Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 29, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 000-26058 | |
Entity Registrant Name | Kforce Inc | |
Entity Incorporation, State or Country Code | FL | |
Entity Tax Identification Number | 59-3264661 | |
Entity Address, Address Line One | 1001 East Palm Avenue | |
Entity Address, City or Town | Tampa | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33605 | |
City Area Code | 813 | |
Local Phone Number | 552-5000 | |
Title of 12(b) Security | Common Stock, $0.01 per share | |
Trading Symbol | KFRC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 21,424,139 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000930420 | |
Current Fiscal Year End Date | --12-31 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 402,725 | $ 365,424 | $ 1,169,564 | $ 1,043,652 |
Direct costs | 283,461 | 261,546 | 832,687 | 747,889 |
Gross profit | 119,264 | 103,878 | 336,877 | 295,763 |
Selling, general and administrative expenses | 88,972 | 75,852 | 251,617 | 235,614 |
Depreciation and amortization | 1,026 | 1,308 | 3,420 | 4,081 |
Income from operations | 29,266 | 26,718 | 81,840 | 56,068 |
Other expense, net | 1,448 | 938 | 5,845 | 3,746 |
Income from operations, before income taxes | 27,818 | 25,780 | 75,995 | 52,322 |
Income tax expense | 7,650 | 7,017 | 21,378 | 14,568 |
Net income | 20,168 | 18,763 | 54,617 | 37,754 |
Other comprehensive income (loss), net of tax: | ||||
Defined benefit pension plans | 0 | 0 | 3,103 | 0 |
Change in fair value of interest rate swaps | 152 | 118 | 1,101 | (1,473) |
Comprehensive income | $ 20,320 | $ 18,881 | $ 58,821 | $ 36,281 |
Earnings per share – basic (in dollars per share) | $ 0.99 | $ 0.90 | $ 2.64 | $ 1.79 |
Earnings per share - diluted (in dollars per share) | $ 0.96 | $ 0.89 | $ 2.57 | $ 1.77 |
Weighted average shares outstanding – basic (in shares) | 20,429 | 20,782 | 20,676 | 21,041 |
Weighted average shares outstanding – diluted (in shares) | 21,098 | 21,180 | 21,260 | 21,369 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 115,631 | $ 103,486 |
Trade receivables, net of allowances of $2,264 and $3,204, respectively | 269,910 | 228,373 |
Prepaid expenses and other current assets | 8,044 | 7,033 |
Total current assets | 393,585 | 338,892 |
Fixed assets, net | 5,821 | 26,804 |
Other assets, net | 88,065 | 77,575 |
Deferred tax assets, net | 10,115 | 10,738 |
Goodwill | 25,040 | 25,040 |
Total assets | 522,626 | 479,049 |
Current liabilities: | ||
Accounts payable and other accrued liabilities | 77,983 | 35,533 |
Accrued payroll costs | 73,006 | 65,849 |
Current portion of operating lease liabilities | 6,407 | 5,520 |
Income taxes payable | 4,127 | 964 |
Other current liabilities | 56 | 300 |
Total current liabilities | 161,579 | 108,166 |
Long-term debt – credit facility | 100,000 | 100,000 |
Other long-term liabilities | 71,078 | 90,948 |
Total liabilities | 332,657 | 299,114 |
Commitments and contingencies (Note M) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par; 15,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par; 250,000 shares authorized, 72,640 and 72,600 issued, respectively | 726 | 726 |
Additional paid-in capital | 484,034 | 472,378 |
Accumulated other comprehensive loss | (219) | (4,423) |
Retained earnings | 427,622 | 388,645 |
Treasury stock, at cost; 51,207 and 50,427 shares, respectively | (722,194) | (677,391) |
Total stockholders’ equity | 189,969 | 179,935 |
Total liabilities and stockholders’ equity | $ 522,626 | $ 479,049 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowances | $ 2,264 | $ 3,204 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 72,640,000 | 72,600,000 |
Treasury stock, shares (in shares) | 51,207,000 | 50,427,000 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Treasury Stock |
Shares at beginning of period (in shares) at Dec. 31, 2019 | 72,202 | 49,277 | ||||||
Beginning of period at Dec. 31, 2019 | $ 167,263 | $ (214) | $ 722 | $ 459,545 | $ (1,526) | $ 350,545 | $ (214) | $ (642,023) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 9,106 | 9,106 | ||||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | 4 | |||||||
Issuance for stock-based compensation and dividends, net of forfeitures | 0 | 218 | (218) | |||||
Stock-based compensation expense | 2,896 | 2,896 | ||||||
Employee stock purchase plan (in shares) | (4) | |||||||
Employee stock purchase plan | 142 | 93 | $ 49 | |||||
Dividends | (4,293) | (4,293) | ||||||
Change in fair value of interest rate swaps | (1,121) | (1,121) | ||||||
Repurchases of common stock (in shares) | 685 | |||||||
Repurchases of common stock | (20,380) | $ (20,380) | ||||||
Shares at end of period (in shares) at Mar. 31, 2020 | 72,198 | 49,958 | ||||||
End of period at Mar. 31, 2020 | 153,399 | $ 722 | 462,752 | (2,647) | 354,926 | $ (662,354) | ||
Shares at beginning of period (in shares) at Dec. 31, 2019 | 72,202 | 49,277 | ||||||
Beginning of period at Dec. 31, 2019 | 167,263 | $ (214) | $ 722 | 459,545 | (1,526) | 350,545 | $ (214) | $ (642,023) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 37,754 | |||||||
Employee stock purchase plan | 411 | |||||||
Defined benefit pension plans | 0 | |||||||
Change in fair value of interest rate swaps | (1,473) | |||||||
Shares at end of period (in shares) at Sep. 30, 2020 | 72,247 | 50,291 | ||||||
End of period at Sep. 30, 2020 | 170,206 | $ 722 | 469,177 | (2,999) | 374,767 | $ (671,461) | ||
Shares at beginning of period (in shares) at Mar. 31, 2020 | 72,198 | 49,958 | ||||||
Beginning of period at Mar. 31, 2020 | 153,399 | $ 722 | 462,752 | (2,647) | 354,926 | $ (662,354) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 9,885 | 9,885 | ||||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | 39 | |||||||
Issuance for stock-based compensation and dividends, net of forfeitures | 0 | 240 | (240) | |||||
Stock-based compensation expense | 2,903 | 2,903 | ||||||
Employee stock purchase plan (in shares) | (5) | |||||||
Employee stock purchase plan | 134 | 62 | $ 72 | |||||
Dividends | (4,162) | (4,162) | ||||||
Change in fair value of interest rate swaps | (470) | (470) | ||||||
Repurchases of common stock (in shares) | 342 | |||||||
Repurchases of common stock | (9,213) | $ (9,213) | ||||||
Shares at end of period (in shares) at Jun. 30, 2020 | 72,237 | 50,295 | ||||||
End of period at Jun. 30, 2020 | 152,476 | $ 722 | 465,957 | (3,117) | 360,409 | $ (671,495) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 18,763 | 18,763 | ||||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | 10 | |||||||
Issuance for stock-based compensation and dividends, net of forfeitures | 0 | 241 | (241) | |||||
Stock-based compensation expense | 2,908 | 2,908 | ||||||
Employee stock purchase plan (in shares) | (5) | |||||||
Employee stock purchase plan | 135 | 71 | $ 64 | |||||
Dividends | (4,164) | (4,164) | ||||||
Defined benefit pension plans | 0 | |||||||
Change in fair value of interest rate swaps | 118 | 118 | ||||||
Repurchases of common stock (in shares) | 1 | |||||||
Repurchases of common stock | (30) | $ (30) | ||||||
Shares at end of period (in shares) at Sep. 30, 2020 | 72,247 | 50,291 | ||||||
End of period at Sep. 30, 2020 | 170,206 | $ 722 | 469,177 | (2,999) | 374,767 | $ (671,461) | ||
Shares at beginning of period (in shares) at Dec. 31, 2020 | 72,600 | 50,427 | ||||||
Beginning of period at Dec. 31, 2020 | 179,935 | $ 726 | 472,378 | (4,423) | 388,645 | $ (677,391) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 13,261 | 13,261 | ||||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | 15 | |||||||
Issuance for stock-based compensation and dividends, net of forfeitures | 0 | 271 | (271) | |||||
Stock-based compensation expense | 3,403 | 3,403 | ||||||
Employee stock purchase plan (in shares) | (4) | |||||||
Employee stock purchase plan | 170 | 113 | $ 57 | |||||
Dividends | (4,786) | (4,786) | ||||||
Defined benefit pension plans | 47 | 47 | ||||||
Change in fair value of interest rate swaps | 939 | 939 | ||||||
Repurchases of common stock (in shares) | 317 | |||||||
Repurchases of common stock | (16,313) | $ (16,313) | ||||||
Shares at end of period (in shares) at Mar. 31, 2021 | 72,615 | 50,740 | ||||||
End of period at Mar. 31, 2021 | 176,656 | $ 726 | 476,165 | (3,437) | 396,849 | $ (693,647) | ||
Shares at beginning of period (in shares) at Dec. 31, 2020 | 72,600 | 50,427 | ||||||
Beginning of period at Dec. 31, 2020 | 179,935 | $ 726 | 472,378 | (4,423) | 388,645 | $ (677,391) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 54,617 | |||||||
Employee stock purchase plan | 558 | |||||||
Defined benefit pension plans | 3,103 | |||||||
Change in fair value of interest rate swaps | 1,101 | |||||||
Shares at end of period (in shares) at Sep. 30, 2021 | 72,640 | 51,207 | ||||||
End of period at Sep. 30, 2021 | 189,969 | $ 726 | 484,034 | (219) | 427,622 | $ (722,194) | ||
Shares at beginning of period (in shares) at Mar. 31, 2021 | 72,615 | 50,740 | ||||||
Beginning of period at Mar. 31, 2021 | 176,656 | $ 726 | 476,165 | (3,437) | 396,849 | $ (693,647) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 21,188 | 21,188 | ||||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | 40 | |||||||
Issuance for stock-based compensation and dividends, net of forfeitures | 2 | $ 1 | 274 | (273) | ||||
Stock-based compensation expense | 3,532 | 3,532 | ||||||
Employee stock purchase plan (in shares) | (4) | |||||||
Employee stock purchase plan | 195 | 143 | $ 52 | |||||
Dividends | (4,746) | (4,746) | ||||||
Defined benefit pension plans | 3,056 | 3,056 | ||||||
Change in fair value of interest rate swaps | 10 | 10 | ||||||
Repurchases of common stock (in shares) | 225 | |||||||
Repurchases of common stock | (13,614) | $ (13,614) | ||||||
Shares at end of period (in shares) at Jun. 30, 2021 | 72,655 | 50,961 | ||||||
End of period at Jun. 30, 2021 | 186,279 | $ 727 | 480,114 | (371) | 413,018 | $ (707,209) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 20,168 | 20,168 | ||||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | (15) | |||||||
Issuance for stock-based compensation and dividends, net of forfeitures | (1) | 260 | (260) | |||||
Stock-based compensation expense | 3,512 | 3,512 | ||||||
Employee stock purchase plan (in shares) | (3) | |||||||
Employee stock purchase plan | 193 | 148 | $ 45 | |||||
Dividends | (5,304) | (5,304) | ||||||
Defined benefit pension plans | 0 | |||||||
Change in fair value of interest rate swaps | 152 | 152 | ||||||
Repurchases of common stock (in shares) | 249 | |||||||
Repurchases of common stock | (15,030) | $ (15,030) | ||||||
Shares at end of period (in shares) at Sep. 30, 2021 | 72,640 | 51,207 | ||||||
End of period at Sep. 30, 2021 | $ 189,969 | $ 726 | $ 484,034 | $ (219) | $ 427,622 | $ (722,194) |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Dividend (in dollars per share) | $ 0.26 | $ 0.23 | $ 0.23 | $ 0.20 | $ 0.20 | $ 0.20 | |
Tax provision on defined benefit pension plan | $ 283 | ||||||
Tax benefit on interest rate swap | $ 55 | $ 3 | $ 319 | $ 40 | $ 160 | $ 384 | |
Accounting Standards Update 2016-13 | |||||||
Tax effect of new accounting standard | $ 75 |
UNAUDITED CONDENSED CONSOLIDA_6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||||||
Net income | $ 20,168 | $ 13,261 | $ 18,763 | $ 9,106 | $ 54,617 | $ 37,754 | |
Adjustments to reconcile net income to cash provided by operating activities: | |||||||
Deferred income tax provision, net | 302 | (4,414) | |||||
Provision for credit losses | (139) | 2,723 | |||||
Depreciation and amortization | 3,420 | 4,081 | |||||
Stock-based compensation expense | 10,448 | 8,707 | |||||
Defined benefit pension plan expense | 2,157 | 632 | |||||
(Gain) loss on disposal or impairment of assets | (1,979) | 1,795 | |||||
Noncash lease expense | 3,992 | 4,392 | |||||
Loss on equity method investment | 1,709 | 1,237 | |||||
Other | 681 | 820 | |||||
Increase in operating assets | |||||||
Trade receivables, net | (41,397) | (15,085) | |||||
Other assets | (6,384) | (5,034) | |||||
Increase in operating liabilities | |||||||
Accrued payroll costs | 7,715 | 31,496 | |||||
Other liabilities | 24,801 | 24,767 | |||||
Cash provided by operating activities | 59,943 | 93,871 | |||||
Cash flows from investing activities: | |||||||
Capital expenditures | (5,026) | (5,296) | |||||
Equity method investment | (7,000) | (2,500) | |||||
Proceeds from the sale of assets held within the Rabbi Trust | 0 | 3,548 | |||||
Net proceeds from the sale of assets | 23,742 | 0 | |||||
Cash provided by (used in) investing activities | 11,716 | (4,248) | |||||
Cash flows from financing activities: | |||||||
Proceeds from credit facility | 0 | 35,000 | |||||
Repurchases of common stock | (44,407) | (29,623) | |||||
Cash dividends | (14,836) | (12,619) | |||||
Payments on other financing arrangements | (271) | (939) | |||||
Cash used in financing activities | (59,514) | (8,181) | |||||
Change in cash and cash equivalents | 12,145 | 81,442 | |||||
Cash and cash equivalents, beginning of period | 103,486 | 19,831 | 103,486 | 19,831 | $ 19,831 | ||
Cash and cash equivalents, end of period | 115,631 | 101,273 | 115,631 | 101,273 | $ 103,486 | ||
Cash Paid During the Period For: | |||||||
Income taxes | 17,845 | 13,493 | |||||
Operating lease liabilities | 5,591 | 5,641 | |||||
Interest, net | 1,934 | 1,924 | |||||
Non-Cash Investing and Financing Transactions: | |||||||
ROU assets obtained from operating leases | 4,053 | 5,722 | |||||
Employee stock purchase plan | $ 193 | $ 170 | $ 135 | $ 142 | $ 558 | $ 411 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Unless otherwise noted below, there have been no material changes to the accounting policies presented in Note 1 - “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements, included in Item 8. Financial Statements and Supplementary Data of the 2020 Annual Report on Form 10-K. Basis of Presentation The unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC regarding interim financial reporting. Accordingly, certain information and footnotes normally required by GAAP for complete financial statements have been condensed or omitted pursuant to those rules and regulations, although management believes that the disclosures made are adequate to make the information not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our 2020 Annual Report on Form 10-K. In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments considered necessary for a fair presentation. The Unaudited Condensed Consolidated Balance Sheet as of December 31, 2020 was derived from our audited Consolidated Balance Sheet as of December 31, 2020, as presented in our 2020 Annual Report on Form 10-K. Our quarterly operating results are affected by the number of billing days in a particular quarter, the seasonality of our clients’ businesses and increased holiday and vacation days taken. In addition, we typically experience higher costs in the first quarter of each fiscal year as a result of certain U.S. state and federal employment tax resets, which adversely affects our gross profit and overall profitability. The impact of the COVID-19 pandemic on our business was somewhat unpredictable in 2020, but based on our current assessment, we do not expect any material impact on our long-term strategic plans, operations and liquidity due to COVID-19. However, we continue to assess the effect on our operations by monitoring the spread of COVID-19 (and associated variants) and the actions implemented to combat the virus as reported in the official agency reports. As such, the results of operations for any interim period may be impacted by these factors, among others, and are not necessarily indicative of, nor comparable to, the results of operations for a full year. Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Kforce Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. References in this document to “Kforce,” the “Company,” “we,” the “Firm,” “management,” “our” or “us” refer to Kforce Inc. and its subsidiaries, except where the context indicates otherwise. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most critical of these estimates and assumptions relate to the following: allowance for credit losses; income taxes; self-insured liabilities for health insurance; and the impairment of goodwill, other long-lived assets and the equity method investment. Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates. The severity, magnitude and duration, as well as the economic consequences of the COVID-19 pandemic, have been and may continue to be uncertain, rapidly changing and difficult to predict. Therefore, our accounting estimates and assumptions might change materially in future periods in response to the COVID-19 pandemic. Health Insurance Except for certain fully insured health insurance lines of coverage, Kforce retains the risk of loss per participant for each health insurance claim up to $600 thousand in claims annually. Additionally, for all claim amounts exceeding $600 thousand, Kforce retains the risk of loss up to an aggregate annual loss of those claims of $200 thousand. For its partially self-insured lines of coverage, health insurance costs are accrued using estimates to approximate the liability for reported claims and incurred but not reported claims, which are primarily based upon an evaluation of historical claims experience, completion factors determined by an actuary and a qualitative review of our health insurance exposure including the extent of outstanding claims and expected changes in health insurance costs. Earnings per Share Basic earnings per share is computed as net income divided by the weighted average number of common shares outstanding (“WASO”) during the period. WASO excludes unvested shares of restricted stock. Diluted earnings per share is computed by dividing net income by diluted WASO. Diluted WASO includes the dilutive effect of potentially dilutive securities such as unvested shares of restricted stock using the treasury stock method, except where the effect of including potential common shares would be anti-dilutive. For the three and nine months ended September 30, 2021, 669 thousand and 584 thousand common stock equivalents were included in the diluted WASO, respectively. For the three and nine months ended September 30, 2020, 398 thousand and 328 thousand common stock equivalents were included in the diluted WASO, respectively. For the three and nine months ended September 30, 2021, there were insignificant anti-dilutive common stock equivalents. For the three and nine months ended September 30, 2020, there were 266 thousand and 348 thousand anti-dilutive common stock equivalents, respectively. New Accounting Standards Recently Adopted Accounting Standards |
Reportable Segments
Reportable Segments | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments Kforce provides services through our Technology (“Tech”) and Finance and Accounting (“FA”) segments. Historically, and for the three and nine months ended September 30, 2021, we have reported sales and gross profit information on a segment basis. Total assets, liabilities and operating expenses are not reported separately by segment as our operations are largely combined. The following table provides information on the operations of our segments (in thousands): Tech FA Total Three Months Ended September 30, 2021 Revenue $ 337,230 $ 65,495 $ 402,725 Gross profit $ 95,934 $ 23,330 $ 119,264 Operating and other expenses $ 91,446 Income from operations, before income taxes $ 27,818 2020 Revenue $ 260,251 $ 105,173 $ 365,424 Gross profit $ 71,960 $ 31,918 $ 103,878 Operating and other expenses $ 78,098 Income from operations, before income taxes $ 25,780 Nine Months Ended September 30, 2021 Revenue $ 927,518 $ 242,046 $ 1,169,564 Gross profit $ 258,449 $ 78,428 $ 336,877 Operating and other expenses $ 260,882 Income from operations, before income taxes $ 75,995 2020 Revenue $ 782,785 $ 260,867 $ 1,043,652 Gross profit $ 216,606 $ 79,157 $ 295,763 Operating and other expenses $ 243,441 Income from operations, before income taxes $ 52,322 |
Disaggregation of Revenue
Disaggregation of Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Disaggregation of Revenue The following table provides the disaggregation of revenue by segment and type (in thousands): Tech FA Total Three Months Ended September 30, 2021 Revenue by type: Flex revenue $ 330,170 $ 59,003 $ 389,173 Direct Hire revenue 7,060 6,492 13,552 Total Revenue $ 337,230 $ 65,495 $ 402,725 2020 Revenue by type: Flex revenue $ 256,118 $ 100,569 $ 356,687 Direct Hire revenue 4,133 4,604 8,737 Total Revenue $ 260,251 $ 105,173 $ 365,424 Nine Months Ended September 30, 2021 Revenue by type: Flex revenue $ 909,599 $ 224,783 $ 1,134,382 Direct Hire revenue 17,919 17,263 35,182 Total Revenue $ 927,518 $ 242,046 $ 1,169,564 2020 Revenue by type: Flex revenue $ 770,635 $ 248,578 $ 1,019,213 Direct Hire revenue 12,150 12,289 24,439 Total Revenue $ 782,785 $ 260,867 $ 1,043,652 |
Allowance for Credit Losses
Allowance for Credit Losses | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Allowance for Credit Losses | Allowance for Credit Losses The allowance for credit losses on trade receivables is determined based on a number of factors such as recent and historical write-off and delinquency trends, a specific analysis of significant receivable balances that are past due, the concentration of trade receivables among clients and the current state of the U.S. economy. As part of our analysis, we apply credit loss rates to outstanding receivables by aging category. For certain clients, we perform a quarterly credit review, which considers the client’s credit rating and financial position as well as our total credit loss exposure. Trade receivables are written off after all reasonable collection efforts have been exhausted. Recoveries of trade receivables previously written off are recorded when received and are immaterial for the three and nine months ended September 30, 2021. The following table presents the activity within the allowance for credit losses on trade receivables for the nine months ended September 30, 2021 (in thousands): Allowance for credit losses, January 1, 2021 $ 2,757 Current period provision (credit) (139) Write-offs charged against the allowance, net of recoveries of amounts previously written off (987) Allowance for credit losses, September 30, 2021 $ 1,631 The allowances on trade receivables presented in the Unaudited Condensed Consolidated Balance Sheets include $0.6 million and $0.4 million at September 30, 2021 and December 31, 2020, respectively, for reserves unrelated to credit losses. |
Sale of Corporate Headquarters
Sale of Corporate Headquarters | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Sale of Corporate Headquarters | Sale of Corporate HeadquartersOn May 19, 2021, Kforce completed the sale of its corporate headquarters, which had a net book value of $21.7 million, to an independent third party. Kforce received net proceeds of $23.7 million and recognized a gain on the sale in the amount of $2.0 million, which is recorded in SG&A expenses. |
Other Assets, Net
Other Assets, Net | 9 Months Ended |
Sep. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets, Net | Other Assets, Net Other assets, net consisted of the following (in thousands): September 30, 2021 December 31, 2020 Assets held in Rabbi Trust $ 39,418 $ 36,164 Right-of-use assets for operating leases, net 16,351 16,835 Capitalized software, net (1) 15,243 12,802 Equity method investment (2) 15,779 10,488 Deferred loan costs, net 236 501 Other non-current assets 1,038 785 Total Other assets, net $ 88,065 $ 77,575 (1) Accumulated amortization of capitalized software was $35.2 million and $34.0 million as of September 30, 2021 and December 31, 2020, respectively. (2) In June 2019, Kforce entered into a joint venture resulting in a 50% noncontrolling interest in WorkLLama, LLC (“WorkLLama”), which is accounted for as an equity method investment. The loss on this WorkLLama investment was $0.7 million and $1.7 million for the three and nine months ended September 30, 2021, respectively. In addition, Kforce contributed $7.0 million and $4.0 million of capital during the nine months ended September 30, 2021 and the year ended December 31, 2020, respectively. Refer to Note M - “Commitments and Contingencies” for more information on contingencies related to WorkLLama. |
Current Liabilities
Current Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Current Liabilities | Current Liabilities The following table provides information on certain current liabilities (in thousands): September 30, 2021 December 31, 2020 Accounts payable and other accrued liabilities: Accounts payable $ 41,836 $ 20,177 Accrued liabilities 36,147 15,356 Total Accounts payable and other accrued liabilities $ 77,983 $ 35,533 Accrued payroll costs: Payroll and benefits $ 60,402 $ 38,257 Payroll taxes 7,623 21,842 Health insurance liabilities 4,184 4,641 Workers’ compensation liabilities 797 1,109 Total Accrued payroll costs $ 73,006 $ 65,849 |
Other Long-Term Liabilities
Other Long-Term Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other Long-Term Liabilities Other long-term liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Deferred compensation plan $ 38,749 $ 34,501 Supplemental executive retirement plan (1) — 20,628 Operating lease liabilities 12,712 14,692 Interest rate swap derivative instruments 296 1,774 Other long-term liabilities (2) 19,321 19,353 Total Other long-term liabilities $ 71,078 $ 90,948 (1) The Company terminated its supplemental executive retirement plan on April 30, 2021 and expects to pay out the obligation in July 2022. The obligation, as of September 30, 2021, is included as part of Accrued liabilities under Current Liabilities in Note G - Current Liabilities, above. (2) As a result of the application of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), we have approxima tely $19.3 million in payroll tax deferrals recorded within Other long-term liabilities as of September 30, 2021 and December 31, 2020 (expected to be paid by December 31, 2022) . |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Supplemental Executive Retirement Plan Prior to April 30, 2021, Kforce maintained a Supplemental Executive Retirement Plan (“SERP”), which benefited two executives. The SERP was a non-qualified benefit plan and did not include elective deferrals of covered executive officers’ compensation. The related net periodic benefit costs were comprised of service cost and interest cost. The service cost amounted to $199 thousand in the nine months ending September 30, 2021, and $87 thousand and $259 thousand in the three and nine months ended September 30, 2020, respectively, and were recorded in SG&A. The interest cost amounted to $138 thousand in the nine months ending September 30, 2021, and $124 thousand and $373 thousand in the three and nine months ended September 30, 2020, respectively, and were recorded in Other expense, net in the accompanying Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income. Effective April 30, 2021, Kforce’s Board of Directors irrevocably terminated the SERP. The benefits owed to the two participants under the SERP as of September 30, 2021 amount to $20.0 million in the aggregate, which is recorded in Other accrued liabilities in the accompanying Unaudited Condensed Consolidated Balance Sheets. Kforce must |
Stock Incentive Plans
Stock Incentive Plans | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock Incentive Plans | Stock Incentive Plans On April 22, 2021, Kforce’s shareholders approved the 2021 Stock Incentive Plan (the “2021 Plan”). The 2021 Plan allows for the issuance of stock options, stock appreciation rights (“SAR”), stock awards (including restricted stock awards (“RSAs”) and restricted stock units (“RSUs”)) and other stock-based awards. The aggregate number of shares reserved under the 2021 Plan is approximately 3.9 million. Grants of an option or SAR reduce the reserve by one share, while a stock award reduces the reserve by 2.72 shares. The 2021 Plan terminates on April 22, 2031. Restricted stock (including RSAs and RSUs) are granted to directors, executives and management either for awards related to Kforce’s annual long-term incentive program or as part of a compensation package for attraction and retention purposes. Restricted stock granted during the nine months ended September 30, 2021, will vest over a period of one During the three and nine months ended September 30, 2021, stock-based compensation expense was $3.5 million and $10.5 million, respectively. During the three and nine months ended September 30, 2020, stock-based compensation expense was $2.9 million and $8.7 million, respectively. The following table presents the restricted stock activity for the nine months ended September 30, 2021 (in thousands, except per share amounts): Number of Weighted-Average Total Intrinsic Outstanding at December 31, 2020 1,137 $ 33.63 Granted 60 $ 50.74 Forfeited (20) $ 26.93 Vested (47) $ 25.43 $ 2,607 Outstanding at September 30, 2021 1,130 $ 34.98 |
Derivative Instrument and Hedgi
Derivative Instrument and Hedging Activity | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instrument and Hedging Activity | Derivative Instruments and Hedging Activity On April 21, 2017, Kforce entered into a forward-starting interest rate swap agreement with Wells Fargo Bank, N.A (“Swap A”). Swap A was effective on May 31, 2017 and matures on April 29, 2022. Swap A has a fixed interest rate of 1.81%, which we add to our interest rate margin to determine the fixed rate that the Firm will pay to the counterparty during the term of Swap A based on the notional amount of Swap A. The notional amount of Swap A through maturity is $25.0 million. On March 12, 2020, Kforce entered into a forward-starting interest rate swap agreement with Wells Fargo Bank, N.A (“Swap B”, together with Swap A, the "Swaps"). Swap B was effective on March 17, 2020 and matures on May 30, 2025. Swap B has a fixed interest rate of 0.61% and a notional amount of $75.0 million and increases to $100.0 million in May 2022, and subsequently decreases to $75.0 million and $40.0 million in May 2023 and May 2024, respectively. The increase in the notional amount of Swap B in May 2022 corresponds to the decrease in the notional amount for Swap A. The Firm uses the Swaps as an interest rate risk management tool to mitigate the potential impact of rising interest rates on variable rate debt. The fixed interest rate for each Swap (which will remain throughout the remainder of the hedging arrangement), plus the applicable interest margin under our credit facility, is included in interest expense and recorded in Other expense, net in the accompanying Consolidated Financial Statements of Operations and Comprehensive Income. Both Swap A and B have been designated as cash flow hedges and were effective as of September 30, 2021. The change in the fair value of the Swaps are recorded as a component of Accumulated other comprehensive income (loss) in the unaudited consolidated financial statements. The following table sets forth the activity in the accumulated derivative instrument activity (in thousands): Nine Months Ended September 30, 2021 2020 Accumulated derivative instrument loss, beginning of period $ (1,774) $ (179) Net change associated with current period hedging transactions 1,478 (1,978) Accumulated derivative instrument loss, end of period $ (296) $ (2,157) |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Our interest rate swaps are measured at fair value using readily observable inputs, which are considered to be Level 2 inputs and are recorded in Other long-term liabilities within the accompanying Unaudited Condensed Consolidated Balance Sheets. Refer to Note J - “Derivative Instruments and Hedging Activity” for a complete discussion of our interest rate swaps. There were no transfers into or out of Level 1, 2 or 3 assets or liabilities during the nine months ended September 30, 2021. The following table sets forth by level, within the fair value hierarchy, estimated fair values on a recurring basis (in thousands): Asset/(Liability) Measured at Fair Value: Asset/(Liability) Quoted Prices in Significant Significant At September 30, 2021 Interest rate swap derivative instruments $ (296) $ — $ (296) $ — At December 31, 2020 Interest rate swap derivative instrument $ (1,774) $ — $ (1,774) $ — |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Employment Agreements Kforce has employment agreements with certain executives that provide for minimum compensation, salary and continuation of certain benefits for a six-month to a three-year period after their employment ends under certain circumstances. Certain of the agreements also provide for a severance payment ranging from one to three times annual salary and one-half to three times average annual bonus if such an agreement is terminated without good cause by Kforce or for good reason by the executive subject to certain post-employment restrictive covenants. At September 30, 2021, our liability would be approximately $45.0 million if, following a change in control, all of the executives under contract were terminated without cause by the employer or if the executives resigned for good reason and $17.3 million if, in the absence of a change in control, all of the executives under contract were terminated by Kforce without cause or if the executives resigned for good reason. Litigation and Loss Contingencies On August 30, 2021, Kforce Inc. was served with a complaint brought in the U.S. District Court, Southern District of California. Darryn Lewis, et. al. v. Kforce Inc., Case No.: 3:21-cv-01375-AJB-JLB. On behalf of himself and all others similarly situated, the Plaintiff brings a one-count class action complaint for alleged violations of the Fair Labor Standards Act (“FLSA”), and specifically, failure to pay overtime wages. The FLSA class is purported to include commissioned employees who work or have worked for Kforce, nationwide, in the past three (3) years. Plaintiff alleges that Kforce failed to maintain a policy that compensates its employees for all hours worked, and specifically alleges that Kforce misclassified employees as exempt from overtime, failed to pay hourly aggrieved employees for all overtime hours worked, including off-the-clock work performed during meal periods, failed to pay all overtime and double-time wages earned at the correct regular rate because Kforce allegedly failed to include commission and other non-discretionary performance-based pay in the regular rate of pay. Plaintiff and class members seek the amounts of unpaid wages allegedly owed to them, liquidated damages, attorneys’ fees and costs, prejudgment interest, and other legal and equitable relief. The parties have engaged in attempts to resolve the matter. We believe that this matter is unlikely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. On March 19, 2021, a complaint was filed against Kforce Inc. in United States District Court, Central District of California, and served on March 25, 2021. Jessica Cook, et. al. v. Kforce Inc., case no. 2:21-cv-02453. On behalf of herself and all others similarly situated, the plaintiff purports to bring a collective action challenging the exempt classification of a select class of recruiters. Plaintiff alleges that due to the misclassification of the recruiter class Kforce violated the Fair Labor Standards Act by failing to pay overtime and failing to make, keep, and preserve records with respect to each employee sufficient to determine their wages. The class action is brought pursuant to California state law, on behalf of the same class of California recruiters, and alleges: (i) classification and overtime violations under California law; (ii) untimely payment of wages; (iii) legally deficient wage statements; (iv) violations of meal and rest period requirements; and (v) violation of California's Unfair Competition Law. Plaintiff, on behalf of herself and the class and/or collective, seeks damages in the amount of unpaid overtime compensation, double time pay as applicable (for the California class), liquidated damages, attorney’s fees, interest, and other relief. The parties agreed to dismiss the action without prejudice through a joint stipulation and have engaged in discussions to resolve. If the parties are unable to resolve, it is expected that Plaintiff will re-file her class and collective action claims. At this stage in the litigation, it is not feasible to predict the outcome of this matter or reasonably estimate a range of loss, should a loss occur, from this proceeding. On December 24, 2020, a complaint was filed and on January 5, 2021, the complaint was served against Kforce Inc., et al. in Superior Court of the State of California, Los Angeles County. Sydney Elliott-Brand, et. al. v. Kforce Inc., et al., Case No.: 20STCV49193. On behalf of herself and a putative class of current and former commissioned employees employed by Defendants, the plaintiff purports to bring a collective action for alleged violations of the California Labor Code, §201, et seq., Industrial Welfare Commission (“IWC”) Wage Orders, and the California Business and Professions Code, §17200, et. seq, based upon the defendants’ alleged failure to: (i) pay minimum and overtime wages; (ii) timely pay all earned wages; (iii) provide meal periods and rest breaks; (iv) reimburse business expenses; (v) provide accurate itemized wage statements; and (vi) timely pay wages and vacation pay upon separation of employment; as well as associated unfair competition. The plaintiff seeks payment to recover minimum, regular, and/or overtime wages for all hours worked as required by law, meal period premiums, rest period premiums, unpaid business expenses, reasonable attorneys’ fees, cost of suit and interest, statutory penalties and liquidated damages, and also seeks an order requiring Defendants to restore and disgorge all funds acquired by means of unfair competition under the California Business and Professions Code. The parties have engaged in attempts to resolve the matter. We believe that this matter is unlikely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. On November 18, 2020, Kforce Inc., et al. was served with a complaint brought in the Superior Court of the State of California, San Diego County. Bernardo Buchsbaum, et al. v. Kforce Inc., et al., Case No.: 37-2020-00030994-CU-OE-CTL. The former employee purports to bring a representative action on his own behalf and on behalf of other current and former California aggrieved employees pursuant to the Private Attorneys General Act (“PAGA”) alleging violations of the California Labor Code (“Labor Code”). The purported Labor Code violations include the failure to: (i) pay all earned wages, including minimum wages and overtime wages; (ii) provide and pay proper wages for meal and rest periods; (iii) reimburse all reasonable and necessary business expenses; (iv) provide accurate itemized wage statements; and (v) provide unused vacation wages upon termination. The plaintiff seeks civil penalties, interest, attorney’s fees and costs under the Labor Code. On January 21, 2021, the Plaintiff served an amended complaint to add Kforce Flexible Solutions as a party and narrow the scope of alleged aggrieved employees to “internal” commissioned employees. The parties have engaged in attempts to resolve the matter. We believe that this matter is unlikely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. On October 13, 2020, Kforce Inc. was served with a complaint brought in the U.S. District Court, Eastern District of Pennsylvania. Hope Gofton and Adam Kimbrel, et al. v. Kforce Inc., Case No.: 2:20-cv-04886 on behalf of themselves and other similarly situated current and former employees. The plaintiffs purport to bring a collective action for alleged violations of the Fair Labor Standards Act, 29 U.S.C. § 201, et seq., and a class action for alleged violations of the Pennsylvania Minimum Wage Act, 43 P.S. §§ 333.101, et seq., based upon the defendant’s purported failure to pay federal and state overtime wages. The plaintiffs allege that the defendant improperly classified as exempt the plaintiffs and other putative collective and class members, and allegedly failed to pay overtime wages. The plaintiffs seek payment of unpaid overtime wages, liquidated damages, interest, attorney’s fees, costs and other relief deemed equitable by the Court. The Court entered a Final Approval Order on September 30, 2021 approving the settlement and dismissing the action without prejudice. Case will convert to dismissal with prejudice sixty days after the deadline to fully fund the settlement account. This matter did not have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. There have been no material developments with regard to the following legal proceedings previously disclosed in our 2020 Annual Report on Form 10-K or in our most recent 10-Q filing: • On December 17, 2019, Kforce Inc., et al. was served with a complaint brought in Superior Court of the State of California, Alameda County. Kathleen Wahrer, et al. v. Kforce Inc., et al., Case No.: RG19047269. • On February 19, 2021, a first amended complaint was filed against Kforce and its client, Verity Health System of California (Verity) in the Superior Court of California, County of Los Angeles. Ramona Webb v. Kforce Flexible Solutions, LLC, et. al. case no. 20STCV47529. We are also involved in other legal proceedings, claims and administrative matters from time to time, and may also be exposed to loss contingencies, that arise in the ordinary course of business. We have made accruals with respect to certain matters, where appropriate, which are reflected in our unaudited condensed consolidated financial statements. While the ultimate outcomes and any amounts accrued are inherently uncertain, we currently do not expect that these matters, individually or in the aggregate, will have a material effect on our financial position. Equity Method Investment Under the joint venture operating agreement for WorkLLama, Kforce is obligated to make additional cash contributions, which are contingent on WorkLLama's achievement of certain operational and financial milestones. Our maximum potential capital contributions are $22.5 million. The original operating and financial milestones established in the joint venture operating agreement were not achieved, in part, due to the impacts of the COVID-19 pandemic on WorkLLama’s business. We have continued to provide capital contributions to the joint venture due to our belief in the long-term value of the joint venture. We contributed $7.0 million and $4.0 million of capital during the nine months ended September 30, 2021 and the year ended December 31, 2020, respectively. Refer to Note F - “Other Assets, Net” for more details on WorkLLama. Lease commitments We lease office space and certain equipment under operating leases that expire between 2021 and 2033. The terms of the leases provide for rental payments on a graduated scale, options to renew the leases ( one During the three months ended September 30, 2021, we entered into a lease agreement for office space in Tampa, Florida, that will become our new corporate headquarters. This new lease for office space is intended to replace our current headquarters, also in Tampa, Florida, the lease for which expires November 2022. The new lease has not yet commenced, but will require aggregate future lease payments of approximately $10.9 million over the entire lease term, which includes annual upward adjustments, and has a non-cancelable lease term of 129 months, excluding renewal options. The new lease also provides for the Company to receive an allowance, from the Landlord, of $1.6 million to be used toward costs to design, engineer, install, supply and to construct improvements that will become part of the building, all of which must be approved by the landlord and the Company. The landlord will designate a general contractor and oversee all construction improvements. The future lease payments and the allowance are not yet recorded on our condensed consolidated balance sheets. Lease payments will be required beginning July 1, 2023, however, we expect the accounting lease commencement date for this initial portion of the lease for financial reporting purposes to begin at the start of the fourth quarter of 2022. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Credit Facility On October 20, 2021, the Firm entered into an amended and restated credit agreement with Wells Fargo Bank, National Association, as administrative agent, Wells Fargo Securities, LLC, as lead arranger and bookrunner, Bank of America, N.A., as syndication agent, BMO Harris Bank, N.A., as documentation agent, and the lenders referred to therein (the “Credit Facility”). Under the Credit Facility, the Firm will have a maximum borrowing capacity of $200.0 million, which may, subject to certain conditions and the participation of the lenders, be increased up to an aggregate additional amount of $150.0 million (the “Commitment”). The maturity date of the Credit Facility is October 20, 2026. Revolving credit loans under the Credit Facility will bear interest at a rate equal to (a) the Base Rate (as described below) plus the Applicable Margin (as described below) or (b) the LIBOR Rate plus the Applicable Margin. Swingline loans under the Credit Facility will bear interest at a rate equal to the Base Rate plus the Applicable Margin. The Base Rate is the highest of: (i) the Wells Fargo Bank, National Association prime rate, (ii) the federal funds rate plus 0.50% or (iii) one-month LIBOR plus 1.00%, and the LIBOR Rate is reserve-adjusted LIBOR for the applicable interest period, but not less than zero. The Applicable Margin is based on the Firm’s total leverage ratio. The Applicable Margin for Base Rate loans ranges from 0.125% to 0.500% and the Applicable Margin for LIBOR Rate loans ranges from 1.125% to 1.50%. The Amendment included customary provisions relating to the transition from LIBOR as the benchmark interest rate under the Credit Agreement, including providing for a Benchmark Replacement option (as defined in the Credit Agreement) to replace LIBOR. The Firm will pay a quarterly non-refundable commitment fee equal to the |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC regarding interim financial reporting. Accordingly, certain information and footnotes normally required by GAAP for complete financial statements have been condensed or omitted pursuant to those rules and regulations, although management believes that the disclosures made are adequate to make the information not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our 2020 Annual Report on Form 10-K. In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments considered necessary for a fair presentation. The Unaudited Condensed Consolidated Balance Sheet as of December 31, 2020 was derived from our audited Consolidated Balance Sheet as of December 31, 2020, as presented in our 2020 Annual Report on Form 10-K. |
Principles of Consolidation | Principles of ConsolidationThe unaudited condensed consolidated financial statements include the accounts of Kforce Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. References in this document to “Kforce,” the “Company,” “we,” the “Firm,” “management,” “our” or “us” refer to Kforce Inc. and its subsidiaries, except where the context indicates otherwise. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most critical of these estimates and assumptions relate to the following: allowance for credit losses; income taxes; self-insured liabilities for health insurance; and the impairment of goodwill, other long-lived assets and the equity method investment. Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates. The severity, magnitude and duration, as well as the economic consequences of the COVID-19 pandemic, have been and may continue to be uncertain, rapidly changing and difficult to predict. Therefore, our accounting estimates and assumptions might change materially in future periods in response to the COVID-19 pandemic. |
Earnings per Share | Earnings per ShareBasic earnings per share is computed as net income divided by the weighted average number of common shares outstanding (“WASO”) during the period. WASO excludes unvested shares of restricted stock. Diluted earnings per share is computed by dividing net income by diluted WASO. Diluted WASO includes the dilutive effect of potentially dilutive securities such as unvested shares of restricted stock using the treasury stock method, except where the effect of including potential common shares would be anti-dilutive. |
New Accounting Standards, Recently Adopted Accounting Standards | New Accounting Standards Recently Adopted Accounting Standards |
Reportable Segments (Tables)
Reportable Segments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Operations of reportable segments | The following table provides information on the operations of our segments (in thousands): Tech FA Total Three Months Ended September 30, 2021 Revenue $ 337,230 $ 65,495 $ 402,725 Gross profit $ 95,934 $ 23,330 $ 119,264 Operating and other expenses $ 91,446 Income from operations, before income taxes $ 27,818 2020 Revenue $ 260,251 $ 105,173 $ 365,424 Gross profit $ 71,960 $ 31,918 $ 103,878 Operating and other expenses $ 78,098 Income from operations, before income taxes $ 25,780 Nine Months Ended September 30, 2021 Revenue $ 927,518 $ 242,046 $ 1,169,564 Gross profit $ 258,449 $ 78,428 $ 336,877 Operating and other expenses $ 260,882 Income from operations, before income taxes $ 75,995 2020 Revenue $ 782,785 $ 260,867 $ 1,043,652 Gross profit $ 216,606 $ 79,157 $ 295,763 Operating and other expenses $ 243,441 Income from operations, before income taxes $ 52,322 |
Disaggregation of Revenue (Tabl
Disaggregation of Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenues | The following table provides the disaggregation of revenue by segment and type (in thousands): Tech FA Total Three Months Ended September 30, 2021 Revenue by type: Flex revenue $ 330,170 $ 59,003 $ 389,173 Direct Hire revenue 7,060 6,492 13,552 Total Revenue $ 337,230 $ 65,495 $ 402,725 2020 Revenue by type: Flex revenue $ 256,118 $ 100,569 $ 356,687 Direct Hire revenue 4,133 4,604 8,737 Total Revenue $ 260,251 $ 105,173 $ 365,424 Nine Months Ended September 30, 2021 Revenue by type: Flex revenue $ 909,599 $ 224,783 $ 1,134,382 Direct Hire revenue 17,919 17,263 35,182 Total Revenue $ 927,518 $ 242,046 $ 1,169,564 2020 Revenue by type: Flex revenue $ 770,635 $ 248,578 $ 1,019,213 Direct Hire revenue 12,150 12,289 24,439 Total Revenue $ 782,785 $ 260,867 $ 1,043,652 |
Allowance for Credit Losses (Ta
Allowance for Credit Losses (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Schedule of Allowance for Credit Losses | The following table presents the activity within the allowance for credit losses on trade receivables for the nine months ended September 30, 2021 (in thousands): Allowance for credit losses, January 1, 2021 $ 2,757 Current period provision (credit) (139) Write-offs charged against the allowance, net of recoveries of amounts previously written off (987) Allowance for credit losses, September 30, 2021 $ 1,631 |
Other Assets, Net (Tables)
Other Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of other assets, net | Other assets, net consisted of the following (in thousands): September 30, 2021 December 31, 2020 Assets held in Rabbi Trust $ 39,418 $ 36,164 Right-of-use assets for operating leases, net 16,351 16,835 Capitalized software, net (1) 15,243 12,802 Equity method investment (2) 15,779 10,488 Deferred loan costs, net 236 501 Other non-current assets 1,038 785 Total Other assets, net $ 88,065 $ 77,575 (1) Accumulated amortization of capitalized software was $35.2 million and $34.0 million as of September 30, 2021 and December 31, 2020, respectively. (2) In June 2019, Kforce entered into a joint venture resulting in a 50% noncontrolling interest in WorkLLama, LLC (“WorkLLama”), which is accounted for as an equity method investment. The loss on this WorkLLama investment was $0.7 million and $1.7 million for the three and nine months ended September 30, 2021, respectively. In addition, Kforce contributed $7.0 million and $4.0 million of capital during the nine months ended September 30, 2021 and the year ended December 31, 2020, respectively. Refer to Note M - “Commitments and Contingencies” for more information on contingencies related to WorkLLama. |
Current Liabilities (Tables)
Current Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | The following table provides information on certain current liabilities (in thousands): September 30, 2021 December 31, 2020 Accounts payable and other accrued liabilities: Accounts payable $ 41,836 $ 20,177 Accrued liabilities 36,147 15,356 Total Accounts payable and other accrued liabilities $ 77,983 $ 35,533 Accrued payroll costs: Payroll and benefits $ 60,402 $ 38,257 Payroll taxes 7,623 21,842 Health insurance liabilities 4,184 4,641 Workers’ compensation liabilities 797 1,109 Total Accrued payroll costs $ 73,006 $ 65,849 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Long-Term Liabilities | Other long-term liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Deferred compensation plan $ 38,749 $ 34,501 Supplemental executive retirement plan (1) — 20,628 Operating lease liabilities 12,712 14,692 Interest rate swap derivative instruments 296 1,774 Other long-term liabilities (2) 19,321 19,353 Total Other long-term liabilities $ 71,078 $ 90,948 (1) The Company terminated its supplemental executive retirement plan on April 30, 2021 and expects to pay out the obligation in July 2022. The obligation, as of September 30, 2021, is included as part of Accrued liabilities under Current Liabilities in Note G - Current Liabilities, above. (2) As a result of the application of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), we have approxima tely $19.3 million in payroll tax deferrals recorded within Other long-term liabilities as of September 30, 2021 and December 31, 2020 (expected to be paid by December 31, 2022) . |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Restricted Stock Activity | The following table presents the restricted stock activity for the nine months ended September 30, 2021 (in thousands, except per share amounts): Number of Weighted-Average Total Intrinsic Outstanding at December 31, 2020 1,137 $ 33.63 Granted 60 $ 50.74 Forfeited (20) $ 26.93 Vested (47) $ 25.43 $ 2,607 Outstanding at September 30, 2021 1,130 $ 34.98 |
Derivative Instrument and Hed_2
Derivative Instrument and Hedging Activity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Activity in the Accumulated Derivative Instrument Gain | The following table sets forth the activity in the accumulated derivative instrument activity (in thousands): Nine Months Ended September 30, 2021 2020 Accumulated derivative instrument loss, beginning of period $ (1,774) $ (179) Net change associated with current period hedging transactions 1,478 (1,978) Accumulated derivative instrument loss, end of period $ (296) $ (2,157) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth by level, within the fair value hierarchy, estimated fair values on a recurring basis (in thousands): Asset/(Liability) Measured at Fair Value: Asset/(Liability) Quoted Prices in Significant Significant At September 30, 2021 Interest rate swap derivative instruments $ (296) $ — $ (296) $ — At December 31, 2020 Interest rate swap derivative instrument $ (1,774) $ — $ (1,774) $ — |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accounting Policies [Abstract] | ||||
Health insurance maximum risk of loss liability per employee insurance plan (up to) | $ 600 | |||
Health insurance maximum aggregate amount of risk of loss liability for employee insurance plans (up to) | $ 200 | |||
Common stock equivalents (in shares) | (669) | (398) | (584) | (328) |
Anti-dilutive common stock equivalents (in shares) | 266 | 348 |
Reportable Segments - Schedule
Reportable Segments - Schedule (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 402,725 | $ 365,424 | $ 1,169,564 | $ 1,043,652 |
Gross profit | 119,264 | 103,878 | 336,877 | 295,763 |
Operating and other expenses | 91,446 | 78,098 | 260,882 | 243,441 |
Income from operations, before income taxes | 27,818 | 25,780 | 75,995 | 52,322 |
Tech | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 337,230 | 260,251 | 927,518 | 782,785 |
Gross profit | 95,934 | 71,960 | 258,449 | 216,606 |
FA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 65,495 | 105,173 | 242,046 | 260,867 |
Gross profit | $ 23,330 | $ 31,918 | $ 78,428 | $ 79,157 |
Disaggregation of Revenue (Deta
Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ 402,725 | $ 365,424 | $ 1,169,564 | $ 1,043,652 |
Flex revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 389,173 | 356,687 | 1,134,382 | 1,019,213 |
Direct Hire revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 13,552 | 8,737 | 35,182 | 24,439 |
Tech | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 337,230 | 260,251 | 927,518 | 782,785 |
Tech | Flex revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 330,170 | 256,118 | 909,599 | 770,635 |
Tech | Direct Hire revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 7,060 | 4,133 | 17,919 | 12,150 |
FA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 65,495 | 105,173 | 242,046 | 260,867 |
FA | Flex revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 59,003 | 100,569 | 224,783 | 248,578 |
FA | Direct Hire revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ 6,492 | $ 4,604 | $ 17,263 | $ 12,289 |
Allowance for Credit Losses (De
Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for credit losses, beginning balance | $ 2,757 | ||
Current period provision (credit) | (139) | $ 2,723 | |
Write-offs charged against the allowance, net of recoveries of amounts previously written off | (987) | ||
Allowance for credit losses, ending balance | 1,631 | ||
Trade receivables allowance unrelated to accounts receivable | $ 600 | $ 400 |
Sale of Corporate Headquarters
Sale of Corporate Headquarters (Details) $ in Millions | May 19, 2021USD ($) |
Sale Leaseback Transaction [Line Items] | |
Net book value of assets | $ 21.7 |
Sales price of corporate headquarters building | 23.7 |
Selling, General and Administrative Expenses | |
Sale Leaseback Transaction [Line Items] | |
Gain on sale of building | $ 2 |
Other Assets, Net (Details)
Other Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||||
Assets held in Rabbi Trust | $ 39,418 | $ 39,418 | $ 36,164 | ||
Right-of-use assets for operating leases, net | $ 16,351 | $ 16,351 | 16,835 | ||
Operating lease, right-of-use assets, financial statement location | Total Other assets, net | Total Other assets, net | |||
Capitalized software, net | $ 15,243 | $ 15,243 | 12,802 | ||
Equity method investment | 15,779 | 15,779 | 10,488 | ||
Deferred loan costs, net | 236 | 236 | 501 | ||
Other non-current assets | 1,038 | 1,038 | 785 | ||
Total Other assets, net | 88,065 | 88,065 | 77,575 | ||
Accumulated amortization of capitalized software | 35,200 | 35,200 | 34,000 | ||
Loss on equity method investment | 1,709 | $ 1,237 | |||
Payments to acquire equity method investment | 7,000 | $ 2,500 | |||
WorkLLama | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership percentage | 50.00% | ||||
Loss on equity method investment | $ 700 | 1,700 | |||
Payments to acquire equity method investment | $ 7,000 | $ 4,000 |
Current Liabilities (Details)
Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accounts payable and other accrued liabilities: | ||
Accounts payable | $ 41,836 | $ 20,177 |
Accrued liabilities | 36,147 | 15,356 |
Total Accounts payable and other accrued liabilities | 77,983 | 35,533 |
Accrued payroll costs: | ||
Payroll and benefits | 60,402 | 38,257 |
Payroll taxes | 7,623 | 21,842 |
Health insurance liabilities | 4,184 | 4,641 |
Workers’ compensation liabilities | 797 | 1,109 |
Total Accrued payroll costs | $ 73,006 | $ 65,849 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Apr. 30, 2021 | Dec. 31, 2020 |
Other Significant Noncash Transactions [Line Items] | |||
Deferred compensation plan | $ 38,749 | $ 34,501 | |
Supplemental executive retirement plan | 0 | $ 20,000 | 20,628 |
Operating lease liabilities | 12,712 | 14,692 | |
Interest rate swap derivative instruments | 296 | 1,774 | |
Other long-term liabilities | 19,321 | 19,353 | |
Total Other long-term liabilities | $ 71,078 | 90,948 | |
Operating lease liabilities, financial statement location | Total Other long-term liabilities | ||
Deferred Payroll Taxes | COVID-19 | |||
Other Significant Noncash Transactions [Line Items] | |||
Other long-term liabilities | $ 19,300 | $ 19,300 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) | 3 Months Ended | 4 Months Ended | 9 Months Ended | ||
Sep. 30, 2020USD ($) | Apr. 30, 2021USD ($) | Sep. 30, 2021USD ($)executive | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Retirement Benefits [Abstract] | |||||
Number of executives participating in SERP | executive | 2 | ||||
Service cost of plan | $ 87,000 | $ 199,000 | $ 259,000 | ||
Interest cost of plan | $ 124,000 | 138,000 | $ 373,000 | ||
Supplemental executive retirement plan | $ 20,000,000 | 0 | $ 20,628,000 | ||
Employer contributions to benefit plans | $ 0 | ||||
Defined benefit plan, recognized net gain (loss) due to terminations | $ 1,800,000 |
Stock Incentive Plans - Additio
Stock Incentive Plans - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Apr. 22, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 3.5 | $ 2.9 | $ 10.5 | $ 8.7 | |
Option Or Stock Appreciation Right | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Reduction of shares reserved for grant | 1 | ||||
Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Reduction of shares reserved for grant | 2.72 | ||||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized compensation expenses | $ 27.3 | $ 27.3 | |||
Weighted average period expected to be recognized | 3 years 1 month 6 days | ||||
Restricted Stock | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Restricted Stock | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 10 years | ||||
2021 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant (in shares) | 3,900,000 |
Stock Incentive Plans - Summary
Stock Incentive Plans - Summary of Restricted Stock Activity (Details) - Restricted Stock $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($)$ / sharesshares | |
Number of Restricted Stock | |
Outstanding, at beginning of period (in shares) | shares | 1,137 |
Granted (in shares) | shares | 60 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | shares | (20) |
Forfeited (in dollars per share) | $ / shares | $ 26.93 |
Vested (in shares) | shares | (47) |
Outstanding, at end of period (in shares) | shares | 1,130 |
Weighted-Average Grant Date Fair Value | |
Outstanding, as of beginning of period (in dollars per share) | $ / shares | $ 33.63 |
Granted (in dollars per share) | $ / shares | 50.74 |
Vested (in dollars per share) | $ / shares | 25.43 |
Outstanding, as of end of period (in dollars per share) | $ / shares | $ 34.98 |
Total Intrinsic Value of Restricted Stock Vested | |
Vested | $ | $ 2,607 |
Derivative Instrument and Hed_3
Derivative Instrument and Hedging Activity - Narrative (Details) - Designated as Hedging Instrument - USD ($) | May 31, 2024 | May 31, 2023 | May 31, 2022 | Sep. 30, 2021 | Mar. 17, 2020 | May 31, 2017 |
Interest Rate Swap A | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative rate | 1.81% | |||||
Derivative, notional amount | $ 25,000,000 | |||||
Interest Rate Swap B | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative rate | 0.61% | |||||
Derivative, notional amount | $ 75,000,000 | |||||
Interest Rate Swap B | Scenario, Forecast | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | $ 40,000,000 | $ 75,000,000 | $ 100,000,000 |
Derivative Instrument and Hed_4
Derivative Instrument and Hedging Activity - Accumulated Derivative Instrument Gain (Loss) Activity (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning of period | $ 179,935 | $ 167,263 |
End of period | 189,969 | 170,206 |
Accumulated Derivative Instrument Gain | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning of period | (1,774) | (179) |
Net change associated with current period hedging transactions | 1,478 | (1,978) |
End of period | $ (296) | $ (2,157) |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Estimated Fair Values (Details) - Recurring Basis - Interest Rate Swap - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | $ (296) | $ (1,774) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | (296) | (1,774) |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Other Commitments [Line Items] | |||
Unemployment benefits, possible liability with a change in control | $ 45,000 | ||
Unemployment benefits, possible liability without a change in control | 17,300 | ||
Maximum potential capital contributions | 22,500 | ||
Equity method investment | (7,000) | $ (2,500) | |
Operating lease not yet commenced, future lease payments | $ 10,900 | ||
Operating lease not yet commenced, term of contract | 129 months | ||
Operating lease, advances for leasehold improvements | $ 1,600 | ||
WorkLLama | |||
Other Commitments [Line Items] | |||
Equity method investment | $ (7,000) | $ (4,000) | |
Minimum | |||
Other Commitments [Line Items] | |||
Period for providing minimum compensation salary and continuation of certain benefits to executives under employment agreements | 6 months | ||
Severance payment if agreement terminated meeting specific criteria, percentage of annual bonus | 50.00% | ||
Severance payment if agreement terminated meeting specific criteria, percentage of annual salary | 100.00% | ||
Renewal terms of current operating leases | 1 year | ||
Maximum | |||
Other Commitments [Line Items] | |||
Period for providing minimum compensation salary and continuation of certain benefits to executives under employment agreements | 3 years | ||
Severance payment if agreement terminated meeting specific criteria, percentage of annual bonus | 300.00% | ||
Severance payment if agreement terminated meeting specific criteria, percentage of annual salary | 300.00% | ||
Renewal terms of current operating leases | 5 years |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Credit Facility - Revolving Credit Facility | Oct. 20, 2021USD ($)Rate |
Subsequent Event [Line Items] | |
Initial maximum borrowing capacity | $ 200,000,000 |
Aggregate additional amount of increase (up to) | $ 150,000,000 |
Reserve-adjusted LIBOR rate, period minimum | 0.00% |
Ability to repurchase equity securities under the debt covenants (in excess of) | $ 25,000,000 |
Leverage ratio under debt covenants, threshold | Rate | 300.00% |
Availability of unrestricted cash (less than) | $ 25,000,000 |
Minimum | |
Subsequent Event [Line Items] | |
Commitment fee percentage | 0.20% |
Minimum fixed charge coverage ratio | Rate | 125.00% |
Maximum | |
Subsequent Event [Line Items] | |
Commitment fee percentage | 0.30% |
Maximum total leverage ratio | Rate | 350.00% |
LIBOR | |
Subsequent Event [Line Items] | |
Interest rate | 1.00% |
LIBOR | Minimum | |
Subsequent Event [Line Items] | |
Interest rate | 1.125% |
LIBOR | Maximum | |
Subsequent Event [Line Items] | |
Interest rate | 1.50% |
Base Rate | |
Subsequent Event [Line Items] | |
Interest rate | 0.50% |
Base Rate | Minimum | |
Subsequent Event [Line Items] | |
Interest rate | 0.125% |
Base Rate | Maximum | |
Subsequent Event [Line Items] | |
Interest rate | 0.50% |