Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Dec. 31, 2014 | Jan. 30, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Dec-14 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | CRVL | |
Entity Registrant Name | CORVEL CORP | |
Entity Central Index Key | 874866 | |
Current Fiscal Year End Date | -28 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 20,390,801 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Mar. 31, 2014 |
Current Assets | ||
Cash and cash equivalents (Note A) | $31,029,000 | $34,866,000 |
Customer deposits | 15,035,000 | 16,142,000 |
Accounts receivable, net | 56,227,000 | 57,229,000 |
Prepaid taxes and expenses | 5,552,000 | 5,862,000 |
Deferred income taxes | 7,475,000 | 6,861,000 |
Total current assets | 115,318,000 | 120,960,000 |
Property and equipment, net | 52,917,000 | 51,253,000 |
Goodwill | 36,814,000 | 36,814,000 |
Other intangibles, net (Note F) | 4,851,000 | 5,193,000 |
Other assets | 1,441,000 | 261,000 |
TOTAL ASSETS | 211,341,000 | 214,481,000 |
Current Liabilities | ||
Accounts and taxes payable | 13,173,000 | 18,465,000 |
Accrued liabilities | 51,659,000 | 53,375,000 |
Total current liabilities | 64,832,000 | 71,840,000 |
Deferred income taxes | 16,119,000 | 16,119,000 |
Commitments and contingencies (Notes G and H) | ||
Stockholders' Equity | ||
Common stock, $.0001 par value: 120,000,000 shares authorized at March 31, 2014 and December 31, 2014; 53,126,866 shares issued (20,979,392 shares outstanding, net of Treasury shares) and 53,206,515 shares issued (20,474,606 shares outstanding, net of Treasury shares) at March 31, 2014 and December 31, 2014, respectively | 3,000 | 3,000 |
Paid-in capital | 122,337,000 | 118,831,000 |
Treasury Stock (32,147,474 shares at March 31, 2014 and 32,731,909 shares at December 31, 2014) | -351,132,000 | -328,480,000 |
Retained earnings | 359,182,000 | 336,168,000 |
Total stockholders' equity | 130,390,000 | 126,522,000 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $211,341,000 | $214,481,000 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Mar. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 53,206,515 | 53,126,866 |
Common stock, shares outstanding | 20,474,606 | 20,979,392 |
Treasury stock, shares | 32,731,909 | 32,147,474 |
Consolidated_Income_Statements
Consolidated Income Statements (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | ||||
REVENUES | $122,352,000 | $121,098,000 | $370,430,000 | $358,570,000 |
Cost of revenues | 98,224,000 | 93,392,000 | 293,135,000 | 276,626,000 |
Gross profit | 24,128,000 | 27,706,000 | 77,295,000 | 81,944,000 |
General and administrative expenses | 13,834,000 | 13,204,000 | 40,789,000 | 38,270,000 |
Income before income tax provision | 10,294,000 | 14,502,000 | 36,506,000 | 43,674,000 |
Income tax provision | 3,462,000 | 5,727,000 | 13,492,000 | 17,615,000 |
NET INCOME | $6,832,000 | $8,775,000 | $23,014,000 | $26,059,000 |
Net income per common and common equivalent share | ||||
Basic | $0.33 | $0.42 | $1.11 | $1.23 |
Diluted | $0.33 | $0.41 | $1.10 | $1.22 |
Weighted average common and common equivalent shares | ||||
Basic | 20,599,000 | 20,936,000 | 20,784,000 | 21,157,000 |
Diluted | 20,786,000 | 21,256,000 | 21,015,000 | 21,406,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from Operating Activities | ||
NET INCOME | $23,014,000 | $26,059,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 13,262,000 | 12,201,000 |
Loss on disposal of assets | 223,000 | 87,000 |
Stock compensation expense | 1,594,000 | 1,546,000 |
Write-off of uncollectible accounts | 1,438,000 | 1,043,000 |
Deferred income tax | -614,000 | -643,000 |
Changes in operating assets and liabilities | ||
Accounts receivable | -436,000 | -7,330,000 |
Customer deposits | 1,107,000 | -603,000 |
Prepaid taxes and expenses | 310,000 | 2,272,000 |
Other assets | 220,000 | 408,000 |
Accounts and taxes payable | -5,292,000 | 2,720,000 |
Accrued liabilities | -1,716,000 | 7,851,000 |
Net cash provided by operating activities | 33,110,000 | 45,611,000 |
Cash Flows from Investing Activities | ||
Investment in private equity | -1,400,000 | |
Purchase of property and equipment | -14,806,000 | -12,677,000 |
Net cash (used in) investing activities | -16,206,000 | -12,677,000 |
Cash Flows from Financing Activities | ||
Purchase of treasury stock | -22,653,000 | -23,975,000 |
Tax effect of stock option exercises | 682,000 | 1,554,000 |
Exercise of common stock options | 1,030,000 | 2,250,000 |
Exercise of employee stock purchase options | 200,000 | 161,000 |
Net cash (used in) financing activities | -20,741,000 | -20,010,000 |
Increase (decrease) in cash and cash equivalents | -3,837,000 | 12,924,000 |
Cash and cash equivalents at beginning of period | 34,866,000 | 19,822,000 |
Cash and cash equivalents at end of period | 31,029,000 | 32,746,000 |
Supplemental Cash Flow Information: | ||
Income taxes paid | 16,022,000 | 13,335,000 |
Purchase of software license under finance agreement | $2,343,000 |
Basis_of_Presentation_and_Summ
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note A — Basis of Presentation and Summary of Significant Accounting Policies |
The unaudited financial statements herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. The accompanying interim financial statements have been prepared under the presumption that users of the interim financial information have either read or have access to the audited financial statements for the latest fiscal year ended March 31, 2014. Accordingly, note disclosures which would substantially duplicate the disclosures contained in the March 31, 2014 audited financial statements have been omitted from these interim financial statements. | |
The Company evaluated all subsequent events or transactions through the date of filing this report. Subsequent to the end of the quarter, through January 30, 2015, the Company repurchased 85,846 shares for $3,000,000 for an average of $34.93 per share. These shares were repurchased under the Company’s ongoing share repurchase program described in Note C. | |
Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the three and nine months ended December 31, 2014 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2015. For further information, refer to the consolidated financial statements and notes for the fiscal year ended March 31, 2014 included in the Company’s Annual Report on Form 10-K. | |
Basis of Presentation: The consolidated financial statements include the accounts of CorVel and its subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation. | |
Use of Estimates: The preparation of financial statements in compliance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements. Actual results could differ from those estimates. Significant estimates include the values assigned to intangible assets, capitalized software development, the allowance for doubtful accounts, accruals for income taxes, share-based payments related to performance based awards, loss contingencies, estimated claims for claims administration revenue recognition, estimates used in stock options valuations, and accruals for self-insurance reserves. | |
Cash and Cash Equivalents: Cash and cash equivalents consist of short-term, highly-liquid, investment-grade, interest-bearing securities with maturities of 90 days or less when purchased. | |
Fair Value of Financial Instruments: The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements with respect to fair value measurements of (a) nonfinancial assets and liabilities that are recognized or disclosed at fair value in the Company’s Consolidated Financial Statements on a recurring basis (at least annually) and (b) all financial assets and liabilities. ASC 820 prioritizes the inputs used in measuring fair value into the following hierarchy: | |
Level 1- Quoted market prices in active markets for identical assets or liabilities; | |
Level 2- Observable inputs other than those included in Level 1 (for example, quoted prices for similar assets in active markets or quoted prices for identical assets in inactive markets); and | |
Level 3- Unobservable inputs reflecting management’s own assumptions about the inputs used in estimating the value of the asset. | |
The carrying amount of the Company’s financial instruments (i.e. cash, accounts receivable, accounts payable, etc.) are all Level 1 and approximate their fair values at March 31, 2014 and December 31, 2014. The Company has no Level 2 or Level 3 assets, other than an investment in a private equity group. | |
Investment in Private Equity: During the quarter ended June 30, 2014, the Company’s board of directors approved an investment of $2,000,000 into a private equity limited partnership that invests in start-up companies. The Company invested $1,400,000 into the partnership during nine months ended December 31, 2014 and expects to invest the remaining $600,000 commitment within the next 12 months. The Company accounts for the investment on the cost method and will periodically review the investment for possible impairment. There was no impairment on investment for the quarter ended December 31, 2014. The investment is recorded in other assets on the accompanying consolidated balance sheets. Management believes the cost of the investment in private equity approximates its fair value. | |
Goodwill: The Company accounts for its business combinations in accordance with the FASB ASC 805-10 through ASC 805-50, “Business Combinations,” which requires that the purchase method of accounting be applied to all business combinations and addresses the criteria for initial recognition of intangible assets and goodwill. In accordance with FASB ASC 350-10 through ASC 350-30, goodwill and other intangible assets with indefinite lives are not amortized but are tested for impairment annually, or more frequently if circumstances indicate the possibility of impairment. If the carrying value of goodwill or an intangible asset exceeds its fair value, an impairment loss shall be recognized. | |
Revenue Recognition: The Company recognizes revenue when there is persuasive evidence of an arrangement, the services have been provided to the customer, the sales price is fixed or determinable, and collectability is reasonably assured. For the Company’s services, as the Company’s professional staff performs work, they are contractually permitted to bill for fees earned in fraction of an hour increments worked or by units of production. The Company recognizes revenue as the time is worked or as units of production are completed, which is when the revenue is earned and realized. Labor costs are recognized as the costs are incurred. The Company derives its revenue from the sale of Network Solutions and Patient Management services. Network Solutions and Patient Management services may be sold individually or combined. When a sale combines multiple elements, the Company accounts for multiple element arrangements in accordance with the guidance included in ASC 605-25. | |
Management evaluates agreements with customers in accordance with the provision of the revenue recognition topic ASC 605 that addresses multiple-deliverable revenue arrangements. The multiple-deliverable arrangements entered into consist of bundled managed care which includes various units of accounting such as network solutions, and patient management which includes claims administration. Such elements are considered separate units of accounting due to each element having value to the customer on a stand-alone basis. The selling price for each unit of accounting is determined using contract price and management estimates. When the Company’s customers purchase several products the pricing of the products sold is generally the same as if the products were sold on an individual basis. Revenue is recognized as the work is performed in accordance with the Company’s customer contracts. Based upon the nature of the Company’s products, bundled managed care elements are generally delivered in the same accounting period. The Company recognizes revenue for patient management claims administration services over the life of the customer contract. The Company estimates, based upon prior experience in managing claims, the deferral amount from when the claim is received to when the customer contract expires. | |
Recent Accounting Pronouncements: On May 28, 2014, the FASB issued ASU 2014-09 regarding ASC Topic 606, Revenue from Contracts with Customers. The standard provides principles for recognizing revenue for the transfer of promised goods or services to customers with the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance will be effective for our fiscal year beginning April 1, 2017. Early adoption is not permitted. We are currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. | |
Accounts Receivable: The majority of the Company’s accounts receivable are due from companies in the property and casualty insurance industries, self-insured employers, and government entities. Accounts receivable are generally due within 30 days and are stated as amounts due from customers net of an allowance for doubtful accounts. Those accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance by considering a number of factors, including the length of time trade accounts receivable are past due, the Company’s previous loss history, the customer’s current ability to pay its obligation to the Company and the condition of the general economy and the industry as a whole. No one customer accounted for 10% or more of accounts receivable at either March 31, 2014 or December 31, 2014. No one customer accounted for 10% or more of revenue during the nine months ended December 31, 2013 or 2014. | |
Property and Equipment: Additions to property and equipment are recorded at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, which range from one to seven years. The Company accounts for internally developed software costs in accordance with FASB ASC 350-40, “Accounting for the Costs of Computer Software Developed or Obtained for Internal Use”, which allows for the capitalization of software developed for internal use. These costs are included in computer software in property and equipment and are amortized over a period of five years. | |
Long-Lived Assets: The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or to the unamortized balance is warranted. Such evaluation is based principally on the expected utilization of the long-lived assets and the projected, undiscounted cash flows of the operations in which the long-lived assets are deployed. | |
Income Taxes: The Company provides for income taxes in accordance with provisions specified in ASC 740, “Accounting for Income Taxes”. Accordingly, deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities. These differences will result in taxable or deductible amounts in the future, based on tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences become deductible. In making an assessment regarding the probability of realizing a benefit from these deductible differences, management considers the Company’s current and past performance, the market environment in which the Company operates, tax-planning strategies and the length of carry-forward periods for loss carry-forwards, if any. Valuation allowances are established when necessary to reduce deferred tax assets to amounts that are more likely than not to be realized. Further, the Company provides for income tax issues not yet resolved with federal, state and local tax authorities. The balance of the unrecognized tax benefits as of March 31, 2014 and December 31, 2014 was $700,000 and $2,644,000, respectively. | |
Earnings Per Share: Earnings per common share-basic is based on the weighted average number of common shares outstanding during the period. Earnings per common share-diluted is based on the weighted average number of common shares and common share equivalents outstanding during the period. In calculating earnings per share, earnings are the same for the basic and diluted calculations. Weighted average shares outstanding decreased in the December 2014 quarter compared to the same quarter of the prior year primarily due to repurchases of shares under the Company’s share repurchase program. See also Note D. |
Stock_Based_Compensation_and_S
Stock Based Compensation and Stock Options | 9 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Stock Based Compensation and Stock Options | Note B - Stock Based Compensation and Stock Options | ||||||||||||||||||||
Under the Company’s Restated Omnibus Incentive Plan (formerly the Restated 1988 Executive Stock Option Plan) (“the Plan”) as in effect at December 31, 2014, options for up to 19,365,000 shares of the Company’s common stock may be granted over the life of the Plan to key employees, non-employee directors and consultants at exercise prices not less than the fair market value of the stock at the date of grant. Options granted under the Plan are non-statutory stock options and generally vest 25% one year from date of grant and the remaining 75% vesting ratably each month for the next 36 months. The options granted to employees and the board of directors expire at the end of five years and ten years from date of grant, respectively. | |||||||||||||||||||||
The Company records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model with the assumptions included in the table below. The Company uses historical data among other factors to estimate the expected volatility, the expected option life, and the expected forfeiture rate. The risk-free rate is based on the interest rate paid on a U.S. Treasury issue with a term similar to the estimated life of the option. Based upon the historical experience of options cancellations, the Company has estimated an annualized forfeiture rate of 12.40% and 12.12% for the three months ended December 31, 2013 and 2014, respectively. Forfeiture rates will be adjusted over the requisite service period when actual forfeitures differ, or are expected to differ, from the estimate. The following assumptions were used to estimate the fair value of options granted during the three months ended December 31, 2013 and 2014 using the Black-Scholes option-pricing model: | |||||||||||||||||||||
Three Months Ended December 31, | |||||||||||||||||||||
2013 | 2014 | ||||||||||||||||||||
Risk-free interest rate | 1.35 | % | 1.64 | % | |||||||||||||||||
Expected volatility | 47 | % | 46 | % | |||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | |||||||||||||||||
Expected forfeiture rate | 12.4 | % | 12.12 | % | |||||||||||||||||
Expected weighted average life of option in years | 4.4 years | 4.4 years | |||||||||||||||||||
All options granted in the nine months ended December 31, 2013 and 2014 were granted with an exercise price equal to the fair value of the Company’s common stock on the grant date and are non-statutory stock options. | |||||||||||||||||||||
For the three months ended December 31, 2013 and 2014, the Company recorded share-based compensation expense of $676,000 and $432,000, respectively. For the nine months ended December 31, 2013 and 2014, the Company recorded share-based compensation expense of $1,546,000 and $1,594,000, respectively. The table below shows the amounts recognized in the financial statements for stock compensation expense for time based options and performance based options during the three and nine months ended December 31, 2013 and 2014, respectively. | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
December 31, 2013 | December 31, 2014 | ||||||||||||||||||||
Cost of revenues | $ | 180,000 | $ | 239,000 | |||||||||||||||||
General and administrative | 496,000 | 193,000 | |||||||||||||||||||
Total cost of stock-based compensation included in income before income tax provision | 676,000 | 432,000 | |||||||||||||||||||
Amount of income tax benefit recognized | (267,000 | ) | (164,000 | ) | |||||||||||||||||
Amount charged against net income | $ | 409,000 | $ | 268,000 | |||||||||||||||||
Effect on diluted net income per share | $ | (0.02 | ) | $ | (0.01 | ) | |||||||||||||||
Nine Months Ended | |||||||||||||||||||||
December 31, 2013 | December 31, 2014 | ||||||||||||||||||||
Cost of revenues | $ | 477,000 | $ | 733,000 | |||||||||||||||||
General and administrative | 1,069,000 | 861,000 | |||||||||||||||||||
Total cost of stock-based compensation included in income before income tax provision | 1,546,000 | 1,594,000 | |||||||||||||||||||
Amount of income tax benefit recognized | (611,000 | ) | (606,000 | ) | |||||||||||||||||
Amount charged against net income | $ | 935,000 | $ | 988,000 | |||||||||||||||||
Effect on diluted net income per share | $ | (0.04 | ) | $ | (0.05 | ) | |||||||||||||||
Summarized information for all stock options for the three and nine months ended December 31, 2013 and 2014 follows: | |||||||||||||||||||||
Three Months Ended December 31, 2013 | Three Months Ended December 31, 2014 | ||||||||||||||||||||
Shares | Average Price | Shares | Average Price | ||||||||||||||||||
Options outstanding, beginning | 1,191,251 | $ | 20.39 | 1,136,073 | $ | 26.42 | |||||||||||||||
Options granted | 142,650 | 40.24 | 122,825 | 34.78 | |||||||||||||||||
Options exercised | (69,276 | ) | 16.33 | (21,734 | ) | 15.27 | |||||||||||||||
Options cancelled | (4,057 | ) | 21.9 | — | — | ||||||||||||||||
Options outstanding, ending | 1,260,568 | $ | 22.85 | 1,237,164 | $ | 27.45 | |||||||||||||||
Nine Months Ended December 31, 2013 | Nine Months Ended December 31, 2014 | ||||||||||||||||||||
Shares | Average Price | Shares | Average Price | ||||||||||||||||||
Options outstanding, beginning | 1,100,930 | $ | 18.65 | 1,115,984 | $ | 24.8 | |||||||||||||||
Options granted | 382,650 | 31.14 | 208,875 | 37.93 | |||||||||||||||||
Options exercised | (188,327 | ) | 15.14 | (78,684 | ) | 17.54 | |||||||||||||||
Options cancelled | (34,685 | ) | 22.94 | (9,011 | ) | 25.86 | |||||||||||||||
Options outstanding, ending | 1,260,568 | $ | 22.85 | 1,237,164 | $ | 27.45 | |||||||||||||||
The following table summarizes the status of stock options outstanding and exercisable at December 31, 2014: | |||||||||||||||||||||
Exercisable | |||||||||||||||||||||
Weighted | Outstanding | Exercisable | Options – | ||||||||||||||||||
Average | Options – | Options – | Weighted | ||||||||||||||||||
Remaining | Weighted | Number of | Average | ||||||||||||||||||
Number of | Contractual | Average | Exercisable | Exercise | |||||||||||||||||
Range of Exercise Price | Outstanding Options | Life | Exercise Price | Options | Price | ||||||||||||||||
$7.78 to $22.07 | 343,924 | 3.32 | $ | 16.41 | 294,176 | $ | 15.51 | ||||||||||||||
$22.08 to $24.24 | 340,841 | 2.94 | $ | 23.45 | 149,588 | $ | 23.35 | ||||||||||||||
$24.25 to $34.78 | 273,099 | 3.55 | $ | 31.45 | 61,690 | $ | 27.8 | ||||||||||||||
$34.79 to $45.55 | 279,300 | 4.36 | $ | 42.02 | 9,539 | $ | 40.29 | ||||||||||||||
Total | 1,237,164 | 3.5 | $ | 27.45 | 514,993 | $ | 19.72 | ||||||||||||||
A summary of the status for all outstanding options at December 31, 2014, and changes during the three months then ended, is presented in the table below: | |||||||||||||||||||||
Number of Options | Weighted Average | Weighted Average | Aggregate | ||||||||||||||||||
Exercise Per Share | Remaining Contractual | Intrinsic Value as | |||||||||||||||||||
Life (Years) | of December 31, | ||||||||||||||||||||
2014 | |||||||||||||||||||||
Options outstanding at October 1, 2014 | 1,136,073 | $ | 26.42 | ||||||||||||||||||
Granted | 122,825 | 34.78 | |||||||||||||||||||
Exercised | (21,734 | ) | 15.27 | ||||||||||||||||||
Cancelled – forfeited | — | — | |||||||||||||||||||
Cancelled – expired | — | — | |||||||||||||||||||
Ending outstanding | 1,237,164 | $ | 27.45 | 3.5 | $ | 13,429,112 | |||||||||||||||
Ending vested and expected to vest | 1,078,621 | $ | 26.28 | 3.39 | $ | 12,851,985 | |||||||||||||||
Ending exercisable at December 31, 2014 | 514,993 | $ | 19.72 | 2.85 | $ | 9,041,701 | |||||||||||||||
The weighted-average grant-date fair value of options granted during the three months ended December 31, 2013 and 2014, was $16.70 and $14.22, respectively. | |||||||||||||||||||||
Included in the above-noted stock option grants and stock compensation expense are performance-based stock options under which vesting occurs only upon the Company achieving certain revenue or earnings per shares targets on a calendar year basis as determined by the Company’s board of directors. These options were valued in the same manner as the time-vesting options. However, the Company only recognizes stock compensation to the extent that the targets are determined to be achieved which allow the performance options to vest. The Company recognized $285,000 and ($30,000) of stock compensation expense for the three months ended December 31, 2013 and 2014, respectively, for performance-based stock options. The Company recognized $448,000 and $113,000 of stock compensation expense for the nine months ended December 31, 2013 and 2014, respectively, for performance-based stock options. The current period reduction reflects changes in management’s estimate of certain performance based measurements not being achieved for the current fiscal year. |
Treasury_Stock_and_Subsequent_
Treasury Stock and Subsequent Event | 9 Months Ended |
Dec. 31, 2014 | |
Text Block [Abstract] | |
Treasury Stock and Subsequent Event | Note C - Treasury Stock and Subsequent Event |
The Company’s board of directors initially approved the commencement of a share repurchase program in the fall of 1996. In August 2013, the Board approved a 2,000,000 share expansion of the repurchase program to 34,000,000 shares over the life of the share repurchase program. Since the commencement of the share repurchase program, the Company has spent $351 million to repurchase 32,731,909 shares of its common stock, equal to 62% of the outstanding common stock had there been no repurchases. The average price of these repurchases was $10.73 per share. These repurchases were funded primarily from the net earnings of the Company, along with the proceeds from the exercise of common stock options. During the three and nine months ended December 31, 2014, the Company repurchased 274,483 shares for $9.5 million and 584,435 shares for $22.6 million, respectively. The Company had 20,474,606 shares of common stock outstanding as of December 31, 2014, net of the 32,731,909 shares in treasury. Subsequent to the end of the quarter, through January 30, 2015, the Company repurchased 85,846 shares for $3,000,000 for an average of $34.93 per share. |
Weighted_Average_Shares_and_Ne
Weighted Average Shares and Net Income Per Share | 9 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Weighted Average Shares and Net Income Per Share | Note D - Weighted Average Shares and Net Income Per Share | ||||||||
Weighted average basic common shares decreased from 20,936,000 for the quarter ended December 31, 2013 to 20,599,000 for the quarter ended December 31, 2014. Weighted average diluted common and common equivalent shares decreased from 21,256,000 for the quarter ended December 31, 2013 to 20,786,000 for the quarter ended December 31, 2014. The net decrease in both of these weighted share calculations is due to the repurchase of common stock as noted above, offset by an increase in shares outstanding due to the exercise of stock options under the Company’s employee stock option plan. | |||||||||
Net income per common and common equivalent shares was computed by dividing net income by the weighted average number of common and common stock equivalents outstanding during the quarter. The calculations of the basic and diluted weighted shares for the three and nine months ended December 31, 2013 and 2014, are as follows: | |||||||||
Three Months Ended December 31, | |||||||||
2013 | 2014 | ||||||||
Net Income | $ | 8,775,000 | $ | 6,832,000 | |||||
Basic: | |||||||||
Weighted average common shares outstanding | 20,936,000 | 20,599,000 | |||||||
Net Income per share | $ | 0.42 | $ | 0.33 | |||||
Diluted: | |||||||||
Weighted average common shares outstanding | 20,936,000 | 20,599,000 | |||||||
Treasury stock impact of stock options | 320,000 | 187,000 | |||||||
Total common and common equivalent shares | 21,256,000 | 20,786,000 | |||||||
Net Income per share | $ | 0.41 | $ | 0.33 | |||||
Nine Months Ended December 31, | |||||||||
2013 | 2014 | ||||||||
Net Income | $ | 26,059,000 | $ | 23,014,000 | |||||
Basic: | |||||||||
Weighted average common shares outstanding | 21,157,000 | 20,784,000 | |||||||
Net Income per share | $ | 1.23 | $ | 1.11 | |||||
Diluted: | |||||||||
Weighted average common shares outstanding | 21,157,000 | 20,784,000 | |||||||
Treasury stock impact of stock options | 249,000 | 231,000 | |||||||
Total common and common equivalent shares | 21,406,000 | 21,015,000 | |||||||
Net Income per share | $ | 1.22 | $ | 1.1 | |||||
Shareholder_Rights_Plan
Shareholder Rights Plan | 9 Months Ended |
Dec. 31, 2014 | |
Text Block [Abstract] | |
Shareholder Rights Plan | Note E - Shareholder Rights Plan |
During fiscal 1997, the Company’s Board of Directors approved the adoption of a Shareholder Rights Plan. The Shareholder Rights Plan provides for a dividend distribution to CorVel stockholders of one preferred stock purchase right for each outstanding share of CorVel’s common stock under certain circumstances. In November 2008, the Company’s Board of Directors approved an amendment to the Shareholder Rights Plan to extend the expiration date of the rights to February 10, 2022. | |
The rights are designed to assure that all shareholders receive fair and equal treatment in the event of any proposed takeover of the Company and to encourage a potential acquirer to negotiate with the Board of Directors prior to attempting a takeover. The rights have an exercise price of $118 per right, subject to subsequent adjustment. The rights trade with the Company’s common stock and will not be exercisable until the occurrence of certain takeover-related events. | |
Generally, the Shareholder Rights Plan provides that if a person or group acquires 15% or more of the Company’s common stock without the approval of the Board, subject to certain exceptions, the holders of the rights, other than the acquiring person or group, would, under certain circumstances, have the right to purchase additional shares of the Company’s common stock having a market value equal to two times the then-current exercise price of the right. | |
In addition, if the Company is thereafter merged into another entity, or if 50% or more of the Company’s consolidated assets or earning power are sold, then the right will entitle its holder to buy common shares of the acquiring entity having a market value equal to two times the then-current exercise price of the right. The Company’s Board of Directors may exchange or redeem the rights under certain conditions. |
Other_Intangible_Assets
Other Intangible Assets | 9 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||
Other Intangible Assets | Note F — Other Intangible Assets | ||||||||||||||||||
Other intangible assets consist of the following at December 31, 2014: | |||||||||||||||||||
Item | Life | Cost | Nine Months Ended | Accumulated | Cost, Net of | ||||||||||||||
December 31, 2014 | Amortization at | Accumulated | |||||||||||||||||
Amortization Expense | December 31, 2014 | Amortization at | |||||||||||||||||
December 31, 2014 | |||||||||||||||||||
Covenants Not to Compete | 5 Years | $ | 775,000 | $ | 15,000 | $ | 757,000 | $ | 18,000 | ||||||||||
Customer Relationships | 18-20 Years | 7,922,000 | 317,000 | 3,192,000 | 4,730,000 | ||||||||||||||
TPA Licenses | 15 Years | 204,000 | 10,000 | 101,000 | 103,000 | ||||||||||||||
Total | $ | 8,901,000 | $ | 342,000 | $ | 4,050,000 | $ | 4,851,000 | |||||||||||
Line_of_Credit
Line of Credit | 9 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Line of Credit | Note G — Line of Credit |
In September 2014, the Company renewed a line of credit agreement. The line is with a financial institution to provide a revolving credit facility with borrowing capacity of up to $10 million. Borrowings under this agreement, as amended, bear interest, at the Company’s option, at a fixed LIBOR-based rate plus 1.50% or at a fluctuating rate determined by the financial institution to be 1.50% above the daily one-month LIBOR rate. The loan covenants require the Company to maintain the current assets to liabilities ratio of at least 1.25:1, debt to tangible net worth not greater than 1.25:1 and have positive net income. There were no outstanding revolving loans at any time during fiscal 2014 or the nine months ended December 31, 2014, or as of the date hereof, but letters of credit in the aggregate amount of $4.5 million have been issued separate from the line of credit and therefore do not reduce the amount of borrowings available under the revolving credit facility. The renewed credit agreement expires in September 2015. |
Contingencies_and_Legal_Procee
Contingencies and Legal Proceedings | 9 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Legal Proceedings | Note H — Contingencies and Legal Proceedings |
The Company is involved in litigation arising in the normal course of business. Management believes that resolution of these matters will not result in any payment that, individually or in the aggregate, would be material to the financial position or results of the operations of the Company. |
Basis_of_Presentation_and_Summ1
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation: The consolidated financial statements include the accounts of CorVel and its subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates: The preparation of financial statements in compliance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements. Actual results could differ from those estimates. Significant estimates include the values assigned to intangible assets, capitalized software development, the allowance for doubtful accounts, accruals for income taxes, share-based payments related to performance based awards, loss contingencies, estimated claims for claims administration revenue recognition, estimates used in stock options valuations, and accruals for self-insurance reserves. |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents consist of short-term, highly-liquid, investment-grade, interest-bearing securities with maturities of 90 days or less when purchased. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements with respect to fair value measurements of (a) nonfinancial assets and liabilities that are recognized or disclosed at fair value in the Company’s Consolidated Financial Statements on a recurring basis (at least annually) and (b) all financial assets and liabilities. ASC 820 prioritizes the inputs used in measuring fair value into the following hierarchy: |
Level 1- Quoted market prices in active markets for identical assets or liabilities; | |
Level 2- Observable inputs other than those included in Level 1 (for example, quoted prices for similar assets in active markets or quoted prices for identical assets in inactive markets); and | |
Level 3- Unobservable inputs reflecting management’s own assumptions about the inputs used in estimating the value of the asset. | |
The carrying amount of the Company’s financial instruments (i.e. cash, accounts receivable, accounts payable, etc.) are all Level 1 and approximate their fair values at March 31, 2014 and December 31, 2014. The Company has no Level 2 or Level 3 assets, other than an investment in a private equity group. | |
Investment in Private Equity | Investment in Private Equity: During the quarter ended June 30, 2014, the Company’s board of directors approved an investment of $2,000,000 into a private equity limited partnership that invests in start-up companies. The Company invested $1,400,000 into the partnership during nine months ended December 31, 2014 and expects to invest the remaining $600,000 commitment within the next 12 months. The Company accounts for the investment on the cost method and will periodically review the investment for possible impairment. There was no impairment on investment for the quarter ended December 31, 2014. The investment is recorded in other assets on the accompanying consolidated balance sheets. Management believes the cost of the investment in private equity approximates its fair value. |
Goodwill | Goodwill: The Company accounts for its business combinations in accordance with the FASB ASC 805-10 through ASC 805-50, “Business Combinations,” which requires that the purchase method of accounting be applied to all business combinations and addresses the criteria for initial recognition of intangible assets and goodwill. In accordance with FASB ASC 350-10 through ASC 350-30, goodwill and other intangible assets with indefinite lives are not amortized but are tested for impairment annually, or more frequently if circumstances indicate the possibility of impairment. If the carrying value of goodwill or an intangible asset exceeds its fair value, an impairment loss shall be recognized. |
Revenue Recognition | Revenue Recognition: The Company recognizes revenue when there is persuasive evidence of an arrangement, the services have been provided to the customer, the sales price is fixed or determinable, and collectability is reasonably assured. For the Company’s services, as the Company’s professional staff performs work, they are contractually permitted to bill for fees earned in fraction of an hour increments worked or by units of production. The Company recognizes revenue as the time is worked or as units of production are completed, which is when the revenue is earned and realized. Labor costs are recognized as the costs are incurred. The Company derives its revenue from the sale of Network Solutions and Patient Management services. Network Solutions and Patient Management services may be sold individually or combined. When a sale combines multiple elements, the Company accounts for multiple element arrangements in accordance with the guidance included in ASC 605-25. |
Management evaluates agreements with customers in accordance with the provision of the revenue recognition topic ASC 605 that addresses multiple-deliverable revenue arrangements. The multiple-deliverable arrangements entered into consist of bundled managed care which includes various units of accounting such as network solutions, and patient management which includes claims administration. Such elements are considered separate units of accounting due to each element having value to the customer on a stand-alone basis. The selling price for each unit of accounting is determined using contract price and management estimates. When the Company’s customers purchase several products the pricing of the products sold is generally the same as if the products were sold on an individual basis. Revenue is recognized as the work is performed in accordance with the Company’s customer contracts. Based upon the nature of the Company’s products, bundled managed care elements are generally delivered in the same accounting period. The Company recognizes revenue for patient management claims administration services over the life of the customer contract. The Company estimates, based upon prior experience in managing claims, the deferral amount from when the claim is received to when the customer contract expires. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements: On May 28, 2014, the FASB issued ASU 2014-09 regarding ASC Topic 606, Revenue from Contracts with Customers. The standard provides principles for recognizing revenue for the transfer of promised goods or services to customers with the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance will be effective for our fiscal year beginning April 1, 2017. Early adoption is not permitted. We are currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. |
Accounts Receivable | Accounts Receivable: The majority of the Company’s accounts receivable are due from companies in the property and casualty insurance industries, self-insured employers, and government entities. Accounts receivable are generally due within 30 days and are stated as amounts due from customers net of an allowance for doubtful accounts. Those accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance by considering a number of factors, including the length of time trade accounts receivable are past due, the Company’s previous loss history, the customer’s current ability to pay its obligation to the Company and the condition of the general economy and the industry as a whole. No one customer accounted for 10% or more of accounts receivable at either March 31, 2014 or December 31, 2014. No one customer accounted for 10% or more of revenue during the nine months ended December 31, 2013 or 2014. |
Property and Equipment | Property and Equipment: Additions to property and equipment are recorded at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, which range from one to seven years. The Company accounts for internally developed software costs in accordance with FASB ASC 350-40, “Accounting for the Costs of Computer Software Developed or Obtained for Internal Use”, which allows for the capitalization of software developed for internal use. These costs are included in computer software in property and equipment and are amortized over a period of five years. |
Long-Lived Assets | Long-Lived Assets: The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or to the unamortized balance is warranted. Such evaluation is based principally on the expected utilization of the long-lived assets and the projected, undiscounted cash flows of the operations in which the long-lived assets are deployed. |
Income Taxes | Income Taxes: The Company provides for income taxes in accordance with provisions specified in ASC 740, “Accounting for Income Taxes”. Accordingly, deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities. These differences will result in taxable or deductible amounts in the future, based on tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences become deductible. In making an assessment regarding the probability of realizing a benefit from these deductible differences, management considers the Company’s current and past performance, the market environment in which the Company operates, tax-planning strategies and the length of carry-forward periods for loss carry-forwards, if any. Valuation allowances are established when necessary to reduce deferred tax assets to amounts that are more likely than not to be realized. Further, the Company provides for income tax issues not yet resolved with federal, state and local tax authorities. The balance of the unrecognized tax benefits as of March 31, 2014 and December 31, 2014 was $700,000 and $2,644,000, respectively. |
Earnings Per Share | Earnings Per Share: Earnings per common share-basic is based on the weighted average number of common shares outstanding during the period. Earnings per common share-diluted is based on the weighted average number of common shares and common share equivalents outstanding during the period. In calculating earnings per share, earnings are the same for the basic and diluted calculations. Weighted average shares outstanding decreased in the December 2014 quarter compared to the same quarter of the prior year primarily due to repurchases of shares under the Company’s share repurchase program. See also Note D. |
Stock_Based_Compensation_and_S1
Stock Based Compensation and Stock Options (Tables) | 9 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Fair Value of Options Granted | The following assumptions were used to estimate the fair value of options granted during the three months ended December 31, 2013 and 2014 using the Black-Scholes option-pricing model: | ||||||||||||||||||||
Three Months Ended December 31, | |||||||||||||||||||||
2013 | 2014 | ||||||||||||||||||||
Risk-free interest rate | 1.35 | % | 1.64 | % | |||||||||||||||||
Expected volatility | 47 | % | 46 | % | |||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | |||||||||||||||||
Expected forfeiture rate | 12.4 | % | 12.12 | % | |||||||||||||||||
Expected weighted average life of option in years | 4.4 years | 4.4 years | |||||||||||||||||||
Stock Compensation Expense for Time Based Options and Performance Based Options | The table below shows the amounts recognized in the financial statements for stock compensation expense for time based options and performance based options during the three and nine months ended December 31, 2013 and 2014, respectively. | ||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
December 31, 2013 | December 31, 2014 | ||||||||||||||||||||
Cost of revenues | $ | 180,000 | $ | 239,000 | |||||||||||||||||
General and administrative | 496,000 | 193,000 | |||||||||||||||||||
Total cost of stock-based compensation included in income before income tax provision | 676,000 | 432,000 | |||||||||||||||||||
Amount of income tax benefit recognized | (267,000 | ) | (164,000 | ) | |||||||||||||||||
Amount charged against net income | $ | 409,000 | $ | 268,000 | |||||||||||||||||
Effect on diluted net income per share | $ | (0.02 | ) | $ | (0.01 | ) | |||||||||||||||
Nine Months Ended | |||||||||||||||||||||
December 31, 2013 | December 31, 2014 | ||||||||||||||||||||
Cost of revenues | $ | 477,000 | $ | 733,000 | |||||||||||||||||
General and administrative | 1,069,000 | 861,000 | |||||||||||||||||||
Total cost of stock-based compensation included in income before income tax provision | 1,546,000 | 1,594,000 | |||||||||||||||||||
Amount of income tax benefit recognized | (611,000 | ) | (606,000 | ) | |||||||||||||||||
Amount charged against net income | $ | 935,000 | $ | 988,000 | |||||||||||||||||
Effect on diluted net income per share | $ | (0.04 | ) | $ | (0.05 | ) | |||||||||||||||
Stock Options | Summarized information for all stock options for the three and nine months ended December 31, 2013 and 2014 follows: | ||||||||||||||||||||
Three Months Ended December 31, 2013 | Three Months Ended December 31, 2014 | ||||||||||||||||||||
Shares | Average Price | Shares | Average Price | ||||||||||||||||||
Options outstanding, beginning | 1,191,251 | $ | 20.39 | 1,136,073 | $ | 26.42 | |||||||||||||||
Options granted | 142,650 | 40.24 | 122,825 | 34.78 | |||||||||||||||||
Options exercised | (69,276 | ) | 16.33 | (21,734 | ) | 15.27 | |||||||||||||||
Options cancelled | (4,057 | ) | 21.9 | — | — | ||||||||||||||||
Options outstanding, ending | 1,260,568 | $ | 22.85 | 1,237,164 | $ | 27.45 | |||||||||||||||
Nine Months Ended December 31, 2013 | Nine Months Ended December 31, 2014 | ||||||||||||||||||||
Shares | Average Price | Shares | Average Price | ||||||||||||||||||
Options outstanding, beginning | 1,100,930 | $ | 18.65 | 1,115,984 | $ | 24.8 | |||||||||||||||
Options granted | 382,650 | 31.14 | 208,875 | 37.93 | |||||||||||||||||
Options exercised | (188,327 | ) | 15.14 | (78,684 | ) | 17.54 | |||||||||||||||
Options cancelled | (34,685 | ) | 22.94 | (9,011 | ) | 25.86 | |||||||||||||||
Options outstanding, ending | 1,260,568 | $ | 22.85 | 1,237,164 | $ | 27.45 | |||||||||||||||
Stock Options Outstanding and Exercisable | The following table summarizes the status of stock options outstanding and exercisable at December 31, 2014: | ||||||||||||||||||||
Exercisable | |||||||||||||||||||||
Weighted | Outstanding | Exercisable | Options – | ||||||||||||||||||
Average | Options – | Options – | Weighted | ||||||||||||||||||
Remaining | Weighted | Number of | Average | ||||||||||||||||||
Number of | Contractual | Average | Exercisable | Exercise | |||||||||||||||||
Range of Exercise Price | Outstanding Options | Life | Exercise Price | Options | Price | ||||||||||||||||
$7.78 to $22.07 | 343,924 | 3.32 | $ | 16.41 | 294,176 | $ | 15.51 | ||||||||||||||
$22.08 to $24.24 | 340,841 | 2.94 | $ | 23.45 | 149,588 | $ | 23.35 | ||||||||||||||
$24.25 to $34.78 | 273,099 | 3.55 | $ | 31.45 | 61,690 | $ | 27.8 | ||||||||||||||
$34.79 to $45.55 | 279,300 | 4.36 | $ | 42.02 | 9,539 | $ | 40.29 | ||||||||||||||
Total | 1,237,164 | 3.5 | $ | 27.45 | 514,993 | $ | 19.72 | ||||||||||||||
Outstanding Options | A summary of the status for all outstanding options at December 31, 2014, and changes during the three months then ended, is presented in the table below: | ||||||||||||||||||||
Number of Options | Weighted Average | Weighted Average | Aggregate | ||||||||||||||||||
Exercise Per Share | Remaining Contractual | Intrinsic Value as | |||||||||||||||||||
Life (Years) | of December 31, | ||||||||||||||||||||
2014 | |||||||||||||||||||||
Options outstanding at October 1, 2014 | 1,136,073 | $ | 26.42 | ||||||||||||||||||
Granted | 122,825 | 34.78 | |||||||||||||||||||
Exercised | (21,734 | ) | 15.27 | ||||||||||||||||||
Cancelled – forfeited | — | — | |||||||||||||||||||
Cancelled – expired | — | — | |||||||||||||||||||
Ending outstanding | 1,237,164 | $ | 27.45 | 3.5 | $ | 13,429,112 | |||||||||||||||
Ending vested and expected to vest | 1,078,621 | $ | 26.28 | 3.39 | $ | 12,851,985 | |||||||||||||||
Ending exercisable at December 31, 2014 | 514,993 | $ | 19.72 | 2.85 | $ | 9,041,701 | |||||||||||||||
Weighted_Average_Shares_and_Ne1
Weighted Average Shares and Net Income Per Share (Tables) | 9 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Calculations of Basic and Diluted Weighted Shares | The calculations of the basic and diluted weighted shares for the three and nine months ended December 31, 2013 and 2014, are as follows: | ||||||||
Three Months Ended December 31, | |||||||||
2013 | 2014 | ||||||||
Net Income | $ | 8,775,000 | $ | 6,832,000 | |||||
Basic: | |||||||||
Weighted average common shares outstanding | 20,936,000 | 20,599,000 | |||||||
Net Income per share | $ | 0.42 | $ | 0.33 | |||||
Diluted: | |||||||||
Weighted average common shares outstanding | 20,936,000 | 20,599,000 | |||||||
Treasury stock impact of stock options | 320,000 | 187,000 | |||||||
Total common and common equivalent shares | 21,256,000 | 20,786,000 | |||||||
Net Income per share | $ | 0.41 | $ | 0.33 | |||||
Nine Months Ended December 31, | |||||||||
2013 | 2014 | ||||||||
Net Income | $ | 26,059,000 | $ | 23,014,000 | |||||
Basic: | |||||||||
Weighted average common shares outstanding | 21,157,000 | 20,784,000 | |||||||
Net Income per share | $ | 1.23 | $ | 1.11 | |||||
Diluted: | |||||||||
Weighted average common shares outstanding | 21,157,000 | 20,784,000 | |||||||
Treasury stock impact of stock options | 249,000 | 231,000 | |||||||
Total common and common equivalent shares | 21,406,000 | 21,015,000 | |||||||
Net Income per share | $ | 1.22 | $ | 1.1 | |||||
Other_Intangible_Assets_Tables
Other Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||
Other Intangible Assets | Other intangible assets consist of the following at December 31, 2014: | ||||||||||||||||||
Item | Life | Cost | Nine Months Ended | Accumulated | Cost, Net of | ||||||||||||||
December 31, 2014 | Amortization at | Accumulated | |||||||||||||||||
Amortization Expense | December 31, 2014 | Amortization at | |||||||||||||||||
December 31, 2014 | |||||||||||||||||||
Covenants Not to Compete | 5 Years | $ | 775,000 | $ | 15,000 | $ | 757,000 | $ | 18,000 | ||||||||||
Customer Relationships | 18-20 Years | 7,922,000 | 317,000 | 3,192,000 | 4,730,000 | ||||||||||||||
TPA Licenses | 15 Years | 204,000 | 10,000 | 101,000 | 103,000 | ||||||||||||||
Total | $ | 8,901,000 | $ | 342,000 | $ | 4,050,000 | $ | 4,851,000 | |||||||||||
Basis_of_Presentation_and_Summ2
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 9 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2014 | Mar. 31, 2015 | Jan. 30, 2015 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | |
Customer | Customer | ||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of shares authorized to repurchase | 274,483 | 584,435 | |||||
Share price | $9,500,000 | $22,600,000 | |||||
Average price | $10.73 | ||||||
Maturities of short term investment interest-bearing securities | 90 days | ||||||
Investments approved by board of directors | 2,000,000 | ||||||
Investment in private equity | 1,400,000 | ||||||
Impairment on investment | 0 | ||||||
Accounts receivable due period | 30 days | ||||||
Amortization period of computer software | 5 years | ||||||
Unrecognized tax benefits | 2,644,000 | 2,644,000 | 700,000 | ||||
Scenario, Forecast [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Investment in private equity | 600,000 | ||||||
Subsequent Event [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of shares authorized to repurchase | 85,846 | ||||||
Share price | 3,000,000 | ||||||
Average price | $34.93 | ||||||
Minimum [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life of property and equipment | 1 year | ||||||
Maximum [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life of property and equipment | 7 years | ||||||
Credit Concentration Risk [Member] | Accounts Receivable [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Maximum customer risk percentage | 10.00% | 10.00% | |||||
Number of customer | 0 | 0 | |||||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Maximum customer risk percentage | 10.00% | 10.00% | |||||
Number of customer | 0 | 0 | |||||
Fair Value, Inputs, Level 2 [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Transfer of assets | 0 | 0 | |||||
Fair Value, Inputs, Level 3 [Member] | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Transfer of assets | $0 | $0 |
Stock_Based_Compensation_and_S2
Stock Based Compensation and Stock Options - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock grants | 19,365,000 | 19,365,000 | ||
Options expected forfeiture rate, percentage | 12.12% | 12.40% | ||
Recognized stock compensation expense | $1,594,000 | $1,546,000 | ||
Weighted-average grant-date fair value of options granted | $14.22 | $16.70 | ||
Employee [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Non-statutory stock options expiration period | 5 years | |||
Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Non-statutory stock options expiration period | 10 years | |||
Performance Based Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Recognized stock compensation expense | -30,000 | 285,000 | 113,000 | 448,000 |
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Non-statutory stock options vesting period | 1 year | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Non-statutory stock options vesting period | 36 months | |||
Time Based Options [Member] | Performance Based Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Recognized stock compensation expense | $432,000 | $676,000 | $1,594,000 | $1,546,000 |
Vest One Year from Date of Grant [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting Percentage | 25.00% | |||
Vest Ratably Each Month Over 36 Months [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting Percentage | 75.00% |
Stock_Based_Compensation_and_S3
Stock Based Compensation and Stock Options - Fair Value of Options Granted (Detail) | 3 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Risk-free interest rate | 1.64% | 1.35% |
Expected volatility | 46.00% | 47.00% |
Expected dividend yield | 0.00% | 0.00% |
Expected forfeiture rate | 12.12% | 12.40% |
Expected weighted average life of option in years | 4 years 4 months 24 days | 4 years 4 months 24 days |
Stock_Based_Compensation_and_S4
Stock Based Compensation and Stock Options - Stock Compensation Expense for Time Based Options and Performance Based Options (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total cost of stock-based compensation included in income before income tax provision | $1,594,000 | $1,546,000 | ||
Effect on diluted net income per share | $0.33 | $0.41 | $1.10 | $1.22 |
Performance Based Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total cost of stock-based compensation included in income before income tax provision | -30,000 | 285,000 | 113,000 | 448,000 |
Time Based Options [Member] | Performance Based Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total cost of stock-based compensation included in income before income tax provision | 432,000 | 676,000 | 1,594,000 | 1,546,000 |
Amount of income tax benefit recognized | -164,000 | -267,000 | -606,000 | -611,000 |
Amount charged against net income | 268,000 | 409,000 | 988,000 | 935,000 |
Effect on diluted net income per share | ($0.01) | ($0.02) | ($0.05) | ($0.04) |
Time Based Options [Member] | Performance Based Options [Member] | Cost of revenue [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total cost of stock-based compensation included in income before income tax provision | 239,000 | 180,000 | 733,000 | 477,000 |
Time Based Options [Member] | Performance Based Options [Member] | General and administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total cost of stock-based compensation included in income before income tax provision | $193,000 | $496,000 | $861,000 | $1,069,000 |
Stock_Based_Compensation_and_S5
Stock Based Compensation and Stock Options - Stock Options (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Options outstanding, beginning balance | 1,136,073 | 1,191,251 | 1,115,984 | 1,100,930 |
Options granted, Shares | 122,825 | 142,650 | 208,875 | 382,650 |
Options exercised, Shares | -21,734 | -69,276 | -78,684 | -188,327 |
Options cancelled, Shares | -4,057 | -9,011 | -34,685 | |
Options outstanding, ending balance | 1,237,164 | 1,260,568 | 1,237,164 | 1,260,568 |
Options outstanding, beginning Average Price | $26.42 | $20.39 | $24.80 | $18.65 |
Options granted, Average Price | $34.78 | $40.24 | $37.93 | $31.14 |
Options exercised, Average Price | $15.27 | $16.33 | $17.54 | $15.14 |
Options cancelled, Average Price | $21.90 | $25.86 | $22.94 | |
Options outstanding, ending Average Price | $27.45 | $22.85 | $27.45 | $22.85 |
Stock_Based_Compensation_and_S6
Stock Based Compensation and Stock Options - Stock Options Outstanding and Exercisable (Detail) (USD $) | 9 Months Ended | |||||
Dec. 31, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||
Number of Outstanding Options | 1,237,164 | 1,136,073 | 1,115,984 | 1,260,568 | 1,191,251 | 1,100,930 |
Weighted Average Remaining Contractual Life | 3 years 6 months | |||||
Outstanding Options - Weighted Average Exercise Price | $27.45 | $26.42 | $24.80 | $22.85 | $20.39 | $18.65 |
Exercisable Options - Number of Exercisable Options | 514,993 | |||||
Exercisable Options - Weighted Average Exercise Price | $19.72 | |||||
Range of Exercise Price, $7.78 to $22.07 [Member] | ||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||
Range of Exercise Price, lower limit | $7.78 | |||||
Range of Exercise Price, upper limit | $22.07 | |||||
Number of Outstanding Options | 343,924 | |||||
Weighted Average Remaining Contractual Life | 3 years 3 months 26 days | |||||
Outstanding Options - Weighted Average Exercise Price | $16.41 | |||||
Exercisable Options - Number of Exercisable Options | 294,176 | |||||
Exercisable Options - Weighted Average Exercise Price | $15.51 | |||||
Range of Exercise Price, $22.08 to $24.24 [Member] | ||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||
Range of Exercise Price, lower limit | $22.08 | |||||
Range of Exercise Price, upper limit | $24.24 | |||||
Number of Outstanding Options | 340,841 | |||||
Weighted Average Remaining Contractual Life | 2 years 11 months 9 days | |||||
Outstanding Options - Weighted Average Exercise Price | $23.45 | |||||
Exercisable Options - Number of Exercisable Options | 149,588 | |||||
Exercisable Options - Weighted Average Exercise Price | $23.35 | |||||
Range of Exercise Price, $24.25 to $34.78 [Member] | ||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||
Range of Exercise Price, lower limit | $24.25 | |||||
Range of Exercise Price, upper limit | $34.78 | |||||
Number of Outstanding Options | 273,099 | |||||
Weighted Average Remaining Contractual Life | 3 years 6 months 18 days | |||||
Outstanding Options - Weighted Average Exercise Price | $31.45 | |||||
Exercisable Options - Number of Exercisable Options | 61,690 | |||||
Exercisable Options - Weighted Average Exercise Price | $27.80 | |||||
Range of Exercise Price, $34.79 to $45.55 [Member] | ||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||
Range of Exercise Price, lower limit | $34.79 | |||||
Range of Exercise Price, upper limit | $45.55 | |||||
Number of Outstanding Options | 279,300 | |||||
Weighted Average Remaining Contractual Life | 4 years 4 months 10 days | |||||
Outstanding Options - Weighted Average Exercise Price | $42.02 | |||||
Exercisable Options - Number of Exercisable Options | 9,539 | |||||
Exercisable Options - Weighted Average Exercise Price | $40.29 |
Stock_Based_Compensation_and_S7
Stock Based Compensation and Stock Options - Outstanding Options (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Options outstanding, beginning balance | 1,136,073 | 1,191,251 | 1,115,984 | 1,100,930 |
Granted, Number of Options | 122,825 | 142,650 | 208,875 | 382,650 |
Exercised, Number of Options | -21,734 | -69,276 | -78,684 | -188,327 |
Cancelled - forfeited, Number of Options | 0 | |||
Cancelled - expired, Number of Options | 0 | |||
Options outstanding, ending balance | 1,237,164 | 1,260,568 | 1,237,164 | 1,260,568 |
Ending vested and expected to vest, Number of Options | 1,078,621 | 1,078,621 | ||
Ending exercisable, Number of Options | 514,993 | 514,993 | ||
Options outstanding, beginning Average Price | $26.42 | $20.39 | $24.80 | $18.65 |
Granted, Weighted Average Exercise Per Share | $34.78 | $40.24 | $37.93 | $31.14 |
Exercised, Weighted Average Exercise Per Share | $15.27 | $16.33 | $17.54 | $15.14 |
Cancelled - forfeited, Weighted Average Exercise Per Share | $0 | |||
Cancelled - expired, Weighted Average Exercise Per Share | $0 | |||
Options outstanding, ending Average Price | $27.45 | $22.85 | $27.45 | $22.85 |
Ending vested and expected to vest, Weighted Average Exercise Per Share | $26.28 | $26.28 | ||
Ending exercisable, Weighted Average Exercise Per Share | $19.72 | $19.72 | ||
Options outstanding, Weighted Average Remaining Contractual Life (Years) | 3 years 6 months | |||
Ending vested and expected to vest, Weighted Average Remaining Contractual Life (Years) | 3 years 4 months 21 days | |||
Ending exercisable, Weighted Average Remaining Contractual Life (Years) | 2 years 10 months 6 days | |||
Ending outstanding, Aggregate Intrinsic Value | $13,429,112 | $13,429,112 | ||
Ending vested and expected to vest, Aggregate Intrinsic Value | 12,851,985 | 12,851,985 | ||
Ending exercisable, Aggregate Intrinsic Value | $9,041,701 | $9,041,701 |
Treasury_Stock_and_Subsequent_1
Treasury Stock and Subsequent Event - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Jan. 30, 2015 | Mar. 31, 2014 | Aug. 31, 2013 | |
Class of Stock [Line Items] | |||||
Treasury stock, value | $351,132,000 | $351,132,000 | $328,480,000 | ||
Treasury stock, shares | 32,731,909 | 32,731,909 | 32,147,474 | ||
Common stock equals to percentage of outstanding common stock | 62.00% | ||||
Average price | $10.73 | ||||
Common stock outstanding | 20,474,606 | 20,474,606 | 20,979,392 | ||
Common stock repurchased shares | 274,483 | 584,435 | |||
Purchase of treasury stock | 9,500,000 | 22,600,000 | |||
Minimum [Member] | |||||
Class of Stock [Line Items] | |||||
Number of shares authorized to repurchase | 2,000,000 | ||||
Maximum [Member] | |||||
Class of Stock [Line Items] | |||||
Number of shares authorized to repurchase | 34,000,000 | ||||
Subsequent Event [Member] | |||||
Class of Stock [Line Items] | |||||
Average price | $34.93 | ||||
Common stock repurchased shares | 85,846 | ||||
Purchase of treasury stock | $3,000,000 |
Weighted_Average_Shares_and_Ne2
Weighted Average Shares and Net Income Per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | ||||
Weighted average common shares outstanding, Basic | 20,599,000 | 20,936,000 | 20,784,000 | 21,157,000 |
Weighted average diluted common and common equivalent shares | 20,786,000 | 21,256,000 | 21,015,000 | 21,406,000 |
Weighted_Average_Shares_and_Ne3
Weighted Average Shares and Net Income Per Share - Calculations of Basic and Diluted Weighted Shares (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | ||||
NET INCOME | $6,832,000 | $8,775,000 | $23,014,000 | $26,059,000 |
Basic: | ||||
Weighted average common shares outstanding | 20,599,000 | 20,936,000 | 20,784,000 | 21,157,000 |
Net Income per share, Basic | $0.33 | $0.42 | $1.11 | $1.23 |
Diluted: | ||||
Weighted average common shares outstanding | 20,599,000 | 20,936,000 | 20,784,000 | 21,157,000 |
Treasury stock impact of stock options | 187,000 | 320,000 | 231,000 | 249,000 |
Total common and common equivalent shares | 20,786,000 | 21,256,000 | 21,015,000 | 21,406,000 |
Net Income per share, Diluted | $0.33 | $0.41 | $1.10 | $1.22 |
Shareholder_Rights_Plan_Additi
Shareholder Rights Plan - Additional Information (Detail) (USD $) | 9 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Shareholder rights expiration date | 10-Feb-22 |
Shareholder rights exercise price | $118 |
Shareholder Rights Plan, description of acquired entity | Shareholder Rights Plan provides that if a person or group acquires 15% or more of the Company's common stock |
Shareholder Rights Plan, percentage of acquired entity | 15.00% |
Shareholder Rights Plan, description of merged entity | Company is thereafter merged into another entity, or if 50% or more of the Company's consolidated assets or earning power are sold, then the right will entitle its holder to buy common shares of the acquiring entity having a market value equal to two times the then-current exercise price of the right. |
Shareholder Rights Plan, percentage of merged entity | 50.00% |
Other_Intangible_Assets_Other_
Other Intangible Assets - Other Intangible Assets (Detail) (USD $) | 9 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Life | 5 years | |
Cost | $8,901,000 | |
Amortization Expense | 342,000 | |
Accumulated Amortization | 4,050,000 | |
Cost, Net of Accumulated Amortization | 4,851,000 | 5,193,000 |
Covenants Not to Compete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Life | 5 years | |
Cost | 775,000 | |
Amortization Expense | 15,000 | |
Accumulated Amortization | 757,000 | |
Cost, Net of Accumulated Amortization | 18,000 | |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 7,922,000 | |
Amortization Expense | 317,000 | |
Accumulated Amortization | 3,192,000 | |
Cost, Net of Accumulated Amortization | 4,730,000 | |
Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Life | 18 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Life | 20 years | |
TPA Licenses [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Life | 15 years | |
Cost | 204,000 | |
Amortization Expense | 10,000 | |
Accumulated Amortization | 101,000 | |
Cost, Net of Accumulated Amortization | $103,000 |
Line_of_Credit_Additional_Info
Line of Credit - Additional Information (Detail) (USD $) | 9 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Credit facility with borrowing capacity | $10,000,000 |
Debt instrument, basis spread on variable rate | 1.50% |
Fluctuating rate determined by financial institution | Fluctuating rate determined by the financial institution to be 1.50% above the daily one-month LIBOR rate. |
Debt to tangible net worth not greater than | Debt to tangible net worth not greater than 1.25:1 |
Current assets to liabilities ratio | 1.25 |
Debt to tangible net worth | 1.25 |
Outstanding revolving loans | 0 |
Letters of credit in aggregate amount | $4,500,000 |
Renewed credit agreement expiration period | Sep-15 |