Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 22, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | TRINET GROUP INC | |
Trading Symbol | TNET | |
Entity Central Index Key | 937,098 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 70,444,420 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 237 | $ 336 |
Investments | 38 | 0 |
Restricted cash, cash equivalents and investments | 621 | 1,280 |
Worksite employee related assets: | ||
Unbilled revenue (net of advance collections of $39 and $12 at September 30, 2018 and December 31, 2017, respectively) | 306 | 297 |
Accounts receivable | 5 | 20 |
Prepaid insurance premiums and other insurance related receivables (net of health benefit loss reserves of $45 and $0 at September 30, 2018 and December 31, 2017, respectively | 47 | 26 |
Other payroll assets | 45 | 17 |
Worksite employee related assets | 403 | 360 |
Prepaid expenses and other current assets | 38 | 15 |
Total current assets | 1,337 | 1,991 |
Investments, noncurrent | 130 | 0 |
Restricted cash, cash equivalents and investments, noncurrent | 181 | 162 |
Workers' compensation collateral receivable | 40 | 39 |
Property and equipment, net | 78 | 70 |
Goodwill and other intangible assets, net | 311 | 315 |
Other assets | 27 | 16 |
Total assets | 2,104 | 2,593 |
Current liabilities: | ||
Accounts payable and other current liabilities | 43 | 59 |
Accrued corporate wages | 37 | 40 |
Notes payable | 22 | 40 |
Worksite employee related liabilities: | ||
Accrued wages | 326 | 289 |
Client deposits | 35 | 52 |
Payroll tax liabilities and other payroll withholdings | 419 | 1,034 |
Health benefits loss reserves (net of prepayments of $0 and $19 at September 30, 2018 and December 31, 2017, respectively) | 144 | 151 |
Workers' compensation loss reserves (net of collateral paid of $4 and $6 at September 30, 2018 and December 31, 2017, respectively) | 68 | 67 |
Insurance premiums and other payables | 17 | 25 |
Worksite employee related liabilities | 1,009 | 1,618 |
Total current liabilities | 1,111 | 1,757 |
Notes payable, noncurrent | 396 | 383 |
Workers' compensation loss reserves (net of collateral paid of $14 and $17 at September 30, 2018 and December 31, 2017, respectively) | 159 | 165 |
Deferred income taxes | 72 | 68 |
Other liabilities | 16 | 14 |
Total liabilities | 1,754 | 2,387 |
Commitments and contingencies (see Note 10) | ||
Stockholders’ equity: | ||
Preferred stock ($0.000025 par value per share; 20,000,000 shares authorized; no shares issued and outstanding at September 30, 2018 and December 31, 2017) | 0 | 0 |
Common stock and additional paid-in capital ($0.000025 par value per share; 750,000,000 shares authorized; 70,508,389 and 69,818,392 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively) | 623 | 583 |
Accumulated deficit | (273) | (377) |
Total stockholders’ equity | 350 | 206 |
Total liabilities and stockholders’ equity | $ 2,104 | $ 2,593 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Advance collections | $ 39 | $ 12 |
Health benefit loss reserves | 45 | 0 |
Worksite employee related liabilities: | ||
Prepayments | 0 | 19 |
Collateral paid | 4 | 6 |
Workers' compensation, collateral paid | $ 14 | $ 17 |
Preferred stock ($0.000025 par value per share; 20,000,000 shares authorized; no shares issued and outstanding at September 30, 2018 and December 31, 2017) | ||
Preferred stock, par value (in dollars per share) | $ 0.000025 | $ 0.000025 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock and additional paid-in capital ($0.000025 par value per share; 750,000,000 shares authorized; 70,508,389 and 69,818,392 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively) | ||
Common stock, par value (in dollars per share) | $ 0.000025 | $ 0.000025 |
Common stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common stock, shares issued (in shares) | 70,508,389 | 69,818,392 |
Common stock, shares outstanding (in shares) | 70,508,389 | 69,818,392 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues | $ 875 | $ 818 | $ 2,586 | $ 2,427 |
Costs and operating expenses: | ||||
Insurance costs | 647 | 613 | 1,918 | 1,822 |
Cost of providing services (exclusive of depreciation and amortization of intangible assets) | 58 | 50 | 166 | 157 |
Sales and marketing | 52 | 44 | 132 | 139 |
General and administrative | 33 | 28 | 95 | 82 |
Systems development and programming costs | 12 | 11 | 36 | 34 |
Depreciation | 10 | 8 | 26 | 20 |
Amortization of intangible assets | 1 | 1 | 4 | 4 |
Total costs and operating expenses | 813 | 755 | 2,377 | 2,258 |
Operating income | 62 | 63 | 209 | 169 |
Other income (expense): | ||||
Interest expense, bank fees and other, net | (2) | (5) | (10) | (13) |
Income before provision for income taxes | 60 | 58 | 199 | 156 |
Income tax expense | 9 | 15 | 36 | 44 |
Net income | 51 | 43 | 163 | 112 |
Comprehensive income | $ 51 | $ 43 | $ 163 | $ 112 |
Net income per share: | ||||
Basic (in dollars per share) | $ 0.73 | $ 0.62 | $ 2.32 | $ 1.62 |
Diluted (in dollars per share) | $ 0.71 | $ 0.60 | $ 2.25 | $ 1.57 |
Weighted average shares: | ||||
Basic (in shares) | 70,556,877 | 69,498,218 | 70,353,597 | 69,016,054 |
Diluted (in shares) | 72,599,944 | 71,499,591 | 72,388,598 | 71,138,743 |
Professional service revenues | ||||
Revenues | $ 119 | $ 112 | $ 363 | $ 341 |
Insurance service revenues | ||||
Revenues | $ 756 | $ 706 | $ 2,223 | $ 2,086 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities | ||
Net income | $ 163 | $ 112 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 36 | 26 |
Stock-based compensation | 31 | 21 |
Changes in operating assets and liabilities: | ||
Prepaid income taxes | 1 | 42 |
Prepaid expenses and other current assets | (24) | (1) |
Workers' compensation collateral receivable and other noncurrent assets | (10) | (7) |
Accounts payable and other current liabilities | (9) | 7 |
Accrued corporate wages | (4) | 1 |
Workers' compensation loss reserves and other noncurrent liabilities | 0 | 4 |
Worksite employee related assets | (51) | (5) |
Worksite employee related liabilities | (609) | (341) |
Net cash used in operating activities | (476) | (141) |
Investing activities | ||
Purchases of marketable securities | (223) | 0 |
Proceeds from sale of marketable securities | 54 | 0 |
Proceeds from maturity of marketable securities | 33 | 14 |
Acquisitions of property and equipment | (33) | (29) |
Net cash used in investing activities | (169) | (15) |
Financing activities | ||
Repurchase of common stock | (47) | (39) |
Proceeds from issuance of common stock on exercised options | 6 | 9 |
Proceeds from issuance of common stock on employee stock purchase plan | 3 | 2 |
Awards effectively repurchased for required employee withholding taxes | (15) | (8) |
Proceeds from issuance of notes payable, net | 210 | 0 |
Payments for extinguishment of debt | (204) | 0 |
Repayment of notes payable | (15) | (29) |
Net cash used in financing activities | (62) | (65) |
Net decrease in cash and cash equivalents, unrestricted and restricted | (707) | (221) |
Cash and cash equivalents, unrestricted and restricted: | ||
Beginning of period | 1,738 | 1,233 |
End of period | 1,031 | 1,012 |
Supplemental disclosures of cash flow information | ||
Interest paid | 13 | 12 |
Income taxes paid, net | 33 | 0 |
Supplemental schedule of noncash investing and financing activities | ||
Payable for purchase of property and equipment | 2 | 2 |
Supplemental schedule of cash and cash equivalents | ||
Net increase (decrease) in unrestricted cash and cash equivalents | (99) | 80 |
Net decrease in restricted cash and cash equivalents | $ 608 | $ 301 |
Description of Business and Sig
Description of Business and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business TriNet Group, Inc. (TriNet, or the Company, we, our and us), a professional employer organization (PEO) founded in 1988, provides comprehensive human resources (HR) solutions for small to midsize businesses (SMBs) under a co-employment model. These HR solutions include bundled services, such as multi-state payroll processing and tax administration, employee benefits programs, including health insurance and retirement plans, workers' compensation insurance and claims management, employment and benefit law compliance, and other services. Through the co-employment relationship, we are the employer of record for most administrative and regulatory purposes, including: • compensation through wages and salaries, • employer payroll-related tax payments, • employee payroll-related tax withholdings and payments, • employee benefit programs including health and life insurance, and others, and • workers' compensation coverage. Our clients are responsible for the day-to-day job responsibilities of the worksite employees (WSEs). We operate in one reportable segment. All of our service revenues are generated from external clients. Less than 1% of our revenue is generated outside of the U.S. Basis of Presentation These unaudited condensed consolidated financial statements (Financial Statements) and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial reporting and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Rules and Regulations of the Securities and Exchange Commission (SEC). Certain information and note disclosures included in our annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, that are normal and recurring in nature, necessary for fair financial statement presentation. The results of operations for the three and the nine months ended September 30, 2018 are not necessarily indicative of the operating results anticipated for the full year. These Financial Statements should be read in conjunction with the audited Consolidated Financial Statements included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017 ( 2017 Form 10-K). Reclassifications Certain prior year amounts have been reclassified to conform to current period presentation. These reclassifications include short-term restricted cash, cash equivalents and investments previously classified as WSE-related assets and now presented within restricted cash, cash equivalents and investments. Refer to the accounting policy below for a description of amounts currently included in restricted cash, cash equivalents, and investments. Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect certain reported amounts and related disclosures. Significant estimates include: • liability for unpaid losses and loss adjustment expenses (loss reserves) related to workers' compensation and workers' compensation collateral receivable, • health insurance loss reserves, • liability for insurance premiums payable, • impairments of goodwill and other intangible assets, • income tax assets and liabilities, and • liability for legal contingencies. These estimates are based on historical experience and on various other assumptions that we believe to be reasonable from the facts available to us. Some of the assumptions are highly uncertain at the time of estimation. To the extent actual experience differs from the assumptions used, our consolidated financial statements could be materially affected. Revenue Recognition On January 1, 2018, we adopted Accounting Standards Codification Topic 606 (ASC Topic 606) using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under ASC Topic 606, while the comparative prior period amounts are not restated and continue to be reported in accordance with statements previously accounted for under Accounting Standards Codification Topic 605. Upon adoption of ASC Topic 606, we recorded a $1 million cumulative effect adjustment to opening retained earnings as of January 1, 2018. Impacts from adoption of the new standard on our revenue recognition include: • Our annual service contracts with our clients that are cancellable with 30 days' notice are initially considered 30-day contracts under the new standard; • Professional service revenues are recognized on an output basis which results in recognition at the time payroll is processed; • Our non-refundable set up fees are no longer deferred but accounted for as part of our transaction price and are allocated among professional service revenues and insurance services revenues; and • The majority of sales commissions related to onboarding new clients that were previously expensed are capitalized as contract assets and amortized over the estimated customer life. Revenues are recognized when control of the promised services are transferred to our clients, in an amount that reflects the consideration that we expect to receive in exchange for services. We generate all of our revenue from contracts with customers. We disaggregate revenues into professional services revenues and insurance services revenues as reported on the condensed consolidated statements of operations and comprehensive income. Generally, both the client and the Company may terminate the contract without penalty by providing a 30-day notice. Performance Obligations At contract inception, we assess the services promised in our contracts with customers and identify a performance obligation for each distinct promise to transfer to the customer a service or bundle of services. We determined that the following distinct services represent separate performance obligations: • Payroll and payroll tax processing, • Health benefits services, and • Workers’ compensation services. Payroll and payroll tax processing performance obligations include services to process payroll and payroll tax-related transactions on behalf of our clients. Revenues associated with this performance obligation are reported as professional service revenues and recognized using an output method in which the control of the promised services is considered transferred when a client's payroll is processed by us and its WSEs are paid. Professional service revenues are stated net of the gross payroll and payroll tax amounts funded by our clients. Although we assume the responsibilities to process and remit the payroll and payroll related obligations, we do not assume employment-related responsibilities such as determining the amount of the payroll and related payroll obligations. As a result, we are the agent in this arrangement for revenue recognition purposes. Health benefits and workers' compensation services include performance obligations to provide TriNet-sponsored health benefits and workers' compensation insurance coverage through insurance policies provided by third-party insurance carriers and settle high deductible amounts on those policies. Revenues associated with these performance obligations are reported as insurance services revenues and are recognized using the output method over the period of time that the client and WSEs are covered under TriNet-sponsored insurance policies. We control the selection of health benefits and workers' compensation coverage made available, insurance services revenues are reported gross as we are the principal in this arrangement for revenue recognition purposes. See Item 8 Note 1 in our 2017 Form 10-K for further discussion on our accounting policy for insurance costs. We generally charge new customers a nominal upfront non-refundable fee to recover our costs to set up the client on our TriNet platform for payroll processing and other administrative services, such as benefit enrollments. These fees are accounted for as part of our transaction price and are allocated among the performance obligations based on their relative standalone selling price. Variable Consideration and Pricing Allocation Our contracts with customers generally do not include any variable consideration. However, from time to time, we may offer incentive credits to our clients considered to be variable consideration including incentive credits issued related to contract renewals. Incentive credits are recorded as a reduction to revenue as part of the transaction price at contract inception when there is a basis to reasonably estimate the amount of the incentive credit and only to the extent that it is probable that a significant reversal of any incremental revenue will not occur. These incentive credits are allocated among the performance obligations based on their relative standalone selling price. We allocate the total transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised services underlying each performance obligation. The transaction price for payroll and payroll tax processing performance obligations are determined upon establishment of the contract that contains the final terms of the sale, including the description and price of each service purchased. The estimated service fee is calculated based on observable inputs and include the following key assumptions: target profit margin, pricing strategies including the mix of services purchased and competitive factors, and customer and industry specifics. The transaction price for health benefits insurance and worker’s compensation insurance performance obligations is determined during the new client on-boarding and enrollment processes based on the types of benefits coverage the clients and WSEs have elected and the applicable risk profile of the client. We estimate our service fees based on actuarial forecasts of our expected insurance premiums and claim costs, and to amounts to cover our costs to administer these programs. We require our clients to prefund payroll and related taxes and other withholding liabilities before payroll is processed or due for payment. Under the provision of our contracts with customers, we generally will process the payment of a client’s payroll only when the client successfully funds the amount required. As a result, there is no financing arrangement for the contracts, however, certain contracts to provide payroll and payroll tax processing services permit the client to pay certain payroll tax components ratably over a 12-month period rather than as payroll tax is determined on wages paid, which may be considered a significant financing arrangement under ASC Topic 606. However, as the period between our performing the service under the contract and when the client pays for the service is less than one year, we have elected as a practical expedient, not to adjust the transaction price. Contract Costs We recognize as deferred commission expense the incremental cost to obtain a contract with a client for certain components under our commission plans for sales representatives and channel partners that are directly related to new customers onboarded as we expect to recover these costs through future service fees. Such assets will be amortized over the estimated average client tenure. These commissions are earned on the basis of the revenue generated from payroll and payroll tax processing performance obligations. When the commission on a renewal contract is not commensurate with the commission on the initial contract, such commission will be capitalized and amortized over the estimated average client tenure. If the commission for both initial contract and renewal contracts are commensurate, such commissions are expensed in the contract period. When the amortization period is less than one year, we apply practical expedient to expense sales commissions in sales and marketing expenses in the period incurred. The below table summarizes the amounts capitalized and amortized during the three and nine months ended September 30, 2018 : Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 (in millions) Capitalized Amortized Capitalized Amortized Deferred commission costs $ 8 $ 2 $ 24 $ 3 Certain commission plans will pay a commission on estimated professional service revenues over the first 12 months of the contract with customers. The portion of commission paid in excess of the actual commission earned in that period is recorded as prepaid commission. When the prepaid commission is considered earned, it is classified as a deferred commission expense and subject to amortization. We do not have material contract assets and contract liabilities as of September 30, 2018 . We require our clients to prefund payroll and related liabilities before payroll is processed or due for payment. If a client fails to fund payroll or misses the funding cut-off, at our sole discretion, we may pay the payroll and the resulting unfunded payroll is recognized as accounts receivable on the accompanying consolidated balance sheets. When client payment is received in advance of our performance under the contract, such amount is recorded as client deposits. Restricted Cash, Cash Equivalents and Investments Restricted cash, cash equivalents and investments presented on our condensed consolidated balance sheets include: • corporate cash and cash equivalents in trust accounts functioning as security deposits for our insurance carriers, • payroll funds collected represents cash collected in advance from clients which we designate as restricted for the purpose of funding WSE payroll and payroll taxes and other payroll related liabilities, and • amounts held in trust for current and future premium and claim obligations with our insurance carriers, which amounts are held in trust according to the terms of the relevant insurance policies and by the local insurance regulations of the jurisdictions in which the policies are in force. Investments Our investments are classified as available-for-sale and are carried at estimated fair value. Unrealized gains and losses are reported as a component of accumulated other comprehensive income (loss), net of deferred income taxes. The amortized cost of debt investments is adjusted for amortization of premiums and accretion of discounts from the date of purchase to maturity or sale. Such amortization is included in interest income as an addition to or deduction from the coupon interest earned on the investments. We use the specific identification method to determine the realized gains and losses on the sale of available-for-sale securities. Realized gains and losses are included in other income in the accompanying consolidated statements of income and comprehensive income. We assess our investments for an other-than-temporary impairment loss due to a decline in fair value or other market conditions. We review several factors to determine whether a loss is other than temporary, such as the length and extent of the fair value decline, the financial condition and near-term prospects of the issuer and whether we have the intent to sell or will more likely than not be required to sell before the securities' anticipated recovery, which may be at maturity. If management determines that a security is impaired under these circumstances, the impairment recognized in earnings is measured as the entire difference between the amortized cost and the then-current fair value. We have investments within our unrestricted and our restricted accounts. Unrestricted investments are recorded on the balance sheet as current or noncurrent based upon the remaining time to maturity, and investments subject to WSE restrictions are classified as current or noncurrent based on the expected payout of the related liability. Concentrations of Credit Risk Financial instruments subject to concentrations of credit risk include cash, cash equivalents and investments (unrestricted and restricted), accounts receivable, and amounts due from insurance carriers. We maintain these financial assets principally in domestic financial institutions. We perform periodic evaluations of the relative credit standing of these institutions. Our exposure to credit risk in the event of default by the financial institutions holding these funds is limited to amounts currently held by the institution in excess of insured amounts. Recent Accounting Pronouncements Recently adopted accounting guidance Revenue Recognition - In May 2014, the FASB issued ASU 2014-09-Revenue from Contracts with Customers, which will replace most existing revenue recognition guidance under GAAP. The core principle of the guidance is that an entity should recognize revenue for the transfer of promised goods or services to customers that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard provides a five-step analysis of transactions to determine when and how revenue is recognized. We have adopted the new standard effective January 1, 2018 using the modified retrospective method. For further discussion of our adoption of ASC Topic 606, including our operating results under the new standard, see Revenue Recognition section above. The impact from the adoption of ASC Topic 606 to our condensed consolidated income statements and balance sheets is as follows: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 (in millions, except per share data) As Reported Balance Using Previous Standard Increase (Decrease) As Reported Balance Using Previous Standard Increase (Decrease) Income statement Revenue Professional service revenues $ 119 $ 120 $ (1 ) $ 363 $ 362 $ 1 Total revenues 875 876 (1 ) 2,586 2,585 1 Expense Sales and marketing expense Commissions expense 6 13 (7 ) 17 38 (21 ) Total expense 813 819 (6 ) 2,377 2,398 (21 ) Income before provision for income taxes 60 55 5 199 177 22 Income tax expense 9 8 1 36 31 5 Net income 51 47 4 163 146 17 Basic earnings per share 0.73 0.68 0.05 2.32 2.09 0.23 Diluted earnings per share $ 0.71 $ 0.66 $ 0.05 $ 2.25 $ 2.03 $ 0.22 September 30, 2018 (in millions) As reported Balance Using Previous Standard Increase (Decrease) Balance sheet Assets Cash and cash equivalents $ 237 $ 245 $ (8 ) Restricted cash, cash equivalents and investments 621 613 8 Unbilled revenue (net of advance collections) 306 314 (8 ) Prepaid expenses and other current assets 38 29 9 Other assets 27 16 11 Liabilities Accounts payable and other current liabilities 43 46 (3 ) Deferred income taxes 72 70 2 Other liabilities 16 20 (4 ) Equity Retained earnings $ (273 ) $ (290 ) $ 17 Statement of Cash Flows - In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash . ASU 2016-18 addresses diversity in practice from entities classifying and presenting transfers between cash and restricted cash as operating, investing or financing activities or as a combination of those activities in the statement of cash flows. The ASU requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the Statement of Cash Flows. As a result, transfers between such categories are no longer be presented in the Statement of Cash Flows. We adopted ASU 2016-18 on January 1, 2018 using the retrospective method. Recently issued accounting pronouncements Lease arrangements - In February 2016, the FASB issued ASU 2016-02- Leases (ASC 842) and subsequent amendments to the initial guidance under ASU 2017-13, ASU 2018-10 and ASU 2018-11 (collectively, Topic 842) to supersede existing guidance on accounting for leases in ASC 840, Leases (ASC 840). Topic 842 requires us to recognize on our balance sheet a lease liability representing the present value of future lease payments and a right-of-use asset representing the lessee's right to use, or control the use of a specified asset for the lease term for any operating lease with a term greater than one year. This standard is effective for annual and interim reporting periods beginning after December 15, 2018. We will adopt the new standard effective January 1, 2019 using the alternative transition method, under which we will recognize the cumulative effects of initially applying the standard as an adjustment to the opening balance of retained earnings on January 1, 2019 with unchanged comparative periods. Additionally, we plan to elect the practical expedient approach and we will not reassess whether any contracts that existed prior to adoption have or contain leases. We will continue to classify initial indirect costs of existing leases as part of our existing leases. Based on our evaluation to-date, we are not a lessor and have no capitalized leases. Our leases primarily consist of leases for office space. Our process is still in progress but we anticipate that we will have changes to the way we recognize, present and disclose our operating leases in our consolidated financial statements. We are still in the process of quantifying the impact at this time, but anticipate this standard will have a material impact on our condensed consolidated balance sheet with material increases in long-term and current assets and long-term and current lease liabilities associated with our property leases representing our nationwide office locations. We do not anticipate a material impact on our condensed consolidated statements of operations, as the majority of our leases will remain operating leases for which the right-of-use assets amortization will be similar to previously required straight-line expense treatment for operating leases. The adoption of Topic 842 will not have an impact on the financial covenants set forth in our credit agreement. |
Cash, Cash Equivalents and Inve
Cash, Cash Equivalents and Investments | 9 Months Ended |
Sep. 30, 2018 | |
Cash and Cash Equivalents [Abstract] | |
CASH, CASH EQUIVALENTS AND INVESTMENTS | CASH, CASH EQUIVALENTS AND INVESTMENTS Under the terms of the agreements with certain of our workers' compensation and health benefit insurance carriers, we are required to maintain collateral in trust accounts for the benefit of specified insurance carriers and to reimburse the carriers’ claim payments within our deductible layer. We invest a portion of the collateral amounts in marketable securities. We report the current and noncurrent portions of these trust accounts as restricted cash, cash equivalents and investments on the consolidated balance sheets. We require our clients to prefund their payroll and related taxes and other withholding liabilities before payroll is processed or due for payment. This prefund is included in restricted cash, cash equivalents and investments as payroll funds collected, which is designated to pay pending payrolls and other WSE-related liabilities. Our total cash, cash equivalents and investments are summarized below: September 30, 2018 December 31, 2017 (in millions) Cash and cash equivalents Available-for-sale marketable securities Certificate of deposits Total Cash and cash equivalents Available-for-sale marketable securities Certificate of deposits Total Cash and cash equivalents $ 237 $ — $ — $ 237 $ 336 $ — $ — $ 336 Investments — 38 — 38 — — — — Restricted cash, cash equivalents and investments Insurance carriers security deposits 15 — — 15 15 — — 15 Payroll funds collected 441 — — 441 1,095 — — 1,095 Collateral for health benefits claims 75 — — 75 69 — — 69 Collateral for workers' compensation claims 87 1 — 88 98 1 — 99 Collateral to secure standby letter of credit — — 2 2 — — 2 2 Total restricted cash, cash equivalents and investments 618 1 2 621 1,277 1 2 1,280 Investments, noncurrent — 130 — 130 — — — — Restricted cash, cash equivalents and investments, noncurrent Collateral for workers' compensation claims 176 5 — 181 125 37 — 162 Total $ 1,031 $ 174 $ 2 $ 1,207 $ 1,738 $ 38 $ 2 $ 1,778 |
Investments
Investments | 9 Months Ended |
Sep. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | INVESTMENTS All of our investment securities that have a contractual maturity date greater than three months are classified as available-for-sale (AFS). The amortized cost, gross unrealized gains, gross unrealized losses, and fair values of our investments as of September 30, 2018 and December 31, 2017 are presented below: September 30, 2018 (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Asset-backed securities $ 35 $ — $ — $ 35 Corporate bonds 86 — — 86 U.S. government agencies and government- sponsored agencies 8 — — 8 U.S. treasuries 34 — — 34 Exchange traded fund 1 — — 1 Other debt securities 10 — — 10 Total $ 174 $ — $ — $ 174 December 31, 2017 (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. treasuries $ 37 $ — $ — $ 37 Exchange traded fund 1 — — 1 Total $ 38 $ — $ — $ 38 Investments in a continuous unrealized loss position for less than 12 months and 12 months or more as of September 30, 2018 and December 31, 2017 are presented below. September 30, 2018 Less than 12 months 12 months or more Total (in millions) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Asset-backed securities $ 26 $ — $ — $ — $ 26 $ — Corporate bonds 72 — — — 72 — U.S. government agencies and government-sponsored agencies 7 — — — 7 — U.S. treasuries 31 — — — 31 — Exchange Traded Fund 1 — — — 1 — Other debt securities 8 — — — 8 — Total $ 145 $ — $ — $ — $ 145 $ — December 31, 2017 Less than 12 months 12 months or more Total (in millions) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. treasuries $ 5 $ — $ 24 $ — $ 29 $ — Total $ 5 $ — $ 24 $ — $ 29 $ — Unrealized losses on fixed income securities are principally caused by changes in interest rates and the financial condition of the issuer. In analyzing an issuer's financial condition, we consider whether the securities are issued by the federal government or its agencies, whether downgrades by credit rating agencies have occurred, and industry analysts' reports. As we have the ability to hold these investments until maturity, or for the foreseeable future, no decline was deemed to be other-than-temporary. The fair value of debt investments by contractual maturity (actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties) are shown below. September 30, 2018 (in millions) One year or less Over One Year Through Five Years Over Five Years Through Ten Years Over Ten Years Fair Value Asset-backed securities $ 3 $ 29 $ 3 $ — $ 35 Corporate bonds 32 54 — — 86 U.S. government agencies and government-sponsored agencies 1 2 — 5 8 U.S. treasuries 7 27 — — 34 Other debt securities — 1 — 9 10 Total $ 43 $ 113 $ 3 $ 14 $ 173 December 31, 2017 (in millions) One year or less Over One Year Through Five Years Over Five Years Through Ten Years Over Ten Years Fair Value U.S. treasuries $ — $ 37 $ — $ — $ 37 Total $ — $ 37 $ — $ — $ 37 We had immaterial gross realized gains and losses from sales of investments for the three and nine months periods ended September 30, 2018 and 2017 . Our asset-backed securities include auto loan/lease, credit card, and equipment leases with investment-grade ratings. Our corporate bonds include investment-grade debt securities from a wide variety of issuers, industries, and sectors. Our U.S. government agencies and government-sponsored agencies securities primarily include commercial mortgage-backed securities and mortgage backed securities consisting of Federal Home Loan Mortgage Corporation and Federal National Mortgage Association securities with investment-grade ratings. Our other debt securities primarily include mortgage-backed securities with investment-grade ratings issued by institutions without federal backing. |
Workers' Compensation Loss Rese
Workers' Compensation Loss Reserves | 9 Months Ended |
Sep. 30, 2018 | |
Insurance [Abstract] | |
WORKERS' COMPENSATION LOSS RESERVES | WORKERS' COMPENSATION LOSS RESERVES The following table summarizes the workers’ compensation loss reserve activity for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended (in millions) 2018 2017 2018 2017 Total loss reserves, beginning of period $ 244 $ 255 $ 255 $ 255 Incurred Current year 20 22 59 70 Prior years (4 ) (4 ) (17 ) (3 ) Total incurred 16 18 42 67 Paid Current year (6 ) (4 ) (8 ) (9 ) Prior years (9 ) (20 ) (44 ) (64 ) Total paid (15 ) (24 ) (52 ) (73 ) Total loss reserves, end of period $ 245 $ 249 $ 245 $ 249 The following summarizes workers' compensation liabilities on the condensed consolidated balance sheets: (in millions) September 30, December 31, Total loss reserves, end of period $ 245 $ 255 Collateral paid to carriers and offset against loss reserves (18 ) (23 ) Total loss reserves, net of carrier collateral offset $ 227 $ 232 Payable in less than 1 year $ 68 $ 67 Payable in more than 1 year 159 165 Total loss reserves, net of carrier collateral offset $ 227 $ 232 Incurred claims related to prior years represent changes in estimates for ultimate losses on workers' compensation claims. For the three months ended September 30, 2018 , there were no material changes from the same period in 2017. For the nine months ended September 30, 2018 , the favorable development was primarily due to lower than expected severity of reported claims associated with office and non-office worker WSEs in recent accident years. We had $63 million of collateral held by insurance carriers as of September 30, 2018 and December 31, 2017 , of which $18 million and $23 million , respectively, was offset against workers' compensation loss reserves as the agreements permit and are net settled of insurance obligations against collateral held. Collateral paid to each carrier for a policy year in excess of our loss reserves is recorded as workers' compensation collateral receivable. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Fair Value of Financial Instruments Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. Our financial assets recorded at fair value on a recurring basis comprise of cash equivalents, available-for-sale marketable securities and certificates of deposits. We measure certain financial assets at fair value for disclosure purposes, as well as on a nonrecurring basis when they are deemed to be other-than-temporarily impaired. Our other current financial assets and our other current financial liabilities, including cash and cash equivalents, restricted cash and cash equivalents, WSE related assets and liabilities excluding insurance loss reserves, line of credit and accrued corporate wages, have fair values that approximate their carrying value due to their short-term nature. Assets and liabilities recorded at fair value are measured and classified in accordance with a three-tier fair value hierarchy based on the observability of the inputs available in the market to measure fair value, summarized as follows: • Level 1—observable inputs for identical assets or liabilities, such as quoted prices in active markets, • Level 2—inputs other than the quoted prices in active markets that are observable either directly or indirectly, • Level 3—unobservable inputs in which there is little or no market data, which requires that we develop our own assumptions. The fair value hierarchy requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. We classify our cash equivalents, debt securities and notes payable in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement in its entirety. We use an independent pricing source to determine the fair value of our available-for-sale securities included as Level 2. For purposes of valuing our securities, the independent pricing source utilizes the following market approach by investment class: • Money market funds are valued on a spread or discount rate basis, • Asset-backed securities are valued using historical and projected prepayments speed and loss scenarios and spreads obtained from the new issue market, dealer quotes and trade prices, • U.S. treasuries, corporate bonds, and other debt securities are priced based on dealer quotes from multiple sources, and • U.S. government agencies and government sponsored agencies are priced using LIBOR/swap curves, credit spreads and interest rate volatilities. We have not adjusted the prices obtained from the independent pricing service and we believe the prices received from the independent pricing service are representative of the prices that would be received to sell the assets at the measurement date (exit price). We did not have any Level 3 financial instruments as of September 30, 2018 and December 31, 2017 . There were no transfers between levels as of September 30, 2018 and December 31, 2017 . Fair Value Measurements on a Recurring Basis The following table summarizes our financial instruments by significant categories and fair value measurement on a recurring basis as of September 30, 2018 and December 31, 2017 . (in millions) Level 1 Level 2 Total September 30, 2018 Cash equivalents: Money market funds $ 3 $ — $ 3 Total cash equivalents 3 — 3 Investments: Asset-backed securities — 35 35 Corporate bonds — 86 86 U.S. government agencies and government-sponsored agencies — 8 8 U.S. treasuries — 29 29 Other debt securities — 10 10 Total investments — 168 168 Restricted cash equivalents: Money market mutual funds 241 — 241 Commercial paper 20 — 20 Total restricted cash equivalents 261 — 261 Restricted investments: U.S. treasuries — 5 5 Exchange traded fund 1 — 1 Certificate of deposit — 2 2 Total restricted investments 1 7 8 Total investments and restricted cash equivalents and investments $ 265 $ 175 $ 440 December 31, 2017 Restricted cash equivalents: Money market mutual funds $ 199 $ — $ 199 Commercial paper 21 — 21 Total restricted cash equivalents 220 — 220 Restricted investments: U.S. treasuries 37 — 37 Exchange traded fund 1 — 1 Certificate of deposit — 2 2 Total restricted investments 38 2 40 Total restricted cash equivalents and investments $ 258 $ 2 $ 260 Fair Value of Financial Instruments Disclosure Notes Payable The carrying value of our notes payable at September 30, 2018 and December 31, 2017 was $420 million and $425 million , respectively. The estimated fair values of our notes payable at September 30, 2018 and December 31, 2017 were $419 million and $428 million , respectively. On September 30, 2018 we changed our methodology of estimating the fair values of our notes payable to a discounted cash flow, which incorporates credit spreads and market interest rates to estimate the fair value and is considered Level 3 in the hierarchy for fair value measurement. The valuation at December 31, 2017 is considered Level 2 in the hierarchy for fair value measurement and is based on quoted market prices. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Equity-Based Incentive Plans Our 2009 Equity Incentive Plan (2009 Plan) provides for the grant of stock awards, including stock options, restricted stock units (time-based and performance-based), restricted stock awards (time-based and performance-based) and other equity awards. The number of shares available for grant under this 2009 Plan as of September 30, 2018 was approximately 12 million . The following table summarizes stock option activity under our 2009 Plan for the nine months ended September 30, 2018 : Number Balance at December 31, 2017 1,296,863 Exercised (540,292 ) Forfeited (17,846 ) Balance at September 30, 2018 738,725 Exercisable at September 30, 2018 710,467 The aggregate intrinsic value of stock options outstanding was $32 million and $41 million as of September 30, 2018 and December 31, 2017 , respectively. In March 2018, the Equity Award Committee of the Compensation Committee granted awards of time-based restricted stock (RSAs) and performance-based restricted stock (PRSAs) to the Company's named executive officers. A recipient of RSAs owns the underlying shares of common stock upon grant and some of the benefits of ownership, such as voting and dividend rights, but the recipient may not sell those shares and realize any value on a sale, until all time-based and performance-based restrictions have been satisfied or lapsed. For non-new hire equity awards our RSAs and restricted stock units (RSUs) are eligible to vest in equal installments on a quarterly basis over four years , subject to continued employment through the applicable vesting dates. The PRSAs are earned based on the extent to which we meet or exceed certain annual growth rate percentages. Our PRSAs granted in 2018 are designed with a single-year performance period subject to subsequent multi-year vesting requirements. Fifty percent of the shares earned (if any) during performance period (January 1, 2018 to December 31, 2018) will vest on December 31, 2019 and the remaining shares earned (if any) will vest on December 31, 2020. The following tables summarize RSU, performance-based restricted stock unit (PSU), RSA, and PRSA activity under our 2009 Plan for the nine months ended September 30, 2018 : RSUs PSUs Number of Units Weighted-Average Grant Date Fair Value Number of Units Weighted-Average Grant Date Fair Value Nonvested at December 31, 2017 2,249,661 $ 24.83 453,674 $ 30.72 Granted 608,582 47.66 23,842 47.61 Vested (800,560 ) 25.79 (82,066 ) 33.51 Forfeited (254,459 ) 27.25 (65,557 ) 31.60 Nonvested at September 30, 2018 1,803,224 $ 31.77 329,893 $ 31.08 RSAs PRSAs Number of Units Weighted-Average Number of Units Weighted-Average Nonvested at December 31, 2017 — $ — — $ — Granted 116,559 49.12 256,224 48.98 Vested (9,122 ) 47.61 — — Nonvested at September 30, 2018 107,437 $ 49.25 256,224 $ 48.98 Stock-Based Compensation Stock-based compensation expense is measured based on the fair value of the stock option on the grant date and recognized over the requisite service period for each separately vesting portion of the stock option award. Stock-based compensation expense and other disclosures for stock-based awards made to our employees pursuant to the equity plans was as follows: Three Months Ended Nine Months Ended (in millions) 2018 2017 2018 2017 Cost of providing services $ 3 $ 2 $ 7 $ 6 Sales and marketing 2 2 6 4 General and administrative 6 3 15 8 Systems development and programming costs 1 1 3 3 Total stock-based compensation expense $ 12 $ 8 $ 31 $ 21 Income tax benefit related to stock-based compensation expense $ 3 $ 3 $ 8 $ 8 Tax benefit realized from stock options exercised and similar awards $ 3 $ 6 $ 16 $ 22 Stock Repurchases The board of directors authorizes common stock repurchases through an ongoing program initiated in May 2014. During the nine months ended September 30, 2018 , we repurchased 895,699 shares of common stock for approximately $47 million . As of September 30, 2018 , approximately $90 million remained available for further repurchases of our common stock under our ongoing stock repurchase program under all authorizations from our board of directors. |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE As of September 30, 2018 and December 31, 2017 , notes payable consisted of the following: (in millions) September 30, December 31, Contractual Effective Interest Rate Maturity Term Loan A $ — $ 303 July 2019 Term Loan A-2 — 122 July 2019 2018 Term Loan A 420 — 3.92 % (1) 4.02 % June 2023 Total term loans 420 425 Deferred loan costs (2 ) (2 ) Less: current portion (22 ) (40 ) Notes payable, noncurrent $ 396 $ 383 (1) Bears interest at LIBOR plus 1.625% or the prime rate plus 0.625% at our option in the first full fiscal quarter of the term loan, thereafter subject to certain rate adjustments based on our total leverage ratio. As of September 30, 2018, the interest rate was based on LIBOR plus 1.625% . In June 2018 we refinanced approximately $415 million of, and repaid in full, our outstanding A and A-2 term loans (together, our 2014 Term Loans) under our previous credit agreement (our 2014 Credit Agreement). Our 2014 Term Loans were replaced with a $425 million term loan A (our 2018 Term Loan) under our new credit agreement (our 2018 Credit Agreement). We also replaced our previous $75 million revolving credit facility established under our 2014 Credit Agreement with a $250 million revolving credit facility under our 2018 Credit Agreement (our 2018 Revolver), which will be used solely for working capital and other general corporate purposes. As part of this approximately $415 million refinancing transaction, $204 million was recorded as an extinguishment, and $211 million was rolled over into the 2018 Term Loan and was treated as a debt modification. As of September 30, 2018, $420 million was outstanding under our 2018 Term Loan and the full amount of our 2018 Revolver, less approximately $16 million representing an undrawn letter of credit, was available. We incurred approximately $4 million in fees and acquisition costs related to our June 2018 refinancing, of which we capitalized approximately $3 million allocated proportionally between our 2018 Term Loan and 2018 Revolver. As a result of this modification, we expensed approximately $2 million in new and existing fees. Interest on our 2018 Term Loan is payable quarterly. We are required to pay a quarterly commitment fee on the daily unused amount of the commitments under our 2018 Revolver, as well as fronting fees and other customary fees for letters of credit issued under our 2018 Revolver, which is subject to adjustments based on our total leverage ratio. Borrowings under our 2018 Term Loan and 2018 Revolver are secured by substantially all of our assets, other than excluded assets as defined in our 2018 Credit Agreement, which includes certain customary assets, assets held in trusts as collateral and WSE related assets. We are permitted to make voluntary prepayments at any time without payment of a premium. We are required to make mandatory prepayments of term loans (without payment of a premium) with (i) net cash proceeds from issuances of debt (other than certain permitted debt), and (ii) net cash proceeds from certain non-ordinary course asset sales and casualty and condemnation proceeds (subject to reinvestment rights and other exceptions). The remaining balance of our 2018 Term Loan will be repaid in quarterly installments in aggregate annual amounts as follows (in millions): Year ending December 31, 2018 2019 2020 2021 2022 Thereafter Term loan repayments $ 6 $ 22 $ 22 $ 22 $ 22 $ 326 Our 2018 Credit Agreement contains customary representations and warranties, and customary affirmative and negative covenants applicable to us, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, prepayment of indebtedness (other than our 2018 Term Loan and our 2018 Revolver), dividends, distributions and transactions with affiliates. Our 2018 Credit Agreement restricts our ability to make certain types of payments including dividends and stock repurchases and other similar distributions, though such payments may generally be made as long as our total leverage ratio remains below 3.00 to 1.00 after the effect of these payments and there exists no default under the New Credit Agreement. The financial covenants under our 2018 Credit Agreement require us to maintain a minimum consolidated interest coverage ratio of at least 3.50 to 1.00 at each quarter end and a maximum total leverage ratio of 3.50 to 1.00 . In the event of an acquisition the maximum ratio can be raised to 4.00 to 1.00 for four consecutive quarters. We were in compliance with these financial covenants under the credit facilities at September 30, 2018 . |
Earnings Per Share (EPS)
Earnings Per Share (EPS) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE (EPS) | EARNINGS PER SHAR E (EPS) The following table presents the computation of our basic and diluted EPS attributable to our common stock: Three Months Ended Nine Months Ended (in millions, except per share data) 2018 2017 2018 2017 Net income $ 51 $ 43 $ 163 $ 112 Weighted average shares of common stock outstanding 71 69 70 69 Basic EPS $ 0.73 $ 0.62 $ 2.32 $ 1.62 Net income $ 51 $ 43 $ 163 $ 112 Weighted average shares of common stock 71 69 70 69 Dilutive effect of stock options and restricted stock units 2 2 2 2 Weighted average shares of common stock outstanding 73 71 72 71 Diluted EPS $ 0.71 $ 0.60 $ 2.25 $ 1.57 Common stock equivalents excluded from income per diluted share because of their anti-dilutive effect — — 1 2 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Our effective income tax rate was 16% and 26% for the three months ended September 30, 2018 and 2017 , respectively, and 18% and 28% for the nine months ended September 30, 2018 and 2017 , respectively. These decreases are primarily due to a reduction of the federal corporate income tax rate from 35% to 21% pursuant to the Tax Cuts and Jobs Act (TCJA), tax benefits from a decrease in uncertain tax positions, an increase in tax credits and an increase in excludable income for state tax purposes. These benefits are partially offset by a decrease in excess tax benefits related to stock based compensation and a one-time qualified production activities deduction for certain software offerings recorded in the prior year. During the nine months ended September 30, 2018, there was a de minimis change in our unrecognized tax benefits. The total amount of gross interest and penalties accrued was immaterial. Our unrecognized tax benefits are expected to change by $1 million during the next 12 months due to lapse of federal and state statute of limitations. We are subject to tax in U.S. federal and various state and local jurisdictions, as well as Canada. We are not subject to any material income tax examinations in federal or state jurisdictions for tax years prior to January 1, 2012. We previously paid Notices of Proposed Assessments disallowing employment tax credits totaling $11 million , plus interest of $4 million in connection with the IRS examination of Gevity HR, Inc. and its subsidiaries, which was acquired by TriNet in June 2009. This issue is being resolved through the litigation process. TriNet and the IRS filed cross motions for summary judgment in this matter in federal district court on February 27, 2018. On September 17, 2018, the district court granted our motion for summary judgment and denied the government’s motion. We are presently working with the IRS to stipulate to a judgment amount in TriNet’s favor, which we expect will be filed some time in November. The IRS will then have 60 days after entry of the judgment to file a notice of appeal of the district court’s decision, should they choose to do so. We will continue to vigorously defend our position through the litigation process, including the appeal, if necessary. We anticipate our recovery of the refund to likely be less than the total amount in dispute. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Lease Commitments We lease office facilities, including our headquarters and other facilities, and equipment under non-cancellable operating leases. For detail of these commitments refer to Note 13 in Part II, Item 8 in our 2017 Form 10-K. During the third quarter of 2018 we modified an existing lease for a total commitment of approximately $15 million over 10 years . Credit Facilities We maintain a $250 million revolving credit facility which includes capacity for a $20 million swingline facility. Letters of credit issued pursuant to the revolving credit facility reduce the amount available for borrowing under the revolving credit facility. The total unused portion of the revolving credit facility was $234 million as of September 30, 2018 . The terms of the credit agreement governing the revolving credit facility require us to maintain certain financial ratios at each quarter end. We were in compliance with these covenants at September 30, 2018 . We also have a $ 5 million line of credit facility to secure standby letters of credit related to our workers' compensation obligations. At September 30, 2018 , the total unused portion of the credit facility was $ 3 million . Standby Letters of Credit We have two standby letters of credit totaling $18 million provided as collateral for our workers’ compensation obligations. At September 30, 2018 , the facilities were not drawn down. Contingencies In August 2015, Howard Welgus, a purported stockholder, filed a putative securities class action lawsuit, Welgus v. TriNet Group, Inc., et. al., under the Securities Exchange Act of 1934 in the United States District Court for the Northern District of California. The complaint was later amended in April 2016 and again in March 2017. On December 18, 2017, the district court granted TriNet’s motion to dismiss the amended complaint in its entirety, without leave to amend. Plaintiff filed a notice of appeal of the district court’s order on January 17, 2018. Plaintiff-Appellant filed his opening appeal brief before the Ninth Circuit Court of Appeals on April 27, 2018. TriNet filed a responsive brief on June 28, 2018. Plaintiff-Appellant filed his reply brief on August 20, 2018. We are now waiting for the Ninth Circuit to schedule a hearing date, which could be 15 to 30 months from the date of appeal (a hearing date between April 2019 and July 2020 is likely). We see no basis for a reversal of the district court’s decision. We are unable to reasonably estimate the possible loss or expense, or range of losses and expenses, if any, arising from this litigation. We are and, from time to time, have been and may in the future become involved in various litigation matters, legal proceedings, and claims arising in the ordinary course of our business, including disputes with our clients or various class action, collective action, representative action, and other proceedings arising from the nature of our co-employment relationship with our clients and WSEs in which we are named as a defendant. In addition, due to the nature of our co-employment relationship with our clients and WSEs, we could be subject to liability for federal and state law violations, even if we do not participate in such violations. While our agreements with our clients contain indemnification provisions related to the conduct of our clients, we may not be able to avail ourselves of such provisions in every instance. We have accrued our current best estimates of probable losses with respect to these matters, which are individually and in aggregate immaterial to our consolidated financial statements. While the outcome of the matters described above cannot be predicted with certainty, management currently does not believe that any such claims or proceedings or the above mentioned securities class action will have a materially adverse effect on our consolidated financial position, results of operations, or cash flows. However, the unfavorable resolution of any particular matter or our reassessment of our exposure for any of the above matters based on additional information obtained in the future could have a material impact on our consolidated financial position, results of operations, or cash flows. |
Description of Business and S_2
Description of Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Segment Information | We operate in one reportable segment. All of our service revenues are generated from external clients. Less than 1% of our revenue is generated outside of the U.S. |
Basis of Presentation | These unaudited condensed consolidated financial statements (Financial Statements) and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial reporting and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Rules and Regulations of the Securities and Exchange Commission (SEC). Certain information and note disclosures included in our annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, that are normal and recurring in nature, necessary for fair financial statement presentation. The results of operations for the three and the nine months ended September 30, 2018 are not necessarily indicative of the operating results anticipated for the full year. These Financial Statements should be read in conjunction with the audited Consolidated Financial Statements included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017 ( 2017 Form 10-K). |
Reclassifications | Certain prior year amounts have been reclassified to conform to current period presentation. These reclassifications include short-term restricted cash, cash equivalents and investments previously classified as WSE-related assets and now presented within restricted cash, cash equivalents and investments. Refer to the accounting policy below for a description of amounts currently included in restricted cash, cash equivalents, and investments. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect certain reported amounts and related disclosures. Significant estimates include: • liability for unpaid losses and loss adjustment expenses (loss reserves) related to workers' compensation and workers' compensation collateral receivable, • health insurance loss reserves, • liability for insurance premiums payable, • impairments of goodwill and other intangible assets, • income tax assets and liabilities, and • liability for legal contingencies. These estimates are based on historical experience and on various other assumptions that we believe to be reasonable from the facts available to us. Some of the assumptions are highly uncertain at the time of estimation. To the extent actual experience differs from the assumptions used, our consolidated financial statements could be materially affected. |
Revenue Recognition | On January 1, 2018, we adopted Accounting Standards Codification Topic 606 (ASC Topic 606) using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under ASC Topic 606, while the comparative prior period amounts are not restated and continue to be reported in accordance with statements previously accounted for under Accounting Standards Codification Topic 605. Upon adoption of ASC Topic 606, we recorded a $1 million cumulative effect adjustment to opening retained earnings as of January 1, 2018. Impacts from adoption of the new standard on our revenue recognition include: • Our annual service contracts with our clients that are cancellable with 30 days' notice are initially considered 30-day contracts under the new standard; • Professional service revenues are recognized on an output basis which results in recognition at the time payroll is processed; • Our non-refundable set up fees are no longer deferred but accounted for as part of our transaction price and are allocated among professional service revenues and insurance services revenues; and • The majority of sales commissions related to onboarding new clients that were previously expensed are capitalized as contract assets and amortized over the estimated customer life. Revenues are recognized when control of the promised services are transferred to our clients, in an amount that reflects the consideration that we expect to receive in exchange for services. We generate all of our revenue from contracts with customers. We disaggregate revenues into professional services revenues and insurance services revenues as reported on the condensed consolidated statements of operations and comprehensive income. Generally, both the client and the Company may terminate the contract without penalty by providing a 30-day notice. Performance Obligations At contract inception, we assess the services promised in our contracts with customers and identify a performance obligation for each distinct promise to transfer to the customer a service or bundle of services. We determined that the following distinct services represent separate performance obligations: • Payroll and payroll tax processing, • Health benefits services, and • Workers’ compensation services. Payroll and payroll tax processing performance obligations include services to process payroll and payroll tax-related transactions on behalf of our clients. Revenues associated with this performance obligation are reported as professional service revenues and recognized using an output method in which the control of the promised services is considered transferred when a client's payroll is processed by us and its WSEs are paid. Professional service revenues are stated net of the gross payroll and payroll tax amounts funded by our clients. Although we assume the responsibilities to process and remit the payroll and payroll related obligations, we do not assume employment-related responsibilities such as determining the amount of the payroll and related payroll obligations. As a result, we are the agent in this arrangement for revenue recognition purposes. Health benefits and workers' compensation services include performance obligations to provide TriNet-sponsored health benefits and workers' compensation insurance coverage through insurance policies provided by third-party insurance carriers and settle high deductible amounts on those policies. Revenues associated with these performance obligations are reported as insurance services revenues and are recognized using the output method over the period of time that the client and WSEs are covered under TriNet-sponsored insurance policies. We control the selection of health benefits and workers' compensation coverage made available, insurance services revenues are reported gross as we are the principal in this arrangement for revenue recognition purposes. See Item 8 Note 1 in our 2017 Form 10-K for further discussion on our accounting policy for insurance costs. We generally charge new customers a nominal upfront non-refundable fee to recover our costs to set up the client on our TriNet platform for payroll processing and other administrative services, such as benefit enrollments. These fees are accounted for as part of our transaction price and are allocated among the performance obligations based on their relative standalone selling price. Variable Consideration and Pricing Allocation Our contracts with customers generally do not include any variable consideration. However, from time to time, we may offer incentive credits to our clients considered to be variable consideration including incentive credits issued related to contract renewals. Incentive credits are recorded as a reduction to revenue as part of the transaction price at contract inception when there is a basis to reasonably estimate the amount of the incentive credit and only to the extent that it is probable that a significant reversal of any incremental revenue will not occur. These incentive credits are allocated among the performance obligations based on their relative standalone selling price. We allocate the total transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised services underlying each performance obligation. The transaction price for payroll and payroll tax processing performance obligations are determined upon establishment of the contract that contains the final terms of the sale, including the description and price of each service purchased. The estimated service fee is calculated based on observable inputs and include the following key assumptions: target profit margin, pricing strategies including the mix of services purchased and competitive factors, and customer and industry specifics. The transaction price for health benefits insurance and worker’s compensation insurance performance obligations is determined during the new client on-boarding and enrollment processes based on the types of benefits coverage the clients and WSEs have elected and the applicable risk profile of the client. We estimate our service fees based on actuarial forecasts of our expected insurance premiums and claim costs, and to amounts to cover our costs to administer these programs. We require our clients to prefund payroll and related taxes and other withholding liabilities before payroll is processed or due for payment. Under the provision of our contracts with customers, we generally will process the payment of a client’s payroll only when the client successfully funds the amount required. As a result, there is no financing arrangement for the contracts, however, certain contracts to provide payroll and payroll tax processing services permit the client to pay certain payroll tax components ratably over a 12-month period rather than as payroll tax is determined on wages paid, which may be considered a significant financing arrangement under ASC Topic 606. However, as the period between our performing the service under the contract and when the client pays for the service is less than one year, we have elected as a practical expedient, not to adjust the transaction price. Contract Costs We recognize as deferred commission expense the incremental cost to obtain a contract with a client for certain components under our commission plans for sales representatives and channel partners that are directly related to new customers onboarded as we expect to recover these costs through future service fees. Such assets will be amortized over the estimated average client tenure. These commissions are earned on the basis of the revenue generated from payroll and payroll tax processing performance obligations. When the commission on a renewal contract is not commensurate with the commission on the initial contract, such commission will be capitalized and amortized over the estimated average client tenure. If the commission for both initial contract and renewal contracts are commensurate, such commissions are expensed in the contract period. When the amortization period is less than one year, we apply practical expedient to expense sales commissions in sales and marketing expenses in the period incurred. Certain commission plans will pay a commission on estimated professional service revenues over the first 12 months of the contract with customers. The portion of commission paid in excess of the actual commission earned in that period is recorded as prepaid commission. When the prepaid commission is considered earned, it is classified as a deferred commission expense and subject to amortization. We do not have material contract assets and contract liabilities as of September 30, 2018 . We require our clients to prefund payroll and related liabilities before payroll is processed or due for payment. If a client fails to fund payroll or misses the funding cut-off, at our sole discretion, we may pay the payroll and the resulting unfunded payroll is recognized as accounts receivable on the accompanying consolidated balance sheets. When client payment is received in advance of our performance under the contract, such amount is recorded as client deposits. |
Restricted Cash, Cash Equivalents and Investments | Restricted cash, cash equivalents and investments presented on our condensed consolidated balance sheets include: • corporate cash and cash equivalents in trust accounts functioning as security deposits for our insurance carriers, • payroll funds collected represents cash collected in advance from clients which we designate as restricted for the purpose of funding WSE payroll and payroll taxes and other payroll related liabilities, and • amounts held in trust for current and future premium and claim obligations with our insurance carriers, which amounts are held in trust according to the terms of the relevant insurance policies and by the local insurance regulations of the jurisdictions in which the policies are in force. |
Investments | Our investments are classified as available-for-sale and are carried at estimated fair value. Unrealized gains and losses are reported as a component of accumulated other comprehensive income (loss), net of deferred income taxes. The amortized cost of debt investments is adjusted for amortization of premiums and accretion of discounts from the date of purchase to maturity or sale. Such amortization is included in interest income as an addition to or deduction from the coupon interest earned on the investments. We use the specific identification method to determine the realized gains and losses on the sale of available-for-sale securities. Realized gains and losses are included in other income in the accompanying consolidated statements of income and comprehensive income. We assess our investments for an other-than-temporary impairment loss due to a decline in fair value or other market conditions. We review several factors to determine whether a loss is other than temporary, such as the length and extent of the fair value decline, the financial condition and near-term prospects of the issuer and whether we have the intent to sell or will more likely than not be required to sell before the securities' anticipated recovery, which may be at maturity. If management determines that a security is impaired under these circumstances, the impairment recognized in earnings is measured as the entire difference between the amortized cost and the then-current fair value. We have investments within our unrestricted and our restricted accounts. Unrestricted investments are recorded on the balance sheet as current or noncurrent based upon the remaining time to maturity, and investments subject to WSE restrictions are classified as current or noncurrent based on the expected payout of the related liability. |
Concentrations of Credit Risk | Financial instruments subject to concentrations of credit risk include cash, cash equivalents and investments (unrestricted and restricted), accounts receivable, and amounts due from insurance carriers. We maintain these financial assets principally in domestic financial institutions. We perform periodic evaluations of the relative credit standing of these institutions. Our exposure to credit risk in the event of default by the financial institutions holding these funds is limited to amounts currently held by the institution in excess of insured amounts. |
Recent Accounting Pronouncements | Recently adopted accounting guidance Revenue Recognition - In May 2014, the FASB issued ASU 2014-09-Revenue from Contracts with Customers, which will replace most existing revenue recognition guidance under GAAP. The core principle of the guidance is that an entity should recognize revenue for the transfer of promised goods or services to customers that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard provides a five-step analysis of transactions to determine when and how revenue is recognized. We have adopted the new standard effective January 1, 2018 using the modified retrospective method. For further discussion of our adoption of ASC Topic 606, including our operating results under the new standard, see Revenue Recognition section above. The impact from the adoption of ASC Topic 606 to our condensed consolidated income statements and balance sheets is as follows: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 (in millions, except per share data) As Reported Balance Using Previous Standard Increase (Decrease) As Reported Balance Using Previous Standard Increase (Decrease) Income statement Revenue Professional service revenues $ 119 $ 120 $ (1 ) $ 363 $ 362 $ 1 Total revenues 875 876 (1 ) 2,586 2,585 1 Expense Sales and marketing expense Commissions expense 6 13 (7 ) 17 38 (21 ) Total expense 813 819 (6 ) 2,377 2,398 (21 ) Income before provision for income taxes 60 55 5 199 177 22 Income tax expense 9 8 1 36 31 5 Net income 51 47 4 163 146 17 Basic earnings per share 0.73 0.68 0.05 2.32 2.09 0.23 Diluted earnings per share $ 0.71 $ 0.66 $ 0.05 $ 2.25 $ 2.03 $ 0.22 September 30, 2018 (in millions) As reported Balance Using Previous Standard Increase (Decrease) Balance sheet Assets Cash and cash equivalents $ 237 $ 245 $ (8 ) Restricted cash, cash equivalents and investments 621 613 8 Unbilled revenue (net of advance collections) 306 314 (8 ) Prepaid expenses and other current assets 38 29 9 Other assets 27 16 11 Liabilities Accounts payable and other current liabilities 43 46 (3 ) Deferred income taxes 72 70 2 Other liabilities 16 20 (4 ) Equity Retained earnings $ (273 ) $ (290 ) $ 17 Statement of Cash Flows - In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash . ASU 2016-18 addresses diversity in practice from entities classifying and presenting transfers between cash and restricted cash as operating, investing or financing activities or as a combination of those activities in the statement of cash flows. The ASU requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the Statement of Cash Flows. As a result, transfers between such categories are no longer be presented in the Statement of Cash Flows. We adopted ASU 2016-18 on January 1, 2018 using the retrospective method. Recently issued accounting pronouncements Lease arrangements - In February 2016, the FASB issued ASU 2016-02- Leases (ASC 842) and subsequent amendments to the initial guidance under ASU 2017-13, ASU 2018-10 and ASU 2018-11 (collectively, Topic 842) to supersede existing guidance on accounting for leases in ASC 840, Leases (ASC 840). Topic 842 requires us to recognize on our balance sheet a lease liability representing the present value of future lease payments and a right-of-use asset representing the lessee's right to use, or control the use of a specified asset for the lease term for any operating lease with a term greater than one year. This standard is effective for annual and interim reporting periods beginning after December 15, 2018. We will adopt the new standard effective January 1, 2019 using the alternative transition method, under which we will recognize the cumulative effects of initially applying the standard as an adjustment to the opening balance of retained earnings on January 1, 2019 with unchanged comparative periods. Additionally, we plan to elect the practical expedient approach and we will not reassess whether any contracts that existed prior to adoption have or contain leases. We will continue to classify initial indirect costs of existing leases as part of our existing leases. Based on our evaluation to-date, we are not a lessor and have no capitalized leases. Our leases primarily consist of leases for office space. Our process is still in progress but we anticipate that we will have changes to the way we recognize, present and disclose our operating leases in our consolidated financial statements. We are still in the process of quantifying the impact at this time, but anticipate this standard will have a material impact on our condensed consolidated balance sheet with material increases in long-term and current assets and long-term and current lease liabilities associated with our property leases representing our nationwide office locations. We do not anticipate a material impact on our condensed consolidated statements of operations, as the majority of our leases will remain operating leases for which the right-of-use assets amortization will be similar to previously required straight-line expense treatment for operating leases. The adoption of Topic 842 will not have an impact on the financial covenants set forth in our credit agreement. |
Fair Value of Financial Instruments | Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. Our financial assets recorded at fair value on a recurring basis comprise of cash equivalents, available-for-sale marketable securities and certificates of deposits. We measure certain financial assets at fair value for disclosure purposes, as well as on a nonrecurring basis when they are deemed to be other-than-temporarily impaired. Our other current financial assets and our other current financial liabilities, including cash and cash equivalents, restricted cash and cash equivalents, WSE related assets and liabilities excluding insurance loss reserves, line of credit and accrued corporate wages, have fair values that approximate their carrying value due to their short-term nature. Assets and liabilities recorded at fair value are measured and classified in accordance with a three-tier fair value hierarchy based on the observability of the inputs available in the market to measure fair value, summarized as follows: • Level 1—observable inputs for identical assets or liabilities, such as quoted prices in active markets, • Level 2—inputs other than the quoted prices in active markets that are observable either directly or indirectly, • Level 3—unobservable inputs in which there is little or no market data, which requires that we develop our own assumptions. The fair value hierarchy requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. We classify our cash equivalents, debt securities and notes payable in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement in its entirety. We use an independent pricing source to determine the fair value of our available-for-sale securities included as Level 2. For purposes of valuing our securities, the independent pricing source utilizes the following market approach by investment class: • Money market funds are valued on a spread or discount rate basis, • Asset-backed securities are valued using historical and projected prepayments speed and loss scenarios and spreads obtained from the new issue market, dealer quotes and trade prices, • U.S. treasuries, corporate bonds, and other debt securities are priced based on dealer quotes from multiple sources, and • U.S. government agencies and government sponsored agencies are priced using LIBOR/swap curves, credit spreads and interest rate volatilities. We have not adjusted the prices obtained from the independent pricing service and we believe the prices received from the independent pricing service are representative of the prices that would be received to sell the assets at the measurement date (exit price). |
Description of Business and S_3
Description of Business and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Amounts Capitalized and Amortized | The below table summarizes the amounts capitalized and amortized during the three and nine months ended September 30, 2018 : Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 (in millions) Capitalized Amortized Capitalized Amortized Deferred commission costs $ 8 $ 2 $ 24 $ 3 |
Impact of the Adoption of Topic 606 on the Condensed Consolidated Income Statements and Balance Sheets | The impact from the adoption of ASC Topic 606 to our condensed consolidated income statements and balance sheets is as follows: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 (in millions, except per share data) As Reported Balance Using Previous Standard Increase (Decrease) As Reported Balance Using Previous Standard Increase (Decrease) Income statement Revenue Professional service revenues $ 119 $ 120 $ (1 ) $ 363 $ 362 $ 1 Total revenues 875 876 (1 ) 2,586 2,585 1 Expense Sales and marketing expense Commissions expense 6 13 (7 ) 17 38 (21 ) Total expense 813 819 (6 ) 2,377 2,398 (21 ) Income before provision for income taxes 60 55 5 199 177 22 Income tax expense 9 8 1 36 31 5 Net income 51 47 4 163 146 17 Basic earnings per share 0.73 0.68 0.05 2.32 2.09 0.23 Diluted earnings per share $ 0.71 $ 0.66 $ 0.05 $ 2.25 $ 2.03 $ 0.22 September 30, 2018 (in millions) As reported Balance Using Previous Standard Increase (Decrease) Balance sheet Assets Cash and cash equivalents $ 237 $ 245 $ (8 ) Restricted cash, cash equivalents and investments 621 613 8 Unbilled revenue (net of advance collections) 306 314 (8 ) Prepaid expenses and other current assets 38 29 9 Other assets 27 16 11 Liabilities Accounts payable and other current liabilities 43 46 (3 ) Deferred income taxes 72 70 2 Other liabilities 16 20 (4 ) Equity Retained earnings $ (273 ) $ (290 ) $ 17 |
Cash, Cash Equivalents and In_2
Cash, Cash Equivalents and Investments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Cash, Cash Equivalents and Investments | Our total cash, cash equivalents and investments are summarized below: September 30, 2018 December 31, 2017 (in millions) Cash and cash equivalents Available-for-sale marketable securities Certificate of deposits Total Cash and cash equivalents Available-for-sale marketable securities Certificate of deposits Total Cash and cash equivalents $ 237 $ — $ — $ 237 $ 336 $ — $ — $ 336 Investments — 38 — 38 — — — — Restricted cash, cash equivalents and investments Insurance carriers security deposits 15 — — 15 15 — — 15 Payroll funds collected 441 — — 441 1,095 — — 1,095 Collateral for health benefits claims 75 — — 75 69 — — 69 Collateral for workers' compensation claims 87 1 — 88 98 1 — 99 Collateral to secure standby letter of credit — — 2 2 — — 2 2 Total restricted cash, cash equivalents and investments 618 1 2 621 1,277 1 2 1,280 Investments, noncurrent — 130 — 130 — — — — Restricted cash, cash equivalents and investments, noncurrent Collateral for workers' compensation claims 176 5 — 181 125 37 — 162 Total $ 1,031 $ 174 $ 2 $ 1,207 $ 1,738 $ 38 $ 2 $ 1,778 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Amortized Cost, Gross Unrealized Gains and Losses, Fair Values of Investments | The amortized cost, gross unrealized gains, gross unrealized losses, and fair values of our investments as of September 30, 2018 and December 31, 2017 are presented below: September 30, 2018 (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Asset-backed securities $ 35 $ — $ — $ 35 Corporate bonds 86 — — 86 U.S. government agencies and government- sponsored agencies 8 — — 8 U.S. treasuries 34 — — 34 Exchange traded fund 1 — — 1 Other debt securities 10 — — 10 Total $ 174 $ — $ — $ 174 December 31, 2017 (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. treasuries $ 37 $ — $ — $ 37 Exchange traded fund 1 — — 1 Total $ 38 $ — $ — $ 38 |
Investments with a Continuous Unrealized Loss Position | Investments in a continuous unrealized loss position for less than 12 months and 12 months or more as of September 30, 2018 and December 31, 2017 are presented below. September 30, 2018 Less than 12 months 12 months or more Total (in millions) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Asset-backed securities $ 26 $ — $ — $ — $ 26 $ — Corporate bonds 72 — — — 72 — U.S. government agencies and government-sponsored agencies 7 — — — 7 — U.S. treasuries 31 — — — 31 — Exchange Traded Fund 1 — — — 1 — Other debt securities 8 — — — 8 — Total $ 145 $ — $ — $ — $ 145 $ — December 31, 2017 Less than 12 months 12 months or more Total (in millions) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. treasuries $ 5 $ — $ 24 $ — $ 29 $ — Total $ 5 $ — $ 24 $ — $ 29 $ — |
Fair Value of Debt Investments by Contractual Maturity | The fair value of debt investments by contractual maturity (actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties) are shown below. September 30, 2018 (in millions) One year or less Over One Year Through Five Years Over Five Years Through Ten Years Over Ten Years Fair Value Asset-backed securities $ 3 $ 29 $ 3 $ — $ 35 Corporate bonds 32 54 — — 86 U.S. government agencies and government-sponsored agencies 1 2 — 5 8 U.S. treasuries 7 27 — — 34 Other debt securities — 1 — 9 10 Total $ 43 $ 113 $ 3 $ 14 $ 173 December 31, 2017 (in millions) One year or less Over One Year Through Five Years Over Five Years Through Ten Years Over Ten Years Fair Value U.S. treasuries $ — $ 37 $ — $ — $ 37 Total $ — $ 37 $ — $ — $ 37 |
Workers' Compensation Loss Re_2
Workers' Compensation Loss Reserves (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Insurance [Abstract] | |
Summary of Activities in Liability for Unpaid Claims and Claims Adjustment Expenses | The following table summarizes the workers’ compensation loss reserve activity for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended (in millions) 2018 2017 2018 2017 Total loss reserves, beginning of period $ 244 $ 255 $ 255 $ 255 Incurred Current year 20 22 59 70 Prior years (4 ) (4 ) (17 ) (3 ) Total incurred 16 18 42 67 Paid Current year (6 ) (4 ) (8 ) (9 ) Prior years (9 ) (20 ) (44 ) (64 ) Total paid (15 ) (24 ) (52 ) (73 ) Total loss reserves, end of period $ 245 $ 249 $ 245 $ 249 The following summarizes workers' compensation liabilities on the condensed consolidated balance sheets: (in millions) September 30, December 31, Total loss reserves, end of period $ 245 $ 255 Collateral paid to carriers and offset against loss reserves (18 ) (23 ) Total loss reserves, net of carrier collateral offset $ 227 $ 232 Payable in less than 1 year $ 68 $ 67 Payable in more than 1 year 159 165 Total loss reserves, net of carrier collateral offset $ 227 $ 232 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Financial Instruments by Significant Categories and Fair Value Measurement on a Recurring Basis | The following table summarizes our financial instruments by significant categories and fair value measurement on a recurring basis as of September 30, 2018 and December 31, 2017 . (in millions) Level 1 Level 2 Total September 30, 2018 Cash equivalents: Money market funds $ 3 $ — $ 3 Total cash equivalents 3 — 3 Investments: Asset-backed securities — 35 35 Corporate bonds — 86 86 U.S. government agencies and government-sponsored agencies — 8 8 U.S. treasuries — 29 29 Other debt securities — 10 10 Total investments — 168 168 Restricted cash equivalents: Money market mutual funds 241 — 241 Commercial paper 20 — 20 Total restricted cash equivalents 261 — 261 Restricted investments: U.S. treasuries — 5 5 Exchange traded fund 1 — 1 Certificate of deposit — 2 2 Total restricted investments 1 7 8 Total investments and restricted cash equivalents and investments $ 265 $ 175 $ 440 December 31, 2017 Restricted cash equivalents: Money market mutual funds $ 199 $ — $ 199 Commercial paper 21 — 21 Total restricted cash equivalents 220 — 220 Restricted investments: U.S. treasuries 37 — 37 Exchange traded fund 1 — 1 Certificate of deposit — 2 2 Total restricted investments 38 2 40 Total restricted cash equivalents and investments $ 258 $ 2 $ 260 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Stock Option Activity Under Equity-Based Plans | The following table summarizes stock option activity under our 2009 Plan for the nine months ended September 30, 2018 : Number Balance at December 31, 2017 1,296,863 Exercised (540,292 ) Forfeited (17,846 ) Balance at September 30, 2018 738,725 Exercisable at September 30, 2018 710,467 |
Restricted Stock Unit and Restricted Stock Award Activity Under Equity-Based Plans | The following tables summarize RSU, performance-based restricted stock unit (PSU), RSA, and PRSA activity under our 2009 Plan for the nine months ended September 30, 2018 : RSUs PSUs Number of Units Weighted-Average Grant Date Fair Value Number of Units Weighted-Average Grant Date Fair Value Nonvested at December 31, 2017 2,249,661 $ 24.83 453,674 $ 30.72 Granted 608,582 47.66 23,842 47.61 Vested (800,560 ) 25.79 (82,066 ) 33.51 Forfeited (254,459 ) 27.25 (65,557 ) 31.60 Nonvested at September 30, 2018 1,803,224 $ 31.77 329,893 $ 31.08 RSAs PRSAs Number of Units Weighted-Average Number of Units Weighted-Average Nonvested at December 31, 2017 — $ — — $ — Granted 116,559 49.12 256,224 48.98 Vested (9,122 ) 47.61 — — Nonvested at September 30, 2018 107,437 $ 49.25 256,224 $ 48.98 |
Performance Stock Unit and Performance Stock Award Activity Under Equity-Based Plans | The following tables summarize RSU, performance-based restricted stock unit (PSU), RSA, and PRSA activity under our 2009 Plan for the nine months ended September 30, 2018 : RSUs PSUs Number of Units Weighted-Average Grant Date Fair Value Number of Units Weighted-Average Grant Date Fair Value Nonvested at December 31, 2017 2,249,661 $ 24.83 453,674 $ 30.72 Granted 608,582 47.66 23,842 47.61 Vested (800,560 ) 25.79 (82,066 ) 33.51 Forfeited (254,459 ) 27.25 (65,557 ) 31.60 Nonvested at September 30, 2018 1,803,224 $ 31.77 329,893 $ 31.08 RSAs PRSAs Number of Units Weighted-Average Number of Units Weighted-Average Nonvested at December 31, 2017 — $ — — $ — Granted 116,559 49.12 256,224 48.98 Vested (9,122 ) 47.61 — — Nonvested at September 30, 2018 107,437 $ 49.25 256,224 $ 48.98 |
Stock-based Compensation Expense | Stock-based compensation expense and other disclosures for stock-based awards made to our employees pursuant to the equity plans was as follows: Three Months Ended Nine Months Ended (in millions) 2018 2017 2018 2017 Cost of providing services $ 3 $ 2 $ 7 $ 6 Sales and marketing 2 2 6 4 General and administrative 6 3 15 8 Systems development and programming costs 1 1 3 3 Total stock-based compensation expense $ 12 $ 8 $ 31 $ 21 Income tax benefit related to stock-based compensation expense $ 3 $ 3 $ 8 $ 8 Tax benefit realized from stock options exercised and similar awards $ 3 $ 6 $ 16 $ 22 |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Notes Payable | The remaining balance of our 2018 Term Loan will be repaid in quarterly installments in aggregate annual amounts as follows (in millions): Year ending December 31, 2018 2019 2020 2021 2022 Thereafter Term loan repayments $ 6 $ 22 $ 22 $ 22 $ 22 $ 326 As of September 30, 2018 and December 31, 2017 , notes payable consisted of the following: (in millions) September 30, December 31, Contractual Effective Interest Rate Maturity Term Loan A $ — $ 303 July 2019 Term Loan A-2 — 122 July 2019 2018 Term Loan A 420 — 3.92 % (1) 4.02 % June 2023 Total term loans 420 425 Deferred loan costs (2 ) (2 ) Less: current portion (22 ) (40 ) Notes payable, noncurrent $ 396 $ 383 (1) Bears interest at LIBOR plus 1.625% or the prime rate plus 0.625% at our option in the first full fiscal quarter of the term loan, thereafter subject to certain rate adjustments based on our total leverage ratio. As of September 30, 2018, the interest rate was based on LIBOR plus 1.625% . |
Earnings Per Share (EPS) (Table
Earnings Per Share (EPS) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted EPS | The following table presents the computation of our basic and diluted EPS attributable to our common stock: Three Months Ended Nine Months Ended (in millions, except per share data) 2018 2017 2018 2017 Net income $ 51 $ 43 $ 163 $ 112 Weighted average shares of common stock outstanding 71 69 70 69 Basic EPS $ 0.73 $ 0.62 $ 2.32 $ 1.62 Net income $ 51 $ 43 $ 163 $ 112 Weighted average shares of common stock 71 69 70 69 Dilutive effect of stock options and restricted stock units 2 2 2 2 Weighted average shares of common stock outstanding 73 71 72 71 Diluted EPS $ 0.71 $ 0.60 $ 2.25 $ 1.57 Common stock equivalents excluded from income per diluted share because of their anti-dilutive effect — — 1 2 |
Description of Business and S_4
Description of Business and Significant Accounting Policies - Additional Information (Details) $ in Millions | 9 Months Ended | ||
Sep. 30, 2018USD ($)segment | Jan. 01, 2018USD ($) | Dec. 31, 2017USD ($) | |
Product Information [Line Items] | |||
Number of reportable segments | segment | 1 | ||
Retained earnings | $ (273) | $ (377) | |
ASU 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
Product Information [Line Items] | |||
Retained earnings | $ 17 | $ 1 | |
Non-US | Revenue | Foreign Sales | |||
Product Information [Line Items] | |||
Percent of concentration risk | 1.00% |
Description of Business and S_5
Description of Business and Significant Accounting Policies - Summary of Amounts Capitalized and Amortized (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Capitalized deferred commission costs | $ 8 | $ 24 |
Amortized deferred commission costs | $ 2 | $ 3 |
Description of Business and S_6
Description of Business and Significant Accounting Policies - Impact of the Adoption of Topic 606 on the Condensed Consolidated Income Statements and Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jan. 01, 2018 | Dec. 31, 2017 | |
Revenue | ||||||
Revenues | $ 875 | $ 818 | $ 2,586 | $ 2,427 | ||
Expense | ||||||
Commissions expense | 6 | 17 | ||||
Total expense | 813 | 755 | 2,377 | 2,258 | ||
Income before provision for income taxes | 60 | 58 | 199 | 156 | ||
Income tax expense | 9 | 15 | 36 | 44 | ||
Net income | $ 51 | $ 43 | $ 163 | $ 112 | ||
Basic earnings per share (in dollars per share) | $ 0.73 | $ 0.62 | $ 2.32 | $ 1.62 | ||
Diluted earnings per share (in dollars per share) | $ 0.71 | $ 0.60 | $ 2.25 | $ 1.57 | ||
Assets | ||||||
Cash and cash equivalents | $ 237 | $ 237 | $ 336 | |||
Restricted cash, cash equivalents and investments | 621 | 621 | 1,280 | |||
Unbilled revenue (net of advance collections) | 306 | 306 | 297 | |||
Prepaid expenses and other current assets | 38 | 38 | 15 | |||
Other assets | 27 | 27 | 16 | |||
Liabilities | ||||||
Accounts payable and other current liabilities | 43 | 43 | 59 | |||
Deferred income taxes | 72 | 72 | 68 | |||
Other liabilities | 16 | 16 | 14 | |||
Equity | ||||||
Retained earnings | (273) | (273) | $ (377) | |||
Professional service revenues | ||||||
Revenue | ||||||
Revenues | 119 | $ 112 | 363 | $ 341 | ||
Balance Using Previous Standard | ||||||
Revenue | ||||||
Revenues | 876 | 2,585 | ||||
Expense | ||||||
Commissions expense | 13 | 38 | ||||
Total expense | 819 | 2,398 | ||||
Income before provision for income taxes | 55 | 177 | ||||
Income tax expense | 8 | 31 | ||||
Net income | $ 47 | $ 146 | ||||
Basic earnings per share (in dollars per share) | $ 0.68 | $ 2.09 | ||||
Diluted earnings per share (in dollars per share) | $ 0.66 | $ 2.03 | ||||
Assets | ||||||
Cash and cash equivalents | $ 245 | $ 245 | ||||
Restricted cash, cash equivalents and investments | 613 | 613 | ||||
Unbilled revenue (net of advance collections) | 314 | 314 | ||||
Prepaid expenses and other current assets | 29 | 29 | ||||
Other assets | 16 | 16 | ||||
Liabilities | ||||||
Accounts payable and other current liabilities | 46 | 46 | ||||
Deferred income taxes | 70 | 70 | ||||
Other liabilities | 20 | 20 | ||||
Equity | ||||||
Retained earnings | (290) | (290) | ||||
Balance Using Previous Standard | Professional service revenues | ||||||
Revenue | ||||||
Revenues | 120 | 362 | ||||
ASU 2014-09 | Increase (Decrease) | ||||||
Revenue | ||||||
Revenues | (1) | 1 | ||||
Expense | ||||||
Commissions expense | (7) | (21) | ||||
Total expense | (6) | (21) | ||||
Income before provision for income taxes | 5 | 22 | ||||
Income tax expense | 1 | 5 | ||||
Net income | $ 4 | $ 17 | ||||
Basic earnings per share (in dollars per share) | $ 0.05 | $ 0.23 | ||||
Diluted earnings per share (in dollars per share) | $ 0.05 | $ 0.22 | ||||
Assets | ||||||
Cash and cash equivalents | $ (8) | $ (8) | ||||
Restricted cash, cash equivalents and investments | 8 | 8 | ||||
Unbilled revenue (net of advance collections) | (8) | (8) | ||||
Prepaid expenses and other current assets | 9 | 9 | ||||
Other assets | 11 | 11 | ||||
Liabilities | ||||||
Accounts payable and other current liabilities | (3) | (3) | ||||
Deferred income taxes | 2 | 2 | ||||
Other liabilities | (4) | (4) | ||||
Equity | ||||||
Retained earnings | 17 | 17 | $ 1 | |||
ASU 2014-09 | Increase (Decrease) | Professional service revenues | ||||||
Revenue | ||||||
Revenues | $ (1) | $ 1 |
Cash, Cash Equivalents and In_3
Cash, Cash Equivalents and Investments (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash and cash equivalents | $ 237 | $ 336 |
Investments | 38 | 0 |
Restricted cash, cash equivalents and investments | 621 | 1,280 |
Investments, noncurrent | 130 | 0 |
Restricted cash, cash equivalents and investments, noncurrent | 181 | 162 |
Total investments and restricted cash equivalents and investments | 1,207 | 1,778 |
Cash and cash equivalents | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash and cash equivalents | 237 | 336 |
Investments | 0 | 0 |
Restricted cash, cash equivalents and investments | 618 | 1,277 |
Investments, noncurrent | 0 | 0 |
Total investments and restricted cash equivalents and investments | 1,031 | 1,738 |
Available for sale marketable securities | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Investments | 38 | 0 |
Restricted cash, cash equivalents and investments | 1 | 1 |
Investments, noncurrent | 130 | 0 |
Total investments and restricted cash equivalents and investments | 174 | 38 |
Certificate of deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Investments | 0 | 0 |
Restricted cash, cash equivalents and investments | 2 | 2 |
Investments, noncurrent | 0 | 0 |
Total investments and restricted cash equivalents and investments | 2 | 2 |
Insurance carriers security deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 15 | 15 |
Insurance carriers security deposits | Cash and cash equivalents | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 15 | 15 |
Insurance carriers security deposits | Available for sale marketable securities | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Insurance carriers security deposits | Certificate of deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Payroll funds collected | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 441 | 1,095 |
Payroll funds collected | Cash and cash equivalents | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 441 | 1,095 |
Payroll funds collected | Available for sale marketable securities | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Payroll funds collected | Certificate of deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Collateral for health benefits claims | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 75 | 69 |
Collateral for health benefits claims | Cash and cash equivalents | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 75 | 69 |
Collateral for health benefits claims | Available for sale marketable securities | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Collateral for health benefits claims | Certificate of deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Collateral for workers' compensation claims | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 88 | 99 |
Restricted cash, cash equivalents and investments, noncurrent | 181 | 162 |
Collateral for workers' compensation claims | Cash and cash equivalents | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 87 | 98 |
Restricted cash, cash equivalents and investments, noncurrent | 176 | 125 |
Collateral for workers' compensation claims | Available for sale marketable securities | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 1 | 1 |
Restricted cash, cash equivalents and investments, noncurrent | 5 | 37 |
Collateral for workers' compensation claims | Certificate of deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Restricted cash, cash equivalents and investments, noncurrent | 0 | 0 |
Collateral to secure standby letter of credit | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 2 | 2 |
Collateral to secure standby letter of credit | Cash and cash equivalents | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Collateral to secure standby letter of credit | Available for sale marketable securities | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | 0 | 0 |
Collateral to secure standby letter of credit | Certificate of deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash, cash equivalents and investments | $ 2 | $ 2 |
Investments - Amortized Cost, G
Investments - Amortized Cost, Gross Unrealized Gains and Losses, Fair Values of Investments (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Debt and Equity Securities | ||
Amortized Cost | $ 174 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 174 | |
Available-for-Sale Securities | ||
Amortized Cost | $ 38 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 38 | |
Asset-backed securities | ||
Debt Securities | ||
Amortized Cost | 35 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 35 | |
Corporate bonds | ||
Debt Securities | ||
Amortized Cost | 86 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 86 | |
U.S. government agencies and government- sponsored agencies | ||
Debt Securities | ||
Amortized Cost | 8 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 8 | |
U.S. treasuries | ||
Debt Securities | ||
Amortized Cost | 34 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 34 | |
Available-for-Sale Securities | ||
Amortized Cost | 37 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 37 | |
Exchange traded fund | ||
Equity Securities | ||
Amortized Cost | 1 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 1 | |
Available-for-Sale Securities | ||
Amortized Cost | 1 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | $ 1 | |
Other debt securities | ||
Debt Securities | ||
Amortized Cost | 10 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | $ 10 |
Investments - Investments With
Investments - Investments With a Continuous Realized Loss Position (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value | ||
Less than 12 months | $ 145 | $ 5 |
12 months or more | 0 | 24 |
Total | 145 | 29 |
Unrealized Losses | ||
Less than 12 months | 0 | 0 |
12 months or more | 0 | 0 |
Total | 0 | 0 |
Asset-backed securities | ||
Fair Value | ||
Less than 12 months | 26 | |
12 months or more | 0 | |
Total | 26 | |
Unrealized Losses | ||
Less than 12 months | 0 | |
12 months or more | 0 | |
Total | 0 | |
Corporate bonds | ||
Fair Value | ||
Less than 12 months | 72 | |
12 months or more | 0 | |
Total | 72 | |
Unrealized Losses | ||
Less than 12 months | 0 | |
12 months or more | 0 | |
Total | 0 | |
U.S. government agencies and government- sponsored agencies | ||
Fair Value | ||
Less than 12 months | 7 | |
12 months or more | 0 | |
Total | 7 | |
Unrealized Losses | ||
Less than 12 months | 0 | |
12 months or more | 0 | |
Total | 0 | |
U.S. treasuries | ||
Fair Value | ||
Less than 12 months | 31 | 5 |
12 months or more | 0 | 24 |
Total | 31 | 29 |
Unrealized Losses | ||
Less than 12 months | 0 | 0 |
12 months or more | 0 | 0 |
Total | 0 | $ 0 |
Exchange Traded Fund | ||
Fair Value | ||
Less than 12 months | 1 | |
12 months or more | 0 | |
Total | 1 | |
Unrealized Losses | ||
Less than 12 months | 0 | |
12 months or more | 0 | |
Total | 0 | |
Other debt securities | ||
Fair Value | ||
Less than 12 months | 8 | |
12 months or more | 0 | |
Total | 8 | |
Unrealized Losses | ||
Less than 12 months | 0 | |
12 months or more | 0 | |
Total | $ 0 |
Investments - Fair Value of Deb
Investments - Fair Value of Debt Investments by Contractual Maturity (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Securities, Available-for-sale [Line Items] | ||
One year or less | $ 43 | $ 0 |
Over One Year Through Five Years | 113 | 37 |
Over Five Years Through Ten Years | 3 | 0 |
Over Ten Years | 14 | 0 |
Fair Value | 173 | 37 |
Asset-backed securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
One year or less | 3 | |
Over One Year Through Five Years | 29 | |
Over Five Years Through Ten Years | 3 | |
Over Ten Years | 0 | |
Fair Value | 35 | |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
One year or less | 32 | |
Over One Year Through Five Years | 54 | |
Over Five Years Through Ten Years | 0 | |
Over Ten Years | 0 | |
Fair Value | 86 | |
U.S. government agencies and government- sponsored agencies | ||
Debt Securities, Available-for-sale [Line Items] | ||
One year or less | 1 | |
Over One Year Through Five Years | 2 | |
Over Five Years Through Ten Years | 0 | |
Over Ten Years | 5 | |
Fair Value | 8 | |
U.S. treasuries | ||
Debt Securities, Available-for-sale [Line Items] | ||
One year or less | 7 | 0 |
Over One Year Through Five Years | 27 | 37 |
Over Five Years Through Ten Years | 0 | 0 |
Over Ten Years | 0 | 0 |
Fair Value | 34 | $ 37 |
Other debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
One year or less | 0 | |
Over One Year Through Five Years | 1 | |
Over Five Years Through Ten Years | 0 | |
Over Ten Years | 9 | |
Fair Value | $ 10 |
Workers' Compensation Loss Re_3
Workers' Compensation Loss Reserves - Summary of Workers' Compensation Loss Reserve Activity (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | ||||
Total loss reserves, beginning of period | $ 244 | $ 255 | $ 255 | $ 255 |
Incurred | ||||
Current year | 20 | 22 | 59 | 70 |
Prior years | (4) | (4) | (17) | (3) |
Total incurred | 16 | 18 | 42 | 67 |
Paid | ||||
Current year | (6) | (4) | (8) | (9) |
Prior years | (9) | (20) | (44) | (64) |
Total paid | (15) | (24) | (52) | (73) |
Total loss reserves, end of period | $ 245 | $ 249 | $ 245 | $ 249 |
Workers' Compensation Loss Re_4
Workers' Compensation Loss Reserves - Summary of Workers' Compensation Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Insurance [Abstract] | ||||||
Total loss reserves, end of period | $ 245 | $ 244 | $ 255 | $ 249 | $ 255 | $ 255 |
Collateral paid to carriers and offset against loss reserves | (18) | (23) | ||||
Total loss reserves, net of carrier collateral offset | 227 | 232 | ||||
Payable in less than 1 year (net of collateral paid to carriers of $4 and $6 at September 30, 2018 and December 31, 2017, respectively) | 68 | 67 | ||||
Payable in more than 1 year (net of collateral paid to carriers of $14 and $17 at September 30, 2018 and December 31, 2017, respectively) | 159 | 165 | ||||
Collateral paid to insurance carriers, current | 4 | 6 | ||||
Collateral paid to insurance carriers, noncurrent | $ 14 | $ 17 |
Workers' Compensation Loss Re_5
Workers' Compensation Loss Reserves - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Insurance [Abstract] | ||
Collateral held by insurance carriers | $ 63 | $ 63 |
Collateral paid to carriers and offset against loss reserves | $ 18 | $ 23 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements - Summary of Financial Instruments by Significant Categories and Fair Value Measurement on a Recurring Basis (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value, Financial Instruments [Line Items] | ||
Total investments and restricted cash equivalents and investments | $ 1,207 | $ 1,778 |
Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Cash equivalents | 3 | |
Investments | 168 | |
Restricted cash equivalents | 261 | 220 |
Restricted investments | 8 | 40 |
Total investments and restricted cash equivalents and investments | 440 | 260 |
Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Cash equivalents | 3 | |
Investments | 0 | |
Restricted cash equivalents | 261 | 220 |
Restricted investments | 1 | 38 |
Total investments and restricted cash equivalents and investments | 265 | 258 |
Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Cash equivalents | 0 | |
Investments | 168 | |
Restricted cash equivalents | 0 | 0 |
Restricted investments | 7 | 2 |
Total investments and restricted cash equivalents and investments | 175 | 2 |
Asset-backed securities | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 35 | |
Asset-backed securities | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 0 | |
Asset-backed securities | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 35 | |
Corporate bonds | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 86 | |
Corporate bonds | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 0 | |
Corporate bonds | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 86 | |
U.S. government agencies and government- sponsored agencies | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 8 | |
U.S. government agencies and government- sponsored agencies | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 0 | |
U.S. government agencies and government- sponsored agencies | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 8 | |
U.S. treasuries | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 29 | |
Restricted investments | 5 | 37 |
U.S. treasuries | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 0 | |
Restricted investments | 0 | 37 |
U.S. treasuries | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 29 | |
Restricted investments | 5 | 0 |
Other debt securities | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 10 | |
Other debt securities | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 0 | |
Other debt securities | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Investments | 10 | |
Exchange traded fund | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted investments | 1 | 1 |
Exchange traded fund | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted investments | 1 | 1 |
Exchange traded fund | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted investments | 0 | 0 |
Certificate of deposit | ||
Fair Value, Financial Instruments [Line Items] | ||
Total investments and restricted cash equivalents and investments | 2 | 2 |
Certificate of deposit | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted investments | 2 | 2 |
Certificate of deposit | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted investments | 0 | 0 |
Certificate of deposit | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted investments | 2 | 2 |
Money market mutual funds | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Cash equivalents | 3 | |
Restricted cash equivalents | 241 | 199 |
Money market mutual funds | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Cash equivalents | 3 | |
Restricted cash equivalents | 241 | 199 |
Money market mutual funds | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Cash equivalents | 0 | |
Restricted cash equivalents | 0 | 0 |
Commercial paper | Fair Value Measurement on a Recurring Basis | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted cash equivalents | 20 | 21 |
Commercial paper | Fair Value Measurement on a Recurring Basis | Level 1 | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted cash equivalents | 20 | 21 |
Commercial paper | Fair Value Measurement on a Recurring Basis | Level 2 | ||
Fair Value, Financial Instruments [Line Items] | ||
Restricted cash equivalents | $ 0 | $ 0 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of notes payable | $ 420 | $ 425 |
Estimated Fair Values | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Estimated fair value of notes payable | $ 419 | $ 428 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares available for grant (in shares) | 12,000,000 | |
Aggregate intrinsic value of stock options outstanding | $ 32 | $ 41 |
Repurchase of common stock (in shares) | 895,699 | |
Stock repurchased during period | $ 47 | |
Amount available for further repurchases under stock repurchase program | $ 90 | |
RSAs and RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | |
PRSAs | Tranche 1 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting percentage | 50.00% |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity Under Equity-Based Plans (Details) | 9 Months Ended |
Sep. 30, 2018shares | |
Number of Shares | |
Balance (in shares) | 1,296,863 |
Exercised (in shares) | (540,292) |
Forfeited (in shares) | (17,846) |
Balance (in shares) | 738,725 |
Exercisable (in shares) | 710,467 |
Stockholders' Equity - RSU, RSA
Stockholders' Equity - RSU, RSA, PSU, and PRSA Activity Under Equity-Based Plans (Details) | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
RSUs | |
Number of Units | |
Nonvested (in shares) | shares | 2,249,661 |
Granted (in shares) | shares | 608,582 |
Vested (in shares) | shares | (800,560) |
Forfeited (in shares) | shares | (254,459) |
Nonvested (in shares) | shares | 1,803,224 |
Weighted-Average Grant Date Fair Value | |
Nonvested (in dollars per share) | $ / shares | $ 24.83 |
Granted (in dollars per share) | $ / shares | 47.66 |
Vested (in dollars per share) | $ / shares | 25.79 |
Forfeited (in dollars per share) | $ / shares | 27.25 |
Nonvested (in dollars per share) | $ / shares | $ 31.77 |
PSUs | |
Number of Units | |
Nonvested (in shares) | shares | 453,674 |
Granted (in shares) | shares | 23,842 |
Vested (in shares) | shares | (82,066) |
Forfeited (in shares) | shares | (65,557) |
Nonvested (in shares) | shares | 329,893 |
Weighted-Average Grant Date Fair Value | |
Nonvested (in dollars per share) | $ / shares | $ 30.72 |
Granted (in dollars per share) | $ / shares | 47.61 |
Vested (in dollars per share) | $ / shares | 33.51 |
Forfeited (in dollars per share) | $ / shares | 31.60 |
Nonvested (in dollars per share) | $ / shares | $ 31.08 |
RSAs | |
Number of Units | |
Nonvested (in shares) | shares | 0 |
Granted (in shares) | shares | 116,559 |
Vested (in shares) | shares | (9,122) |
Nonvested (in shares) | shares | 107,437 |
Weighted-Average Grant Date Fair Value | |
Nonvested (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 49.12 |
Vested (in dollars per share) | $ / shares | 47.61 |
Nonvested (in dollars per share) | $ / shares | $ 49.25 |
PRSAs | |
Number of Units | |
Nonvested (in shares) | shares | 0 |
Granted (in shares) | shares | 256,224 |
Vested (in shares) | shares | 0 |
Nonvested (in shares) | shares | 256,224 |
Weighted-Average Grant Date Fair Value | |
Nonvested (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 48.98 |
Vested (in dollars per share) | $ / shares | 0 |
Nonvested (in dollars per share) | $ / shares | $ 48.98 |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 12 | $ 8 | $ 31 | $ 21 |
Income tax benefit related to stock-based compensation expense | 3 | 3 | 8 | 8 |
Tax benefit realized from stock options exercised and similar awards | 3 | 6 | 16 | 22 |
Cost of providing services | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 3 | 2 | 7 | 6 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 2 | 2 | 6 | 4 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 6 | 3 | 15 | 8 |
Systems development and programming costs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1 | $ 1 | $ 3 | $ 3 |
Notes Payable - Components of N
Notes Payable - Components of Notes Payable (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Line of Credit Facility [Line Items] | ||
Notes payable | $ 420 | $ 425 |
Deferred loan costs | (2) | (2) |
Less: current portion | (22) | (40) |
Notes payable, noncurrent | 396 | 383 |
Notes Payable | Tranche A Term Loans | ||
Line of Credit Facility [Line Items] | ||
Notes payable | 0 | 303 |
Notes Payable | Tranche A-2 Term Loans | ||
Line of Credit Facility [Line Items] | ||
Notes payable | 0 | 122 |
Notes Payable | 2018 Term Loan A | ||
Line of Credit Facility [Line Items] | ||
Notes payable | $ 420 | $ 0 |
Annual contractual interest rate | 3.92% | |
Effective interest rate | 4.02% | |
Notes Payable | 2018 Term Loan A | LIBOR | ||
Line of Credit Facility [Line Items] | ||
Spread on variable rate | 1.625% | |
Notes Payable | 2018 Term Loan A | Prime lending rate | ||
Line of Credit Facility [Line Items] | ||
Spread on variable rate | 0.625% |
Notes Payable - Additional Info
Notes Payable - Additional Information (Details) | 1 Months Ended | ||
Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |||
Refinancing transaction amount | $ 420,000,000 | $ 425,000,000 | |
Leverage ratio | 3 | ||
Maximum total leverage ratio in event of an acquisition | 4 | ||
Minimum | |||
Debt Instrument [Line Items] | |||
Leverage ratio | 3.5 | ||
Maximum | |||
Debt Instrument [Line Items] | |||
Leverage ratio | 3.5 | ||
2018 Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt fees and acquisition costs | $ 4,000,000 | ||
Capitalized debt fees and acquisition costs | 3,000,000 | ||
Debt fees and acquisition costs expensed in period | $ 2,000,000 | ||
Revolving Credit Facility | 2018 Credit Agreement | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity under credit facility | 75,000,000 | ||
Revolving Credit Facility | 2018 Revolver | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity under credit facility | 250,000,000 | ||
Letter of Credit | 2018 Credit Agreement | |||
Debt Instrument [Line Items] | |||
Undrawn letter of credit | 16,000,000 | ||
Notes Payable | 2018 Term Loan A | |||
Debt Instrument [Line Items] | |||
Face amount of term loan facility | 425,000,000 | ||
Refinancing transaction amount | $ 420,000,000 | $ 0 | |
Amount rolled over into new borrowing | 211,000,000 | ||
Notes Payable | 2014 Term Loans | |||
Debt Instrument [Line Items] | |||
Debt refinanced and repaid | 415,000,000 | ||
Refinancing transaction amount | 415,000,000 | ||
Extinguishment of debt | $ 204,000,000 |
Notes Payable - Aggregate Annua
Notes Payable - Aggregate Annual Term Loan Repayments (Details) - 2018 Term Loan - Notes Payable $ in Millions | Sep. 30, 2018USD ($) |
Line of Credit Facility [Line Items] | |
2,018 | $ 6 |
2,019 | 22 |
2,020 | 22 |
2,021 | 22 |
2,022 | 22 |
Thereafter | $ 326 |
Earnings Per Share (EPS) - Comp
Earnings Per Share (EPS) - Computation of Basic and Diluted EPS Attributable to Common Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Basic EPS | ||||
Net income | $ 51 | $ 43 | $ 163 | $ 112 |
Weighted average shares of common stock outstanding (in shares) | 70,556,877 | 69,498,218 | 70,353,597 | 69,016,054 |
Basic earnings per share (in dollars per share) | $ 0.73 | $ 0.62 | $ 2.32 | $ 1.62 |
Diluted EPS | ||||
Net income | $ 51 | $ 43 | $ 163 | $ 112 |
Weighted average shares of common stock outstanding (in shares) | 70,556,877 | 69,498,218 | 70,353,597 | 69,016,054 |
Dilutive effect of stock options and restricted stock units (in shares) | 2,000,000 | 2,000,000 | 2,000,000 | 2,000,000 |
Weighted average shares of common stock outstanding (in shares) | 72,599,944 | 71,499,591 | 72,388,598 | 71,138,743 |
Diluted earnings per share (in dollars per share) | $ 0.71 | $ 0.60 | $ 2.25 | $ 1.57 |
Common stock equivalents excluded from income per diluted share (in shares) | 0 | 0 | 1,000,000 | 2,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Contingency [Line Items] | ||||
Effective income tax rate | 16.00% | 26.00% | 18.00% | 28.00% |
Expected change in unrecognized tax benefits | $ 1 | |||
Disallowed employment tax credits | 11 | |||
Internal Revenue Service | ||||
Income Tax Contingency [Line Items] | ||||
Interest on disallowed employment tax credits | $ 4 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 3 Months Ended |
Sep. 30, 2018USD ($)letter_of_credit | |
Debt Instrument [Line Items] | |
Total lease commitment | $ 15,000,000 |
Lease commitment term | 10 years |
Number of letters of credit provided as collateral | letter_of_credit | 2 |
Standby Letters of Credit | |
Debt Instrument [Line Items] | |
Current borrowing capacity | $ 18,000,000 |
Credit Facility | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under credit facility | 250,000,000 |
Unused portion of credit facility | 234,000,000 |
Credit Facility | Swingline Facility | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under credit facility | 20,000,000 |
Collateral for Workers' Compensation Obligation | Line of Credit | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity under credit facility | 5,000,000 |
Unused portion of credit facility | $ 3,000,000 |