Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CRVL | |
Entity Registrant Name | CORVEL CORP | |
Entity Central Index Key | 874,866 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 19,928,803 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Current Assets | ||
Cash and cash equivalents (Note A) | $ 27,102,000 | $ 25,516,000 |
Customer deposits | 18,807,000 | 17,319,000 |
Accounts receivable, net | 56,910,000 | 57,537,000 |
Prepaid taxes and expenses | 6,683,000 | 11,675,000 |
Deferred income taxes | 7,390,000 | 7,181,000 |
Total current assets | 116,892,000 | 119,228,000 |
Property and equipment, net | 56,187,000 | 56,299,000 |
Goodwill | 36,814,000 | 36,814,000 |
Other intangibles, net (Note F) | 4,622,000 | 4,736,000 |
Other assets | 2,107,000 | 1,677,000 |
TOTAL ASSETS | 216,622,000 | 218,754,000 |
Current Liabilities | ||
Accounts and taxes payable | 17,350,000 | 15,770,000 |
Accrued liabilities | 55,332,000 | 58,318,000 |
Total current liabilities | 72,682,000 | 74,088,000 |
Deferred income taxes | $ 16,743,000 | $ 16,743,000 |
Commitments and contingencies (Notes G and H) | ||
Stockholders' Equity | ||
Common stock, $.0001 par value: 120,000,000 shares authorized at March 31, 2015 and June 30, 2015; 53,243,157 shares issued (20,250,669 shares outstanding, net of Treasury shares) and 53,277,104 shares issued (20,024,534 shares outstanding, net of Treasury shares) at March 31, 2015 and June 30, 2015, respectively | $ 3,000 | $ 3,000 |
Paid-in capital | 124,890,000 | 123,440,000 |
Treasury Stock (32,992,488 shares at March 31, 2015 and 33,252,570 shares at June 30, 2015) | (369,354,000) | (360,278,000) |
Retained earnings | 371,658,000 | 364,758,000 |
Total stockholders' equity | 127,197,000 | 127,923,000 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 216,622,000 | $ 218,754,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2015 | Mar. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 53,277,104 | 53,243,157 |
Common stock, shares outstanding | 20,024,534 | 20,250,669 |
Treasury stock, shares | 33,252,570 | 32,992,488 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||
REVENUES | $ 126,939,000 | $ 124,364,000 |
Cost of revenues | 100,756,000 | 96,664,000 |
Gross profit | 26,183,000 | 27,700,000 |
General and administrative expenses | 14,962,000 | 14,205,000 |
Income before income tax provision | 11,221,000 | 13,495,000 |
Income tax provision | 4,321,000 | 5,196,000 |
NET INCOME | $ 6,900,000 | $ 8,299,000 |
Net income per common and common equivalent share | ||
Basic | $ 0.34 | $ 0.40 |
Diluted | $ 0.34 | $ 0.39 |
Weighted average common and common equivalent shares | ||
Basic | 20,149,000 | 20,935,000 |
Diluted | 20,335,000 | 21,210,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from Operating Activities | ||
Net Income | $ 6,900,000 | $ 8,299,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 4,945,000 | 4,117,000 |
Loss (gain) on disposal of assets | (1,000) | 5,000 |
Stock compensation expense | 616,000 | 717,000 |
Write-off of uncollectible accounts | 304,000 | 355,000 |
Deferred income tax | (209,000) | (278,000) |
Changes in operating assets and liabilities | ||
Accounts receivable | 323,000 | (312,000) |
Customer deposits | (1,488,000) | 3,137,000 |
Prepaid taxes and expenses | 4,992,000 | 929,000 |
Other assets | 148,000 | 110,000 |
Accounts and taxes payable | 1,580,000 | 975,000 |
Accrued liabilities | (2,986,000) | (8,380,000) |
Net cash provided by operating activities | 15,124,000 | 9,674,000 |
Cash Flows from Investing Activities | ||
Investment in private equity | (600,000) | (800,000) |
Purchase of property and equipment | (4,696,000) | (4,588,000) |
Net cash (used in) investing activities | (5,296,000) | (5,388,000) |
Cash Flows from Financing Activities | ||
Purchase of treasury stock | (9,076,000) | (5,725,000) |
Tax effect of stock option exercises | 215,000 | 282,000 |
Exercise of common stock options | 619,000 | 425,000 |
Net cash (used in) financing activities | (8,242,000) | (5,018,000) |
(Decrease) increase in cash and cash equivalents | 1,586,000 | (732,000) |
Cash and cash equivalents at beginning of period | 25,516,000 | 34,866,000 |
Cash and cash equivalents at end of period | 27,102,000 | 34,134,000 |
Supplemental Cash Flow Information: | ||
Income taxes paid | $ 161,000 | 183,000 |
Purchase of software license under finance agreement | $ 1,172,000 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2015 | |
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, 2015. Accordingly, note disclosures which would substantially duplicate the disclosures contained in the March 31, 2015 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 July 31, 2015, the Company repurchased 101,810 shares for $3,296,000 for an average of $32.38 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 months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2016. For further information, refer to the consolidated financial statements and notes for the fiscal year ended March 31, 2015 included in the Company’s Annual Report on Form 10-K. Basis of Presentation: Use of Estimates: Cash and Cash Equivalents: Fair Value of Financial Instruments: 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, 2015 and June 30, 2015. The Company has no Level 2 or Level 3 assets. Investment in Private Equity: Goodwill: Revenue Recognition: 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: Accounts Receivable: Property and Equipment: Long-Lived Assets: Income Taxes: Earnings Per Share: |
Stock-Based Compensation and St
Stock-Based Compensation and Stock Options | 3 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015, 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 11.60% for the three months ended June 30, 2014 and 2015, 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 June 30, 2014 and 2015 using the Black-Scholes option-pricing model: Three Months Ended June 30, 2014 2015 Risk-free interest rate 1.62 % 1.56 % Expected volatility 46 % 44 % Expected dividend yield 0.00 % 0.00 % Expected forfeiture rate 12.40 % 11.60 % Expected weighted average life of option in years 4.4 years 4.4 years All options granted in the three months ended June 30, 2014 and 2015 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 June 30, 2014 and 2015, the Company recorded share-based compensation expense of $717,000 and $616,000, respectively. The table below shows the amounts recognized in the consolidated financial statements for stock compensation expense for time-based options and performance-based options during the three months ended June 30, 2014 and 2015, respectively. Three Months Ended June 30, 2014 June 30, 2015 Cost of revenues $ 239,000 $ 311,000 General and administrative 478,000 305,000 Total cost of stock-based compensation included in income before income tax provision 717,000 616,000 Amount of income tax benefit recognized (276,000 ) (234,000 ) Amount charged against net income $ 441,000 $ 382,000 Effect on diluted net income per share $ (0.02 ) $ (0.02 ) Summarized information for all stock options for the three months ended June 30, 2014 and 2015 follows: Three Months Ended June 30, 2014 Three Months Ended June 30, 2015 Shares Average Price Shares Average Price Options outstanding, beginning 1,115,984 $ 24.80 1,163,179 $ 27.65 Options granted 37,550 44.86 39,700 34.67 Options exercised (25,993 ) 17.99 (35,837 ) 19.16 Options cancelled (9,011 ) 29.32 — — Options outstanding, ending 1,118,530 $ 25.60 1,167,042 $ 28.15 The following table summarizes the status of stock options outstanding and exercisable at June 30, 2015: Range of Exercise Price Number of Weighted Outstanding Exercisable Exercisable $7.78 to $22.07 292,151 3.30 $ 16.49 252,127 $ 15.65 $22.08 to $24.24 325,780 2.49 $ 23.45 197,068 $ 23.47 $24.25 to $35.77 304,149 3.68 $ 33.02 71,783 $ 28.24 $35.78 to $45.55 244,962 3.94 $ 42.25 42,613 $ 43.74 Total 1,167,042 3.31 $ 28.15 563,591 $ 22.12 A summary of the status for all outstanding options at June 30, 2015, and changes during the three months then ended, is presented in the table below: Number of Options Weighted Average Weighted Average Aggregate Options outstanding at April 1, 2015 1,163,179 $ 27.65 Granted 39,700 34.67 Exercised (35,837 ) 19.16 Cancelled – forfeited — — Cancelled – expired — — Ending outstanding 1,167,042 $ 28.15 3.31 $ 7,718,352 Ending vested and expected to vest 1,038,437 $ 27.29 3.23 $ 7,526,529 Ending exercisable at June 30, 2015 563,591 $ 22.12 2.69 $ 6,136,513 The weighted-average grant-date fair value of options granted during the three months ended June 30, 2014 and 2015, was $17.69 and $13.20, 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 $207,000 and $79,000 of stock compensation expense for the three months ended June 30, 2014 and 2015, respectively, for performance-based stock options. |
Treasury Stock and Subsequent E
Treasury Stock and Subsequent Event | 3 Months Ended |
Jun. 30, 2015 | |
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 $369 million to repurchase 33,252,570 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 $11.11 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 months ended June 30, 2015, the Company repurchased 260,082 shares for $9.1 million for an average of $34.87 per share. The Company had 20,024,534 shares of common stock outstanding as of June 30, 2015, net of the 33,252,570 shares in treasury. Subsequent to the end of the quarter, through July 31, 2015, the Company repurchased 101,810 shares for $3,296,000 for an average of $32.38 per share. |
Weighted Average Shares and Net
Weighted Average Shares and Net Income Per Share | 3 Months Ended |
Jun. 30, 2015 | |
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 20,935,000 for the quarter ended June 30, 2014 to 20,149,000 for the quarter ended June 30, 2015. Weighted average diluted common and common equivalent shares decreased from 21,210,000 for the quarter ended June 30, 2014 to 20,335,000 for the quarter ended June 30, 2015. 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 months ended June 30, 2014 and 2015, are as follows: Three Months Ended June 30, 2014 2015 Net Income $ 8,299,000 $ 6,900,000 Basic: Weighted average common shares outstanding 20,935,000 20,149,000 Net Income per share $ 0.40 $ 0.34 Diluted: Weighted average common shares outstanding 20,935,000 20,149,000 Treasury stock impact of stock options 275,000 186,000 Total common and common equivalent shares 21,210,000 20,335,000 Net Income per share $ 0.39 $ 0.34 |
Shareholder Rights Plan
Shareholder Rights Plan | 3 Months Ended |
Jun. 30, 2015 | |
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 | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Note F — Other Intangible Assets Other intangible assets consist of the following at June 30, 2015: Item Life Cost Three Months Ended Accumulated Cost, Net of Covenants Not to Compete 5 Years $ 775,000 $ 5,000 $ 767,000 $ 8,000 Customer Relationships 18-20 Years 7,922,000 106,000 3,405,000 4,517,000 TPA Licenses 15 Years 204,000 3,000 107,000 97,000 Total $ 8,901,000 $ 114,000 $ 4,279,000 $ 4,622,000 |
Line of Credit
Line of Credit | 3 Months Ended |
Jun. 30, 2015 | |
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. As of March 31, 2015, the Company had borrowed on the line of credit in the amount of $618,000, which was included in accrued liabilities on the consolidated balance sheet and was paid off on April 1, 2015. There were no outstanding revolving loans as of June 30, 2015, 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 Proceed
Contingencies and Legal Proceedings | 3 Months Ended |
Jun. 30, 2015 | |
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 Sum14
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation: |
Use of Estimates | Use of Estimates: |
Cash and Cash Equivalents | Cash and Cash Equivalents: |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: 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, 2015 and June 30, 2015. The Company has no Level 2 or Level 3 assets. |
Investment in Private Equity | Investment in Private Equity: |
Goodwill | Goodwill: |
Revenue Recognition | Revenue Recognition: 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: |
Accounts Receivable | Accounts Receivable: |
Property and Equipment | Property and Equipment: |
Long-Lived Assets | Long-Lived Assets: |
Income Taxes | Income Taxes: |
Earnings Per Share | Earnings Per Share: |
Stock-Based Compensation and 15
Stock-Based Compensation and Stock Options (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2014 and 2015 using the Black-Scholes option-pricing model: Three Months Ended June 30, 2014 2015 Risk-free interest rate 1.62 % 1.56 % Expected volatility 46 % 44 % Expected dividend yield 0.00 % 0.00 % Expected forfeiture rate 12.40 % 11.60 % 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 consolidated financial statements for stock compensation expense for time-based options and performance-based options during the three months ended June 30, 2014 and 2015, respectively. Three Months Ended June 30, 2014 June 30, 2015 Cost of revenues $ 239,000 $ 311,000 General and administrative 478,000 305,000 Total cost of stock-based compensation included in income before income tax provision 717,000 616,000 Amount of income tax benefit recognized (276,000 ) (234,000 ) Amount charged against net income $ 441,000 $ 382,000 Effect on diluted net income per share $ (0.02 ) $ (0.02 ) |
Stock Options | Summarized information for all stock options for the three months ended June 30, 2014 and 2015 follows: Three Months Ended June 30, 2014 Three Months Ended June 30, 2015 Shares Average Price Shares Average Price Options outstanding, beginning 1,115,984 $ 24.80 1,163,179 $ 27.65 Options granted 37,550 44.86 39,700 34.67 Options exercised (25,993 ) 17.99 (35,837 ) 19.16 Options cancelled (9,011 ) 29.32 — — Options outstanding, ending 1,118,530 $ 25.60 1,167,042 $ 28.15 |
Stock Options Outstanding and Exercisable | The following table summarizes the status of stock options outstanding and exercisable at June 30, 2015: Range of Exercise Price Number of Weighted Outstanding Exercisable Exercisable $7.78 to $22.07 292,151 3.30 $ 16.49 252,127 $ 15.65 $22.08 to $24.24 325,780 2.49 $ 23.45 197,068 $ 23.47 $24.25 to $35.77 304,149 3.68 $ 33.02 71,783 $ 28.24 $35.78 to $45.55 244,962 3.94 $ 42.25 42,613 $ 43.74 Total 1,167,042 3.31 $ 28.15 563,591 $ 22.12 |
Outstanding Options | A summary of the status for all outstanding options at June 30, 2015, and changes during the three months then ended, is presented in the table below: Number of Options Weighted Average Weighted Average Aggregate Options outstanding at April 1, 2015 1,163,179 $ 27.65 Granted 39,700 34.67 Exercised (35,837 ) 19.16 Cancelled – forfeited — — Cancelled – expired — — Ending outstanding 1,167,042 $ 28.15 3.31 $ 7,718,352 Ending vested and expected to vest 1,038,437 $ 27.29 3.23 $ 7,526,529 Ending exercisable at June 30, 2015 563,591 $ 22.12 2.69 $ 6,136,513 |
Weighted Average Shares and N16
Weighted Average Shares and Net Income Per Share (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Calculations of Basic and Diluted Weighted Shares | The calculations of the basic and diluted weighted shares for the three months ended June 30, 2014 and 2015, are as follows: Three Months Ended June 30, 2014 2015 Net Income $ 8,299,000 $ 6,900,000 Basic: Weighted average common shares outstanding 20,935,000 20,149,000 Net Income per share $ 0.40 $ 0.34 Diluted: Weighted average common shares outstanding 20,935,000 20,149,000 Treasury stock impact of stock options 275,000 186,000 Total common and common equivalent shares 21,210,000 20,335,000 Net Income per share $ 0.39 $ 0.34 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Other intangible assets consist of the following at June 30, 2015: Item Life Cost Three Months Ended Accumulated Cost, Net of Covenants Not to Compete 5 Years $ 775,000 $ 5,000 $ 767,000 $ 8,000 Customer Relationships 18-20 Years 7,922,000 106,000 3,405,000 4,517,000 TPA Licenses 15 Years 204,000 3,000 107,000 97,000 Total $ 8,901,000 $ 114,000 $ 4,279,000 $ 4,622,000 |
Basis of Presentation and Sum18
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jul. 31, 2015USD ($)$ / sharesshares | Jun. 30, 2015USD ($)Customer$ / sharesshares | Mar. 31, 2015USD ($)Customer | Jun. 30, 2014USD ($)Customer | Mar. 31, 2015USD ($) | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Number of shares authorized to repurchase | shares | 260,082 | ||||
Share price | $ 9,100,000 | ||||
Average price | $ / shares | $ 34.87 | ||||
Maturities of short term investment interest-bearing securities | 90 days | ||||
Investments approved by board of directors | $ 2,000,000 | ||||
Investment in private equity | $ 600,000 | $ 800,000 | $ 1,400,000 | ||
Impairment on investment | $ 0 | 0 | |||
Accounts receivable due period | 30 days | ||||
Amortization period of computer software | 5 years | ||||
Unrecognized tax benefits | $ 1,802,000 | $ 1,989,000 | 1,989,000 | ||
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 | ||||
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 | Customer | 0 | 0 | |||
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 | 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 | ||||
Subsequent Event [Member] | |||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Number of shares authorized to repurchase | shares | 101,810 | ||||
Share price | $ 3,296,000 | ||||
Average price | $ / shares | $ 32.38 |
Stock Based Compensation and St
Stock Based Compensation and Stock Options - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock grants | 19,365,000 | |
Non-statutory stock options expiration period | 5 years | |
Options expected forfeiture rate, percentage | 11.60% | 12.40% |
Weighted-average grant-date fair value of options granted | $ 13.20 | $ 17.69 |
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 | $ 79,000 | $ 207,000 |
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 | $ 616,000 | $ 717,000 |
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 20
Stock Based Compensation and Stock Options - Fair Value of Options Granted (Detail) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Risk-free interest rate | 1.56% | 1.62% |
Expected volatility | 44.00% | 46.00% |
Expected dividend yield | 0.00% | 0.00% |
Expected forfeiture rate | 11.60% | 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 21
Stock Based Compensation and Stock Options - Stock Compensation Expense for Time Based Options and Performance Based Options (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Effect on diluted net income per share | $ 0.34 | $ 0.39 |
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 | $ 79,000 | $ 207,000 |
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 | 616,000 | 717,000 |
Amount of income tax benefit recognized | (234,000) | (276,000) |
Amount charged against net income | $ 382,000 | $ 441,000 |
Effect on diluted net income per share | $ (0.02) | $ (0.02) |
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 | $ 311,000 | $ 239,000 |
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 | $ 305,000 | $ 478,000 |
Stock Based Compensation and 22
Stock Based Compensation and Stock Options - Stock Options (Detail) - $ / shares | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options outstanding, beginning balance | 1,163,179 | 1,115,984 |
Options granted, Shares | 39,700 | 37,550 |
Options exercised, Shares | (35,837) | (25,993) |
Options cancelled, Shares | (9,011) | |
Options outstanding, ending balance | 1,167,042 | 1,118,530 |
Options outstanding, beginning Average Price | $ 27.65 | $ 24.80 |
Options granted, Average Price | 34.67 | 44.86 |
Options exercised, Average Price | 19.16 | 17.99 |
Options cancelled, Average Price | 29.32 | |
Option outstanding, Granted, Weighted Average Exercise per Share, ending balance | $ 28.15 | $ 25.60 |
Stock Based Compensation and 23
Stock Based Compensation and Stock Options - Stock Options Outstanding and Exercisable (Detail) - $ / shares | 3 Months Ended | |||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Number of Outstanding Options | 1,167,042 | 1,163,179 | 1,118,530 | 1,115,984 |
Weighted Average Remaining Contractual Life | 3 years 3 months 22 days | |||
Outstanding Options - Weighted Average Exercise Price | $ 28.15 | $ 27.65 | $ 25.60 | $ 24.80 |
Exercisable Options - Number of Exercisable Options | 563,591 | |||
Exercisable Options - Weighted Average Exercise Price | $ 22.12 | |||
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 | 292,151 | |||
Weighted Average Remaining Contractual Life | 3 years 3 months 18 days | |||
Outstanding Options - Weighted Average Exercise Price | $ 16.49 | |||
Exercisable Options - Number of Exercisable Options | 252,127 | |||
Exercisable Options - Weighted Average Exercise Price | $ 15.65 | |||
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 | 325,780 | |||
Weighted Average Remaining Contractual Life | 2 years 5 months 27 days | |||
Outstanding Options - Weighted Average Exercise Price | $ 23.45 | |||
Exercisable Options - Number of Exercisable Options | 197,068 | |||
Exercisable Options - Weighted Average Exercise Price | $ 23.47 | |||
Range of Exercise Price, $24.25 to $35.77 [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 | $ 35.77 | |||
Number of Outstanding Options | 304,149 | |||
Weighted Average Remaining Contractual Life | 3 years 8 months 5 days | |||
Outstanding Options - Weighted Average Exercise Price | $ 33.02 | |||
Exercisable Options - Number of Exercisable Options | 71,783 | |||
Exercisable Options - Weighted Average Exercise Price | $ 28.24 | |||
Range of Exercise Price, $35.78 to $45.55 [Member] | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Range of Exercise Price, lower limit | 35.78 | |||
Range of Exercise Price, upper limit | $ 45.55 | |||
Number of Outstanding Options | 244,962 | |||
Weighted Average Remaining Contractual Life | 3 years 11 months 9 days | |||
Outstanding Options - Weighted Average Exercise Price | $ 42.25 | |||
Exercisable Options - Number of Exercisable Options | 42,613 | |||
Exercisable Options - Weighted Average Exercise Price | $ 43.74 |
Disclosure - Stock Based Compen
Disclosure - Stock Based Compensation and Stock Options - Outstanding Options (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options outstanding, beginning balance | 1,163,179 | 1,115,984 |
Granted, Number of Options | 39,700 | 37,550 |
Exercised, Number of Options | (35,837) | (25,993) |
Cancelled - forfeited, Number of Options | 0 | |
Cancelled - expired, Number of Options | 0 | |
Options outstanding, ending balance | 1,167,042 | 1,118,530 |
Options vested and expected to vest, Number of Options | 1,038,437 | |
Ending exercisable, Number of Options | 563,591 | |
Options outstanding, beginning Average Price | $ 27.65 | $ 24.80 |
Granted, Weighted Average Exercise Price per Share | 34.67 | 44.86 |
Exercised, Weighted Average Exercise Price per Share | 19.16 | 17.99 |
Cancelled - forfeited, Weighted Average Exercise Price per Share | 0 | |
Cancelled - expired, Weighted Average Exercise Price per Share | 0 | |
Option outstanding, Granted, Weighted Average Exercise per Share, ending balance | 28.15 | $ 25.60 |
Options vested and expected to vest, Weighted Average Exercise Price per Share | 27.29 | |
Ending exercisable, Weighted Average Exercise Price per Share | $ 22.12 | |
Option outstanding, Weighted Average Remaining Contractual Life (Years) | 3 years 3 months 22 days | |
Options vested and expected to vest, Weighted Average Remaining Contractual Life (Years) | 3 years 2 months 23 days | |
Ending exercisable, Weighted Average Remaining Contractual Life (Years) | 2 years 8 months 9 days | |
Option outstanding, Aggregate Intrinsic Value | $ 7,718,352 | |
Options vested and expected to vest, Aggregate Intrinsic Value | 7,526,529 | |
Ending exercisable, Aggregate Intrinsic Value | $ 6,136,513 |
Treasury Stock and Subsequent25
Treasury Stock and Subsequent Event - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Jul. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Aug. 31, 2013 | |
Class of Stock [Line Items] | ||||
Treasury stock, value | $ 369,354,000 | $ 360,278,000 | ||
Treasury stock, shares | 33,252,570 | 32,992,488 | ||
Average price | $ 34.87 | |||
Common stock, shares outstanding | 20,024,534 | 20,250,669 | ||
Common stock repurchased shares | 260,082 | |||
Purchase of treasury stock | $ 9,100,000 | |||
Nineteen Ninety Six Share Repurchase Program [Member] | ||||
Class of Stock [Line Items] | ||||
Treasury stock, value | $ 369,354,000 | |||
Treasury stock, shares | 33,252,570 | |||
Common stock equals to percentage of outstanding common stock | 62.00% | |||
Average price | $ 11.11 | |||
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 | $ 32.38 | |||
Common stock repurchased shares | 101,810 | |||
Purchase of treasury stock | $ 3,296,000 |
Weighted Average Shares and N26
Weighted Average Shares and Net Income Per Share - Additional Information (Detail) - shares | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||
Weighted average common shares outstanding, Basic | 20,149,000 | 20,935,000 |
Weighted average diluted common and common equivalent shares | 20,335,000 | 21,210,000 |
Weighted Average Shares and N27
Weighted Average Shares and Net Income Per Share - Calculations of Basic and Diluted Weighted Shares (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||
Net Income | $ 6,900,000 | $ 8,299,000 |
Basic: | ||
Weighted average common shares outstanding | 20,149,000 | 20,935,000 |
Net Income per share, Basic | $ 0.34 | $ 0.40 |
Diluted: | ||
Weighted average common shares outstanding | 20,149,000 | 20,935,000 |
Treasury stock impact of stock options | 186,000 | 275,000 |
Total common and common equivalent shares | 20,335,000 | 21,210,000 |
Net Income per share, Diluted | $ 0.34 | $ 0.39 |
Shareholder Rights Plan - Addit
Shareholder Rights Plan - Additional Information (Detail) - Jun. 30, 2015 - $ / shares | Total |
Equity [Abstract] | |
Shareholder rights expiration date | Feb. 10, 2022 |
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) - Jun. 30, 2015 - USD ($) | Total |
Finite-Lived Intangible Assets [Line Items] | |
Life | 5 years |
Cost | $ 8,901,000 |
Amortization Expense | 114,000 |
Accumulated Amortization | 4,279,000 |
Cost, Net of Accumulated Amortization | $ 4,622,000 |
Covenants Not to Compete [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Life | 5 years |
Cost | $ 775,000 |
Amortization Expense | 5,000 |
Accumulated Amortization | 767,000 |
Cost, Net of Accumulated Amortization | 8,000 |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Cost | 7,922,000 |
Amortization Expense | 106,000 |
Accumulated Amortization | 3,405,000 |
Cost, Net of Accumulated Amortization | $ 4,517,000 |
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 | 3,000 |
Accumulated Amortization | 107,000 |
Cost, Net of Accumulated Amortization | $ 97,000 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Mar. 31, 2015 | |
Line of Credit Facility [Line Items] | ||
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 | 125.00% | |
Amount borrowed under line of credit | $ 0 | $ 618,000 |
Line of credit paid off date | Apr. 1, 2015 | |
Letters of credit in aggregate amount | $ 4,500,000 | |
Renewed credit agreement expiration period | September 2,015 | |
Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Credit facility with borrowing capacity | $ 10,000,000 | |
Debt instrument, basis spread on variable rate | 1.50% |