||||||
Vested and released | (17,288 | ) | 85 | |||||||||||
Forfeited | (5,383 | ) | 88.1 | |||||||||||
Non-vested at March 31, 2014 | 63,870 | $ | 96.13 | $ | 7,257 | |||||||||
As of March 31, 2014, there was $5.1 million of total unrecognized compensation expense related to RSUs, which is expected to be recognized over a weighted average period of 3.62 years. |
COMMON_STOCK
COMMON STOCK | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Equity [Abstract] | ' | |||||||||||
COMMON STOCK | ' | |||||||||||
COMMON STOCK | ||||||||||||
The following table provides information about our repurchase of shares of our common stock during the three months ended March 31, 2014: | ||||||||||||
Number of | Amount Paid | Average | ||||||||||
Shares | for | Price Paid | ||||||||||
Repurchased | Repurchases | per Share | ||||||||||
and | ||||||||||||
Canceled | ||||||||||||
(in thousands) | ||||||||||||
Three months ended March 31, 2014 | 685,990 | $ | 78,340 | $ | 114.2 | |||||||
Three months ended March 31, 2013 | 74,820 | $ | 7,160 | $ | 95.7 | |||||||
Of the 685,990 shares repurchased during the three months ended March 31, 2014, 12,730 shares in the amount of approximately $1.4 million were not settled. This amount is recognized as part of other accrued liabilities on our Condensed Consolidated Balance Sheet at March 31, 2014. |
EARNINGS_PER_COMMON_SHARE
EARNINGS PER COMMON SHARE | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
EARNINGS PER COMMON SHARE | ' | ||||||||
EARNINGS PER COMMON SHARE | |||||||||
Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding stock options, shares to be purchased under the Company’s employee stock purchase plan and RSUs. The dilutive effect of potentially dilutive securities is reflected in diluted earnings per share by application of the treasury stock method. Under the treasury stock method, an increase in the fair market value of the Company’s common stock can result in a greater dilutive effect from potentially dilutive securities. | |||||||||
The following table sets forth the computation of basic and diluted earnings per share: | |||||||||
In thousands, except share and per share data | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Numerator: | |||||||||
Numerator for basic earnings per share net income attributable to Stericycle, Inc. | $ | 79,149 | $ | 74,617 | |||||
Denominator: | |||||||||
Denominator for basic earnings per share-weighted average shares | 85,270,046 | 86,093,301 | |||||||
Effect of diluted securities: | |||||||||
Employee stock options | 1,343,797 | 1,366,196 | |||||||
Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises | 86,613,843 | 87,459,497 | |||||||
Earnings per share – Basic | $ | 0.93 | $ | 0.87 | |||||
Earnings per share – Diluted | $ | 0.91 | $ | 0.85 | |||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ' | |||||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||||||||||
Goodwill and other identifiable indefinite lived intangibles are not amortized, but are subject to an annual impairment test, or more frequent testing if circumstances indicate that they may be impaired. | ||||||||||||||||||||||||
Goodwill: | ||||||||||||||||||||||||
We have two geographical reportable segments, “United States” and “International”, both of which have goodwill. The changes in the carrying amount of goodwill since January 1, 2013, by reportable segment, were as follows: | ||||||||||||||||||||||||
In thousands | ||||||||||||||||||||||||
United States | International | Total | ||||||||||||||||||||||
Balance as of January 1, 2013 | $ | 1,616,286 | $ | 448,817 | $ | 2,065,103 | ||||||||||||||||||
Goodwill acquired during year | 57,250 | 116,534 | 173,784 | |||||||||||||||||||||
Goodwill allocation adjustments | 4,541 | 1,470 | 6,011 | |||||||||||||||||||||
Changes due to foreign currency fluctuations | — | (13,316 | ) | (13,316 | ) | |||||||||||||||||||
Balance as of December 31, 2013 | 1,678,077 | 553,505 | 2,231,582 | |||||||||||||||||||||
Goodwill acquired during year | 12,600 | 4,125 | 16,725 | |||||||||||||||||||||
Goodwill allocation adjustments | (273 | ) | (5,602 | ) | (5,875 | ) | ||||||||||||||||||
Changes due to foreign currency fluctuations | — | (1,835 | ) | (1,835 | ) | |||||||||||||||||||
Balance as of March 31, 2014 | $ | 1,690,404 | $ | 550,193 | $ | 2,240,597 | ||||||||||||||||||
Current year adjustments to goodwill for certain 2013 acquisitions are primarily due to the finalization of intangible asset valuations. | ||||||||||||||||||||||||
Other Intangible Assets: | ||||||||||||||||||||||||
As of March 31, 2014 and December 31, 2013, the values of other intangible assets were as follows: | ||||||||||||||||||||||||
In thousands | ||||||||||||||||||||||||
31-Mar-14 | December 31, 2013 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
Carrying | Amortization | Value | Carrying | Amortization | Value | |||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
Amortizable intangibles: | ||||||||||||||||||||||||
Covenants not-to-compete | $ | 9,406 | $ | 5,693 | $ | 3,713 | $ | 9,405 | $ | 5,366 | $ | 4,039 | ||||||||||||
Customer relationships | 677,856 | 88,192 | 589,664 | 670,889 | 81,271 | 589,618 | ||||||||||||||||||
Tradenames | 5,286 | 1,108 | 4,178 | 5,283 | 1,031 | 4,252 | ||||||||||||||||||
License agreements | 611 | 442 | 169 | 611 | 416 | 195 | ||||||||||||||||||
Other | 334 | 16 | 318 | 91 | 14 | 77 | ||||||||||||||||||
Indefinite lived intangibles: | ||||||||||||||||||||||||
Operating permits | 121,136 | — | 121,136 | 116,054 | — | 116,054 | ||||||||||||||||||
Tradenames | 5,800 | — | 5,800 | 5,800 | — | 5,800 | ||||||||||||||||||
Total | $ | 820,429 | $ | 95,451 | $ | 724,978 | $ | 808,133 | $ | 88,098 | $ | 720,035 | ||||||||||||
Our finite-lived intangible assets are amortized over their useful lives. We have determined that our customer relationships have useful lives from 10 to 40 years based upon the type of customer, with a weighted average remaining useful life of 25.3 years. We have covenants not-to-compete intangibles with useful lives from 3 to 14 years, with a weighted average remaining useful life of 3.7 years. We have tradename intangibles with useful lives from 10 to 40 years, with a weighted average remaining useful life of 15.4 years. We have license agreements with useful life of 5 years, with a weighted average remaining useful life of 1.5 years. We have determined that our permits have indefinite lives due to our ability to renew these permits with minimal additional cost, and therefore these are not amortized. | ||||||||||||||||||||||||
During the quarters ended March 31, 2014 and 2013, the aggregate amortization expense was $7.3 million and $6.6 million, respectively. | ||||||||||||||||||||||||
The estimated amortization expense for each of the next five years, assuming no additional amortizable intangible assets, is as follows for the years ended December 31: | ||||||||||||||||||||||||
In thousands | ||||||||||||||||||||||||
2014 | $ | 29,744 | ||||||||||||||||||||||
2015 | 29,445 | |||||||||||||||||||||||
2016 | 29,223 | |||||||||||||||||||||||
2017 | 29,038 | |||||||||||||||||||||||
2018 | 28,619 | |||||||||||||||||||||||
Future amortization expense may fluctuate depending on changes in foreign currency rates, future acquisitions, or changes to the estimated amortizable life of the intangibles. The estimates for amortization expense noted above are based upon foreign exchange rates as of March 31, 2014. |
DEBT
DEBT | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
DEBT | ' | ||||||||
DEBT | |||||||||
Long-term debt consisted of the following: | |||||||||
In thousands | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Obligations under capital leases | $ | 6,324 | $ | 7,343 | |||||
$1 billion senior credit facility weighted average rate 1.82%, due in 2016 | 218,301 | 272,358 | |||||||
$100 million private placement notes 5.64%, due in 2015 | 100,000 | 100,000 | |||||||
$175 million private placement notes 3.89%, due in 2017 | 175,000 | 175,000 | |||||||
$125 million private placement notes 2.68%, due in 2019 | 125,000 | 125,000 | |||||||
$225 million private placement notes 4.47%, due in 2020 | 225,000 | 225,000 | |||||||
$125 million private placement notes 3.26%, due in 2022 | 125,000 | 125,000 | |||||||
Acquisition notes weighted average rate of 2.28% and weighted average maturity of 3.6 years | 251,196 | 252,195 | |||||||
Foreign bank debt weighted average rate 8.48% and weighted average maturity of 1.8 years | 144,557 | 149,147 | |||||||
Total debt | 1,370,378 | 1,431,043 | |||||||
Less: current portion of total debt | 124,307 | 150,380 | |||||||
Long-term portion of total debt | $ | 1,246,071 | $ | 1,280,663 | |||||
Our $1.0 billion senior credit facility maturing in September 2016, our $100.0 million private placement notes maturing April 2015, our $175.0 million private placement notes maturing in October 2017, our $125.0 million private placement notes maturing in December 2019, our $225.0 million private placement notes maturing in October 2020, and our $125.0 million private placement notes maturing in December 2022, all require us to comply with various financial, reporting and other covenants and restrictions, including a restriction on dividend payments. The financial debt covenants are the same for the senior credit facility and the private placement notes. At March 31, 2014, we were in compliance with all of our financial debt covenants. | |||||||||
As of March 31, 2014 and December 31, 2013 we had $151.2 million and $155.0 million, respectively, committed to outstanding letters of credit under our senior credit facility. The unused portion of the revolving credit facility as of March 31, 2014 and December 31, 2013 was $630.5 million and $572.6 million, respectively. | |||||||||
Guarantees | |||||||||
Shiraishi-Sogyo Co. Ltd. (“Shiraishi”) is an unrelated party in Japan that is expanding its medical waste management business. We have guaranteed Shiriashi’s loan of $4.8 million borrowed from JPMorganChase Bank N.A. which is currently due on May 31, 2014. Based on information currently available, we have concluded the guarantee is not probable of being called and, therefore, we have not recorded any contingent liability relating to this guarantee. We have also extended non-interest bearing loans to Shiraishi for approximately $15.5 million due April 18, 2018, which are reflected in the Condensed Consolidated Balance Sheet as part of long term "Other assets" at March 31, 2014 and December 31, 2013. There is a collateral agreement in place on the assets of Shiraishi and related companies in support of amounts owed to the Company. |
GEOGRAPHIC_INFORMATION
GEOGRAPHIC INFORMATION | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
GEOGRAPHIC INFORMATION | ' | ||||||||
GEOGRAPHIC INFORMATION | |||||||||
Management has determined that we have two reportable segments: United States (which includes Puerto Rico) and International. Revenues are attributed to countries based on the location of customers. The same accounting principles and critical accounting policies are used in the preparation of the financial statements for both reportable segments. | |||||||||
Detailed information for our United States reportable segment is as follows: | |||||||||
In thousands | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Regulated and compliance solutions | $ | 368,990 | $ | 341,101 | |||||
Recall and returns solutions | 23,064 | 22,534 | |||||||
Total revenues | 392,054 | 363,635 | |||||||
Net interest expense | 10,668 | 10,731 | |||||||
Income before income taxes | 104,313 | 95,956 | |||||||
Income taxes | 37,039 | 36,450 | |||||||
Net income attributable to Stericycle, Inc. | $ | 67,274 | $ | 59,506 | |||||
Depreciation and amortization | $ | 12,818 | $ | 12,575 | |||||
Detailed information for our International reportable segment is as follows: | |||||||||
In thousands | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Regulated and compliance solutions | $ | 177,901 | $ | 150,169 | |||||
Net interest expense | 4,230 | 2,648 | |||||||
Income before income taxes | 12,748 | 21,249 | |||||||
Income taxes | 252 | 5,533 | |||||||
Net income | 12,496 | 15,716 | |||||||
Less: net income attributable to noncontrolling interests | 621 | 605 | |||||||
Net income attributable to Stericycle, Inc. | $ | 11,875 | $ | 15,111 | |||||
Depreciation and amortization | $ | 10,538 | $ | 8,913 | |||||
LEGAL_PROCEEDINGS
LEGAL PROCEEDINGS | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
LEGAL PROCEEDINGS | ' |
LEGAL PROCEEDINGS | |
We operate in a highly regulated industry and must deal with regulatory inquiries or investigations from time to time that may be instituted for a variety of reasons. We are also involved in a variety of civil litigation from time to time. | |
As we have previously disclosed, we were served on March 12, 2013 with a class action complaint filed in the U.S. District Court for the Western District of Pennsylvania by an individual plaintiff for itself and on behalf of all other “similarly situated” customers of ours. The complaint alleges, among other things, that we imposed unauthorized or excessive price increases and other charges on our customers in breach of our contracts and in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act. The complaint sought certification of the lawsuit as a class action and the award to class members of appropriate damages and injunctive relief. | |
The Pennsylvania class action complaint was filed in the wake of a settlement with the State of New York of an investigation under the New York False Claims Act (which the class action complaint describes at some length). The New York investigation arose out of a qui tam (or “whistle blower”) complaint under the federal False Claims Act and comparable state statutes which was filed under seal in the U.S. District Court for the Northern District of Illinois in April 2008 by a former employee of ours. The complaint was filed on behalf of the United States and 14 states and the District of Columbia. On September 4, 2013, we filed our answer to Plaintiff-Relator’s Second Amended Complaint, generally denying the allegations therein. Also, as previously disclosed, Tennessee, Massachusetts, Virginia and North Carolina have issued civil investigative demands to explore the allegations made on their behalf in the qui tam complaint but have not yet decided whether to join the Illinois action. | |
Following the filing of the Pennsylvania class action complaint, we were served with class action complaints filed in federal court in California, Florida, Illinois, Mississippi and Utah and in state court in California. These complaints asserted claims and allegations substantially similar to those made in the Pennsylvania class action complaint. All of these cases appear to be follow-on litigation to our settlement with the State of New York. On August 9, 2013, the Judicial Panel on Multidistrict Litigation (MDL) granted our Motion to Transfer these related actions to the Northern District of Illinois for centralized pretrial proceedings. On December 10, 2013, we filed our answer to the Amended Consolidated Class Action Complaint in the MDL action, generally denying the allegations therein. | |
We believe that we have operated in accordance with the terms of our customer contracts and that these complaints are without merit. We intend to vigorously defend ourselves against each of these lawsuits. | |
On May 28, 2013, we received a notice of violation and order to comply from the State of Utah Division of Air Quality alleging violations of certain conditions of the operating permit for our incineration facility in North Salt Lake relating to emissions and emissions testing at the facility. We have subsequently completed testing, in accordance with protocols approved by the Division of Air Quality, that demonstrates that the facility is currently operating in compliance with applicable emissions standards and our permit conditions. We filed a formal response to the notice of violation on September 27, 2013 and remain in discussions with the Division of Air Quality regarding a resolution of this matter. | |
See Note 13 - Subsequent Events, in the Notes to the Condensed Consolidated Financial Statements (Item 1 of Part I). |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | |
On April 22, 2014, we completed the acquisition of PSC Environmental Services, LLC ("PSC Environmental"). The transaction was completed following clearance from the U.S. Department of Justice under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Upon closing, PSC Environmental became a wholly-owned subsidiary of ours. | |
Subject to various adjustments, the total consideration for the PSC Environmental acquisition was $275 million, of which $245 million was paid in cash and $30 million was paid by a two-year note. A portion of the cash payment was applied to pay PSC Environmental’s indebtedness as of the closing date. | |
On April 2, 2014, we were served with a class action complaint filed in the U.S. District Court for the Northern District of Illinois (Case 1:14-cv-02070) by an individual plaintiff for himself and on behalf of all other “similarly situated” persons. The complaint alleges, among other things, that we sent facsimile transmissions of unsolicited advertisements to plaintiff and others similarly situated in violation of the Junk Fax Prevention Act of 2005. The complaint seeks certification of the lawsuit as a class action and the award to class members of appropriate damages and injunctive relief. |
ACQUISITIONS_AND_DIVESTITURES_
ACQUISITIONS AND DIVESTITURES (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Business Combinations [Abstract] | ' | |||||||
Summary of Location of Acquisitions | ' | |||||||
The following table summarizes the locations of our acquisitions for the three months ended March 31, 2014: | ||||||||
Acquisition Locations | 2014 | |||||||
United States | 2 | |||||||
Portugal | 3 | |||||||
Total | 5 | |||||||
Aggregate Purchase Price Paid for Acquisitions and Other Adjustments to Consideration | ' | |||||||
The following table summarizes the aggregate purchase price paid for acquisitions and other adjustments of consideration to be paid for acquisitions during the three months ended March 31: | ||||||||
In thousands | ||||||||
Three Months Ended March 31 | ||||||||
2014 | 2013 | |||||||
Cash | $ | 12,262 | $ | 18,899 | ||||
Promissory notes | 12,654 | 7,310 | ||||||
Deferred consideration | 441 | 2,189 | ||||||
Contingent consideration | — | 955 | ||||||
Total purchase price | $ | 25,357 | $ | 29,353 | ||||
Preliminary Purchase Price Allocation for Current Period Acquisitions and Other Adjustments to Purchase Price Allocations | ' | |||||||
The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations during the three months ended March 31, 2014: | ||||||||
In thousands | ||||||||
Fixed assets | $ | 1,184 | ||||||
Intangibles | 14,277 | |||||||
Goodwill | 10,850 | |||||||
Net other assets/ (liabilities) | (460 | ) | ||||||
Debt | 321 | |||||||
Net deferred tax liabilities | (815 | ) | ||||||
Total purchase price allocation | $ | 25,357 | ||||||
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
In thousands | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Total as of | Level 1 | Level 2 | Level 3 | |||||||||||||
March 31, 2014 | Inputs | Inputs | Inputs | |||||||||||||
Assets: | ||||||||||||||||
Cash and cash equivalents | $ | 43,058 | $ | 43,058 | $ | — | $ | — | ||||||||
Short-term investments | 353 | 353 | — | — | ||||||||||||
Total assets | $ | 43,411 | $ | 43,411 | $ | — | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Contingent consideration | $ | 17,482 | $ | — | $ | — | $ | 17,482 | ||||||||
Total liabilities | $ | 17,482 | $ | — | $ | — | $ | 17,482 | ||||||||
In thousands | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Total as of | Level 1 | Level 2 | Level 3 | |||||||||||||
December 31, 2013 | Inputs | Inputs | Inputs | |||||||||||||
Assets: | ||||||||||||||||
Cash and cash equivalents | $ | 61,991 | $ | 61,991 | $ | — | $ | — | ||||||||
Short-term investments | 413 | 413 | — | — | ||||||||||||
Total assets | $ | 62,404 | $ | 62,404 | $ | — | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Contingent consideration | $ | 12,527 | $ | — | $ | — | $ | 12,527 | ||||||||
Total liabilities | $ | 12,527 | $ | — | $ | — | $ | 12,527 | ||||||||
Changes to Contingent Consideration | ' | |||||||||||||||
Changes to contingent consideration are reflected in the table below: | ||||||||||||||||
In thousands | ||||||||||||||||
Contingent consideration at December 31, 2013 | $ | 12,527 | ||||||||||||||
Decrease due to payments | (17 | ) | ||||||||||||||
Changes due to foreign currency fluctuations | 183 | |||||||||||||||
Changes in fair value reflected in Selling, general, and administrative expenses | 4,789 | |||||||||||||||
Contingent consideration at March 31, 2014 | $ | 17,482 | ||||||||||||||
STOCK_BASED_COMPENSATION_Table
STOCK BASED COMPENSATION (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||
Stock-Based Compensation Expense Resulting from Stock Option Awards, Restricted stock units ("RSU") and ESPP | ' | |||||||||||||
The following table presents the total stock-based compensation expense resulting from stock option awards, restricted stock units (“RSUs”), and the ESPP included in the Condensed Consolidated Statements of Income: | ||||||||||||||
In thousands | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Cost of revenues – stock option plan | $ | 7 | $ | 40 | ||||||||||
Selling, general and administrative – stock option plan | 4,041 | 3,530 | ||||||||||||
Selling, general and administrative – RSUs | 315 | 195 | ||||||||||||
Selling, general and administrative – ESPP | 309 | 282 | ||||||||||||
Total pre-tax expense | $ | 4,672 | $ | 4,047 | ||||||||||
Tax Benefits Related to Stock Compensation | ' | |||||||||||||
The following table sets forth the tax benefits related to stock compensation: | ||||||||||||||
In thousands | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Tax benefit recognized in Statement of Income | $ | 909 | $ | 1,130 | ||||||||||
Excess tax benefit realized | 3,734 | 4,203 | ||||||||||||
Stock Option Activity | ' | |||||||||||||
Stock option activity for the three months ended March 31, 2014, is summarized as follows: | ||||||||||||||
Number of | Weighted | Weighted Average Remaining Contractual Life | Total Aggregate Intrinsic Value | |||||||||||
Options | Average | |||||||||||||
Exercise | ||||||||||||||
Price per | ||||||||||||||
Share | ||||||||||||||
(in years) | (in thousands) | |||||||||||||
Outstanding at beginning of year | 5,540,482 | $ | 70.29 | |||||||||||
Granted | 854,778 | 115.7 | ||||||||||||
Exercised | (182,867 | ) | 51.61 | |||||||||||
Forfeited | (28,088 | ) | 84.58 | |||||||||||
Canceled or expired | (1,049 | ) | 65.11 | |||||||||||
Outstanding at March 31, 2014 | 6,183,256 | $ | 77.06 | 6.59 | $ | 227,883 | ||||||||
Exercisable at March 31, 2014 | 3,417,439 | $ | 62.02 | 5.54 | $ | 176,414 | ||||||||
Vested and expected to vest at March 31, 2014 | 5,884,031 | $ | 75.89 | |||||||||||
Intrinsic Value of Options Exercised | ' | |||||||||||||
The total exercise intrinsic value represents the total pre-tax value (the difference between the sales price on that trading day in the quarter ended March 31, and the exercise price associated with the respective option). | ||||||||||||||
In thousands | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Total intrinsic value of options exercised | $ | 11,796 | $ | 14,562 | ||||||||||
Assumptions used in Black-Scholes Model | ' | |||||||||||||
The estimated fair value of stock options at the time of the grant using the Black-Scholes model option pricing model was as follows: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Stock options granted (shares) | 854,778 | 977,090 | ||||||||||||
Weighted average fair value at grant date | $ | 21.28 | $ | 21.57 | ||||||||||
Assumptions: | ||||||||||||||
Expected term (in years) | 4.78 | 6 | ||||||||||||
Expected volatility | 17.68 | % | 27.1 | % | ||||||||||
Expected dividend yield | — | % | — | % | ||||||||||
Risk free interest rate | 1.45 | % | 0.99 | % | ||||||||||
Restricted Stock Units Activity | ' | |||||||||||||
A summary of the status of our non-vested RSUs and changes during the three months ended March 31, 2014, are as follows: | ||||||||||||||
Number of | Weighted Average Grant Date Fair Value | Total Aggregate Intrinsic Value | ||||||||||||
Units | ||||||||||||||
(in thousands) | ||||||||||||||
Non-vested at beginning of year | 70,457 | $ | 88.32 | |||||||||||
Granted | 16,084 | 115.69 | ||||||||||||
Vested and released | (17,288 | ) | 85 | |||||||||||
Forfeited | (5,383 | ) | 88.1 | |||||||||||
Non-vested at March 31, 2014 | 63,870 | $ | 96.13 | $ | 7,257 | |||||||||
COMMON_STOCK_Tables
COMMON STOCK (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Equity [Abstract] | ' | |||||||||||
Repurchase of Shares of Common Stock | ' | |||||||||||
The following table provides information about our repurchase of shares of our common stock during the three months ended March 31, 2014: | ||||||||||||
Number of | Amount Paid | Average | ||||||||||
Shares | for | Price Paid | ||||||||||
Repurchased | Repurchases | per Share | ||||||||||
and | ||||||||||||
Canceled | ||||||||||||
(in thousands) | ||||||||||||
Three months ended March 31, 2014 | 685,990 | $ | 78,340 | $ | 114.2 | |||||||
Three months ended March 31, 2013 | 74,820 | $ | 7,160 | $ | 95.7 | |||||||
EARNINGS_PER_COMMON_SHARE_Tabl
EARNINGS PER COMMON SHARE (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Earnings Per Common Share | ' | ||||||||
The following table sets forth the computation of basic and diluted earnings per share: | |||||||||
In thousands, except share and per share data | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Numerator: | |||||||||
Numerator for basic earnings per share net income attributable to Stericycle, Inc. | $ | 79,149 | $ | 74,617 | |||||
Denominator: | |||||||||
Denominator for basic earnings per share-weighted average shares | 85,270,046 | 86,093,301 | |||||||
Effect of diluted securities: | |||||||||
Employee stock options | 1,343,797 | 1,366,196 | |||||||
Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises | 86,613,843 | 87,459,497 | |||||||
Earnings per share – Basic | $ | 0.93 | $ | 0.87 | |||||
Earnings per share – Diluted | $ | 0.91 | $ | 0.85 | |||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Changes in Carrying Amount of Goodwill | ' | |||||||||||||||||||||||
The changes in the carrying amount of goodwill since January 1, 2013, by reportable segment, were as follows: | ||||||||||||||||||||||||
In thousands | ||||||||||||||||||||||||
United States | International | Total | ||||||||||||||||||||||
Balance as of January 1, 2013 | $ | 1,616,286 | $ | 448,817 | $ | 2,065,103 | ||||||||||||||||||
Goodwill acquired during year | 57,250 | 116,534 | 173,784 | |||||||||||||||||||||
Goodwill allocation adjustments | 4,541 | 1,470 | 6,011 | |||||||||||||||||||||
Changes due to foreign currency fluctuations | — | (13,316 | ) | (13,316 | ) | |||||||||||||||||||
Balance as of December 31, 2013 | 1,678,077 | 553,505 | 2,231,582 | |||||||||||||||||||||
Goodwill acquired during year | 12,600 | 4,125 | 16,725 | |||||||||||||||||||||
Goodwill allocation adjustments | (273 | ) | (5,602 | ) | (5,875 | ) | ||||||||||||||||||
Changes due to foreign currency fluctuations | — | (1,835 | ) | (1,835 | ) | |||||||||||||||||||
Balance as of March 31, 2014 | $ | 1,690,404 | $ | 550,193 | $ | 2,240,597 | ||||||||||||||||||
Values of Intangible Assets | ' | |||||||||||||||||||||||
As of March 31, 2014 and December 31, 2013, the values of other intangible assets were as follows: | ||||||||||||||||||||||||
In thousands | ||||||||||||||||||||||||
31-Mar-14 | December 31, 2013 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
Carrying | Amortization | Value | Carrying | Amortization | Value | |||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
Amortizable intangibles: | ||||||||||||||||||||||||
Covenants not-to-compete | $ | 9,406 | $ | 5,693 | $ | 3,713 | $ | 9,405 | $ | 5,366 | $ | 4,039 | ||||||||||||
Customer relationships | 677,856 | 88,192 | 589,664 | 670,889 | 81,271 | 589,618 | ||||||||||||||||||
Tradenames | 5,286 | 1,108 | 4,178 | 5,283 | 1,031 | 4,252 | ||||||||||||||||||
License agreements | 611 | 442 | 169 | 611 | 416 | 195 | ||||||||||||||||||
Other | 334 | 16 | 318 | 91 | 14 | 77 | ||||||||||||||||||
Indefinite lived intangibles: | ||||||||||||||||||||||||
Operating permits | 121,136 | — | 121,136 | 116,054 | — | 116,054 | ||||||||||||||||||
Tradenames | 5,800 | — | 5,800 | 5,800 | — | 5,800 | ||||||||||||||||||
Total | $ | 820,429 | $ | 95,451 | $ | 724,978 | $ | 808,133 | $ | 88,098 | $ | 720,035 | ||||||||||||
Estimated Amortization Expense | ' | |||||||||||||||||||||||
The estimated amortization expense for each of the next five years, assuming no additional amortizable intangible assets, is as follows for the years ended December 31: | ||||||||||||||||||||||||
In thousands | ||||||||||||||||||||||||
2014 | $ | 29,744 | ||||||||||||||||||||||
2015 | 29,445 | |||||||||||||||||||||||
2016 | 29,223 | |||||||||||||||||||||||
2017 | 29,038 | |||||||||||||||||||||||
2018 | 28,619 | |||||||||||||||||||||||
DEBT_Tables
DEBT (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
Long-term debt consisted of the following: | |||||||||
In thousands | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Obligations under capital leases | $ | 6,324 | $ | 7,343 | |||||
$1 billion senior credit facility weighted average rate 1.82%, due in 2016 | 218,301 | 272,358 | |||||||
$100 million private placement notes 5.64%, due in 2015 | 100,000 | 100,000 | |||||||
$175 million private placement notes 3.89%, due in 2017 | 175,000 | 175,000 | |||||||
$125 million private placement notes 2.68%, due in 2019 | 125,000 | 125,000 | |||||||
$225 million private placement notes 4.47%, due in 2020 | 225,000 | 225,000 | |||||||
$125 million private placement notes 3.26%, due in 2022 | 125,000 | 125,000 | |||||||
Acquisition notes weighted average rate of 2.28% and weighted average maturity of 3.6 years | 251,196 | 252,195 | |||||||
Foreign bank debt weighted average rate 8.48% and weighted average maturity of 1.8 years | 144,557 | 149,147 | |||||||
Total debt | 1,370,378 | 1,431,043 | |||||||
Less: current portion of total debt | 124,307 | 150,380 | |||||||
Long-term portion of total debt | $ | 1,246,071 | $ | 1,280,663 | |||||
GEOGRAPHIC_INFORMATION_Tables
GEOGRAPHIC INFORMATION (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Detailed Information for Reportable Segment | ' | ||||||||
Detailed information for our United States reportable segment is as follows: | |||||||||
In thousands | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Regulated and compliance solutions | $ | 368,990 | $ | 341,101 | |||||
Recall and returns solutions | 23,064 | 22,534 | |||||||
Total revenues | 392,054 | 363,635 | |||||||
Net interest expense | 10,668 | 10,731 | |||||||
Income before income taxes | 104,313 | 95,956 | |||||||
Income taxes | 37,039 | 36,450 | |||||||
Net income attributable to Stericycle, Inc. | $ | 67,274 | $ | 59,506 | |||||
Depreciation and amortization | $ | 12,818 | $ | 12,575 | |||||
Detailed information for our International reportable segment is as follows: | |||||||||
In thousands | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Regulated and compliance solutions | $ | 177,901 | $ | 150,169 | |||||
Net interest expense | 4,230 | 2,648 | |||||||
Income before income taxes | 12,748 | 21,249 | |||||||
Income taxes | 252 | 5,533 | |||||||
Net income | 12,496 | 15,716 | |||||||
Less: net income attributable to noncontrolling interests | 621 | 605 | |||||||
Net income attributable to Stericycle, Inc. | $ | 11,875 | $ | 15,111 | |||||
Depreciation and amortization | $ | 10,538 | $ | 8,913 | |||||
ACQUISITIONS_AND_DIVESTITURES_1
ACQUISITIONS AND DIVESTITURES - Summary of Acquisition Location (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Entity | |
Business Acquisition [Line Items] | ' |
Number of acquisitions | 5 |
United States | ' |
Business Acquisition [Line Items] | ' |
Number of acquisitions | 2 |
Portugal | ' |
Business Acquisition [Line Items] | ' |
Number of acquisitions | 3 |
ACQUISITIONS_AND_DIVESTITURES_2
ACQUISITIONS AND DIVESTITURES - Aggregate Purchase Price Paid for Acquisitions and Other Adjustments to Consideration (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Business Combinations [Abstract] | ' | ' |
Cash | $12,262 | $18,899 |
Promissory notes | 12,654 | 7,310 |
Deferred consideration | 441 | 2,189 |
Contingent consideration | 0 | 955 |
Total purchase price | $25,357 | $29,353 |
ACQUISITIONS_AND_DIVESTITURES_3
ACQUISITIONS AND DIVESTITURES - Preliminary Purchase Price Allocation and Other Adjustments to Purchase Price Allocations (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Business Acquisition [Line Items] | ' | ' | ' |
Goodwill | $2,240,597 | $2,231,582 | $2,065,103 |
Series of Individually Immaterial Business Acquisitions [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Fixed assets | 1,184 | ' | ' |
Intangibles | 14,277 | ' | ' |
Goodwill | 10,850 | ' | ' |
Net other assets/ (liabilities) | -460 | ' | ' |
Debt | 321 | ' | ' |
Net deferred tax liabilities | -815 | ' | ' |
Total purchase price allocation | $25,357 | ' | ' |
ACQUISITIONS_AND_DIVESTITURES_4
ACQUISITIONS AND DIVESTITURES - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Entity | ||
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Number of acquisitions | 5 | ' |
Net increase in Goodwill | $10.80 | ' |
Tax deductible Goodwill amount | 9 | ' |
Net increase in Intangible Assets | 14.3 | ' |
Acquisition related expenses | 3.2 | 1.8 |
Operating permits | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Net increase in Intangible Assets | 5.4 | ' |
Customer relationships | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Net increase in Intangible Assets | 8.9 | ' |
Customer relationships | Minimum | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '10 years | ' |
Customer relationships | Maximum | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '40 years | ' |
United States | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Number of acquisitions | 2 | ' |
Portugal | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Number of acquisitions | 3 | ' |
United States | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Net increase in Goodwill | 12.3 | ' |
United States | Regulated and Compliance Solutions [Member] | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Number of acquisitions | 1 | ' |
United States | Communication Solutions | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Number of acquisitions | 1 | ' |
International | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Net increase in Goodwill | ($1.50) | ' |
International | Regulated and Compliance Solutions [Member] | Portugal | ' | ' |
Significant Acquisitions and Disposals [Line Items] | ' | ' |
Number of acquisitions | 3 | ' |
Business acquisition, ownership percentage acquired | 100.00% | ' |
FAIR_VALUE_MEASUREMENTS_Fair_V
FAIR VALUE MEASUREMENTS - Fair Value Measurements (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets: | ' | ' |
Cash and cash equivalents | $43,058 | $61,991 |
Short-term investments | 353 | 413 |
Total assets | 43,411 | 62,404 |
Liabilities: | ' | ' |
Contingent consideration | 17,482 | 12,527 |
Total liabilities | 17,482 | 12,527 |
Level 1 Inputs [Member] | ' | ' |
Assets: | ' | ' |
Cash and cash equivalents | 43,058 | 61,991 |
Short-term investments | 353 | 413 |
Total assets | 43,411 | 62,404 |
Liabilities: | ' | ' |
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 Inputs [Member] | ' | ' |
Assets: | ' | ' |
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ' | ' |
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 3 Inputs [Member] | ' | ' |
Assets: | ' | ' |
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ' | ' |
Contingent consideration | 17,482 | 12,527 |
Total liabilities | $17,482 | $12,527 |
FAIR_VALUE_MEASUREMENTS_Change
FAIR VALUE MEASUREMENTS - Changes to Contingent Consideration (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Business Combination, Contingent Consideration, Liability [Roll Forward] | ' | ' |
Contingent consideration at December 31, 2013 | $12,527 | ' |
Decrease due to payments | -17 | ' |
Changes due to foreign currency fluctuations | 183 | ' |
Changes in fair value reflected in Selling, general, and administrative expenses | 4,789 | 0 |
Contingent consideration at March 31, 2014 | $17,482 | ' |
FAIR_VALUE_MEASUREMENTS_Additi
FAIR VALUE MEASUREMENTS - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Contingent consideration liabilities | $17,482,000 | $12,527,000 |
Debt obligations, carrying amount | 1,370,378,000 | 1,431,043,000 |
Maximum | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Maximum contingent liability if financial performance measures were fully met | 25,800,000 | ' |
Level 3 Inputs [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Contingent consideration liabilities | 17,482,000 | 12,527,000 |
Level 2 Inputs [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Contingent consideration liabilities | 0 | 0 |
Debt obligations, fair value | 1,370,000,000 | 1,410,000,000 |
Current Liabilities [Member] | Level 3 Inputs [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Contingent consideration liabilities | $14,200,000 | ' |
INCOME_TAXES_Details
INCOME TAXES (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' |
Effective tax rate | 31.90% | 35.80% |
STOCK_BASED_COMPENSATION_Expen
STOCK BASED COMPENSATION - Expense Resulting from Stock Option Awards and ESPP (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | $4,672 | $4,047 |
Stock Options [Member] | Cost of revenues | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 7 | 40 |
Stock Options [Member] | Selling, general and administrative | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 4,041 | 3,530 |
Restricted Stock Units (RSUs) [Member] | Selling, general and administrative | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 315 | 195 |
ESPP shares [Member] | Selling, general and administrative | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | $309 | $282 |
STOCK_BASED_COMPENSATION_Tax_B
STOCK BASED COMPENSATION - Tax Benefits Related to Stock Compensation (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' |
Tax benefit recognized in Statement of Income | $909 | $1,130 |
Excess tax benefit realized | $3,734 | $4,203 |
STOCK_BASED_COMPENSATION_Stock
STOCK BASED COMPENSATION - Stock Option Activity (Detail) (USD $) | 3 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 |
Number of Options | ' |
Outstanding at beginning of year | 5,540,482 |
Granted | 854,778 |
Exercised | -182,867 |
Forfeited | -28,088 |
Canceled or expired | -1,049 |
Outstanding at March 31, 2014 | 6,183,256 |
Exercisable at March 31, 2014 | 3,417,439 |
Vested and expected to vest at March 31, 2014 | 5,884,031 |
Weighted Average Exercise Price per Share | ' |
Outstanding at beginning of year | $70.29 |
Granted | $115.70 |
Exercised | $51.61 |
Forfeited | $84.58 |
Canceled or expired | $65.11 |
Outstanding at March 31, 2014 | $77.06 |
Exercisable at March 31, 2014 | $62.02 |
Vested and expected to vest at March 31, 2014 | $75.89 |
Weighted Average Remaining Contractual Life | ' |
Outstanding at March 31, 2014 | '6 years 7 months 2 days |
Exercisable at March 31, 2014 | '5 years 6 months 15 days |
Total Aggregate Intrinsic Value | ' |
Outstanding at March 31, 2014 | $227,883 |
Exercisable at March 31, 2014 | $176,414 |
STOCK_BASED_COMPENSATION_Intri
STOCK BASED COMPENSATION - Intrinsic Value of Options Exercised (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' |
Total intrinsic value of options exercised | $11,796 | $14,562 |
STOCK_BASED_COMPENSATION_Assum
STOCK BASED COMPENSATION - Assumptions used in Black-Scholes Model (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' |
Stock options granted (shares) | 854,778 | 977,090 |
Weighted average fair value at grant date | $21.28 | $21.57 |
Expected term (in years) | '4 years 9 months 11 days | '6 years |
Expected volatility | 17.68% | 27.10% |
Expected dividend yield | 0.00% | 0.00% |
Risk free interest rate | 1.45% | 0.99% |
STOCK_BASED_COMPENSATION_Restr
STOCK BASED COMPENSATION - Restricted Stock Units Activity (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 |
Number of Units | ' | ' |
Non-vested at beginning of year | 70,457 | ' |
Granted | 16,084 | ' |
Vested and released | -17,288 | ' |
Forfeited | -5,383 | ' |
Non-vested at March 31, 2014 | 63,870 | ' |
Weighted Average Grant Date Fair Value | ' | ' |
Non-vested at beginning of year | $88.32 | ' |
Granted | $115.69 | ' |
Vested and released | $85 | ' |
Forfeited | $88.10 | ' |
Non-vested at March 31, 2014 | $96.13 | ' |
Total Aggregate Intrinsic Value | ' | ' |
Non-vested at March 31, 2014 | ' | $7,257 |
STOCK_BASED_COMPENSATION_Addit
STOCK BASED COMPENSATION - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 |
Stock Options [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unrecognized compensation expenses related to non-vested option awards | $42 |
Weighted average period of recognition for unrecognized compensation expenses | '3 years 5 months 16 days |
Restricted Stock Units (RSUs) [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unrecognized compensation expenses related to RSUs | $5.10 |
Weighted average period of recognition for unrecognized compensation expenses | '3 years 7 months 13 days |
Ratio of share reserve related to RSUs granted | 2 |
Restricted Stock Units (RSUs) [Member] | Minimum | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Award vesting period | '3 years |
Restricted Stock Units (RSUs) [Member] | Maximum | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Award vesting period | '5 years |
COMMON_STOCK_Repurchase_of_Sha
COMMON STOCK - Repurchase of Shares of Common Stock (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Equity [Abstract] | ' | ' | ' |
Number of Shares Repurchased and Canceled | 685,990 | 74,820 | ' |
Amount Paid for Repurchases (000’s) | $78,340,000 | $7,160,000 | $163,700,000 |
Average Price Paid per Share | $114.20 | $95.70 | ' |
Shares repurchased (in shares), not settled | 12,730 | ' | ' |
Shares repurchased, value, not settled | $1,400,000 | ' | ' |
EARNINGS_PER_COMMON_SHARE_Comp
EARNINGS PER COMMON SHARE - Computation of Basic and Diluted Net Income Per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Numerator: | ' | ' |
Numerator for basic earnings per share net income attributable to Stericycle, Inc. | $79,149 | $74,617 |
Denominator: | ' | ' |
Denominator for basic earnings per share-weighted average shares | 85,270,046 | 86,093,301 |
Effect of diluted securities: | ' | ' |
Employee stock options | 1,343,797 | 1,366,196 |
Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises | 86,613,843 | 87,459,497 |
Earnings per share – Basic (in dollars per share) | $0.93 | $0.87 |
Earnings per share – Diluted (in dollars per share) | $0.91 | $0.85 |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Goodwill [Roll Forward] | ' | ' |
Beginning Balance | $2,231,582 | $2,065,103 |
Goodwill acquired during year | 16,725 | 173,784 |
Goodwill allocation adjustments | -5,875 | 6,011 |
Changes due to foreign currency fluctuations | -1,835 | -13,316 |
Ending Balance | 2,240,597 | 2,231,582 |
United States | ' | ' |
Goodwill [Roll Forward] | ' | ' |
Beginning Balance | 1,678,077 | 1,616,286 |
Goodwill acquired during year | 12,600 | 57,250 |
Goodwill allocation adjustments | -273 | 4,541 |
Ending Balance | 1,690,404 | 1,678,077 |
International | ' | ' |
Goodwill [Roll Forward] | ' | ' |
Beginning Balance | 553,505 | 448,817 |
Goodwill acquired during year | 4,125 | 116,534 |
Goodwill allocation adjustments | -5,602 | 1,470 |
Changes due to foreign currency fluctuations | -1,835 | -13,316 |
Ending Balance | $550,193 | $553,505 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Values of Intangible Assets (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | $820,429 | $808,133 |
Accumulated Amortization | 95,451 | 88,098 |
Net Value | 724,978 | 720,035 |
Amortizable intangibles | Covenants not-to-compete | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 9,406 | 9,405 |
Accumulated Amortization | 5,693 | 5,366 |
Net Value | 3,713 | 4,039 |
Amortizable intangibles | Customer relationships | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 677,856 | 670,889 |
Accumulated Amortization | 88,192 | 81,271 |
Net Value | 589,664 | 589,618 |
Amortizable intangibles | Tradenames | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 5,286 | 5,283 |
Accumulated Amortization | 1,108 | 1,031 |
Net Value | 4,178 | 4,252 |
Amortizable intangibles | License agreements | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 611 | 611 |
Accumulated Amortization | 442 | 416 |
Net Value | 169 | 195 |
Amortizable intangibles | Other Intangible Assets | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 334 | 91 |
Accumulated Amortization | 16 | 14 |
Net Value | 318 | 77 |
Indefinite lived intangibles | Operating permits | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 121,136 | 116,054 |
Net Value | 121,136 | 116,054 |
Indefinite lived intangibles | Tradenames | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Gross Carrying Amount | 5,800 | 5,800 |
Net Value | $5,800 | $5,800 |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense (Detail) (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
2014 | $29,744 |
2015 | 29,445 |
2016 | 29,223 |
2017 | 29,038 |
2018 | $28,619 |
GOODWILL_AND_OTHER_INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Segment | ||
Intangible Assets by Major Class [Line Items] | ' | ' |
Number of reportable segments | 2 | ' |
Aggregate amortization expense | $7,315 | $6,642 |
Covenants not-to-compete | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite lived intangible assets, weighted average remaining useful life | '3 years 8 months 12 days | ' |
Covenants not-to-compete | Minimum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '3 years | ' |
Covenants not-to-compete | Maximum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '14 years | ' |
Customer relationships | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite lived intangible assets, weighted average remaining useful life | '25 years 3 months 18 days | ' |
Customer relationships | Minimum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '10 years | ' |
Customer relationships | Maximum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '40 years | ' |
Tradenames | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite lived intangible assets, weighted average remaining useful life | '15 years 4 months 24 days | ' |
Tradenames | Minimum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '10 years | ' |
Tradenames | Maximum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '40 years | ' |
License agreements | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite lived intangible assets, weighted average remaining useful life | '1 year 6 months | ' |
License agreements | Minimum | ' | ' |
Intangible Assets by Major Class [Line Items] | ' | ' |
Finite-Lived Intangible Assets, useful life in years | '5 years | ' |
DEBT_Schedule_of_LongTerm_Debt
DEBT - Schedule of Long-Term Debt (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total debt | $1,370,378 | $1,431,043 |
Less: current portion of total debt | 124,307 | 150,380 |
Long-term portion of total debt | 1,246,071 | 1,280,663 |
Obligations under capital leases | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 6,324 | 7,343 |
$1 billion senior credit facility weighted average rate 1.82%, due in 2016 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 218,301 | 272,358 |
$100 million private placement notes 5.64%, due in 2015 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 100,000 | 100,000 |
$175 million private placement notes 3.89%, due in 2017 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 175,000 | 175,000 |
$125 million private placement notes 2.68%, due in 2019 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 125,000 | 125,000 |
$225 million private placement notes 4.47%, due in 2020 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 225,000 | 225,000 |
$125 million private placement notes 3.26%, due in 2022 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 125,000 | 125,000 |
Acquisition notes weighted average rate of 2.28% and weighted average maturity of 3.6 years | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 251,196 | 252,195 |
Foreign bank debt weighted average rate 8.48% and weighted average maturity of 1.8 years | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | $144,557 | $149,147 |
DEBT_Schedule_of_LongTerm_Debt1
DEBT - Schedule of Long-Term Debt (Parenthetical) (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
$1 billion senior credit facility weighted average rate 1.82%, due in 2016 | ' |
Debt Instrument [Line Items] | ' |
Maximum borrowing capacity of line of credit facility | 1,000,000,000 |
Interest rate percentage | 1.82% |
$100 million private placement notes 5.64%, due in 2015 | ' |
Debt Instrument [Line Items] | ' |
Long-term debt, face amount | 100,000,000 |
Interest rate percentage | 5.64% |
$175 million private placement notes 3.89%, due in 2017 | ' |
Debt Instrument [Line Items] | ' |
Long-term debt, face amount | 175,000,000 |
Interest rate percentage | 3.89% |
$125 million private placement notes 2.68%, due in 2019 | ' |
Debt Instrument [Line Items] | ' |
Long-term debt, face amount | 125,000,000 |
Interest rate percentage | 2.68% |
$225 million private placement notes 4.47%, due in 2020 | ' |
Debt Instrument [Line Items] | ' |
Long-term debt, face amount | 225,000,000 |
Interest rate percentage | 4.47% |
$125 million private placement notes 3.26%, due in 2022 | ' |
Debt Instrument [Line Items] | ' |
Long-term debt, face amount | 125,000,000 |
Interest rate percentage | 3.26% |
Acquisition notes weighted average rate of 2.28% and weighted average maturity of 3.6 years | ' |
Debt Instrument [Line Items] | ' |
Debt, Weighted Average Interest Rate | 2.28% |
Debt, maturity period | '3 years 7 months 6 days |
Foreign bank debt weighted average rate 8.48% and weighted average maturity of 1.8 years | ' |
Debt Instrument [Line Items] | ' |
Debt, Weighted Average Interest Rate | 8.48% |
Debt, maturity period | '1 year 9 months 18 days |
DEBT_Additional_Information_De
DEBT - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ' | ' |
Guaranteed loan, loan balance | $4,800,000 | ' |
$1 billion senior credit facility weighted average rate 1.82%, due in 2016 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Maximum borrowing capacity of line of credit facility | 1,000,000,000 | ' |
Senior letters of credit facility, committed to outstanding letters of credit | 151,200,000 | 155,000,000 |
Senior letters of credit facility, unused portion | 630,500,000 | 572,600,000 |
$100 million private placement notes 5.64%, due in 2015 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, face amount | 100,000,000 | ' |
$175 million private placement notes 3.89%, due in 2017 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, face amount | 175,000,000 | ' |
$125 million private placement notes 2.68%, due in 2019 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, face amount | 125,000,000 | ' |
$225 million private placement notes 4.47%, due in 2020 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, face amount | 225,000,000 | ' |
$125 million private placement notes 3.26%, due in 2022 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, face amount | 125,000,000 | ' |
Other Assets [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan receivable from customer | $15,500,000 | ' |
GEOGRAPHIC_INFORMATION_Detaile
GEOGRAPHIC INFORMATION - Detailed Information for Reporting Segment (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | $569,955 | $513,804 | ' |
Income before income taxes | 117,061 | 117,205 | ' |
Income taxes | 37,291 | 41,983 | ' |
Net Income | 79,770 | 75,222 | 313,084 |
Less: Net Income Attributable to Noncontrolling Interests | 621 | 605 | ' |
Net Income Attributable to Stericycle, Inc. | 79,149 | 74,617 | ' |
United States | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 392,054 | 363,635 | ' |
Net interest expense | 10,668 | 10,731 | ' |
Income before income taxes | 104,313 | 95,956 | ' |
Income taxes | 37,039 | 36,450 | ' |
Net Income Attributable to Stericycle, Inc. | 67,274 | 59,506 | ' |
Depreciation and amortization | 12,818 | 12,575 | ' |
United States | Regulated and Compliance Solutions [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 368,990 | 341,101 | ' |
United States | Recall and Returns Solutions [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 23,064 | 22,534 | ' |
International | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Net interest expense | 4,230 | 2,648 | ' |
Income before income taxes | 12,748 | 21,249 | ' |
Income taxes | 252 | 5,533 | ' |
Net Income | 12,496 | 15,716 | ' |
Less: Net Income Attributable to Noncontrolling Interests | 621 | 605 | ' |
Net Income Attributable to Stericycle, Inc. | 11,875 | 15,111 | ' |
Depreciation and amortization | 10,538 | 8,913 | ' |
International | Regulated and Compliance Solutions [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | $177,901 | $150,169 | ' |
GEOGRAPHIC_INFORMATION_Additio
GEOGRAPHIC INFORMATION - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segments | 2 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 3 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Apr. 22, 2014 |
Subsequent Event | |||
PSC Environmental Services, LLC | |||
Business Acquisition [Line Items] | ' | ' | ' |
Total consideration | $25,357 | $29,353 | $275,000 |
Consideration paid in cash | 12,262 | 18,899 | 245,000 |
Consideration paid with note | $0 | $955 | $30,000 |
Note payable term | ' | ' | '2 years |