Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 25, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | GP STRATEGIES CORP | |
Entity Central Index Key | 70,415 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Trading Symbol | GPX | |
Entity Common Stock, Shares Outstanding | 16,727,281 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,017 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Assets | ||
Cash | $ 15,452 | $ 16,346 |
Accounts and other receivables, less allowance for doubtful accounts of $1,252 in 2017 and $1,091 in 2016 | 100,273 | 105,549 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 47,327 | 39,318 |
Prepaid expenses and other current assets | 11,529 | 11,481 |
Total current assets | 174,581 | 172,694 |
Property, plant and equipment | 20,662 | 20,053 |
Accumulated depreciation | (16,104) | (15,506) |
Property, plant and equipment, net | 4,558 | 4,547 |
Goodwill | 131,738 | 127,772 |
Intangible assets, net | 7,659 | 5,825 |
Other assets | 6,006 | 4,763 |
Total assets | 324,542 | 315,601 |
Liabilities and Stockholders’ Equity | ||
Short-term borrowings | 23,529 | 17,694 |
Current portion of long-term debt | 12,000 | 12,000 |
Accounts payable and accrued expenses | 61,149 | 64,596 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 21,677 | 18,545 |
Total current liabilities | 118,355 | 112,835 |
Long-term debt | 25,000 | 28,000 |
Other noncurrent liabilities | 8,903 | 7,270 |
Total liabilities | 152,258 | 148,105 |
Stockholders’ equity: | ||
Common stock, par value $0.01 per share | 172 | 172 |
Additional paid-in capital | 106,958 | 106,569 |
Retained earnings | 97,794 | 93,845 |
Treasury stock at cost | (12,134) | (11,628) |
Accumulated other comprehensive loss | (20,506) | (21,462) |
Total stockholders’ equity | 172,284 | 167,496 |
Total Liabilities and Stockholders' Equity | $ 324,542 | $ 315,601 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts and other receivables, allowance for doubtful accounts (in dollars) | $ 1,252 | $ 1,091 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Revenue | $ 122,447 | $ 115,756 |
Cost of revenue | 103,059 | 97,829 |
Gross profit | 19,388 | 17,927 |
Selling, general and administrative expenses | 12,994 | 11,970 |
Gain (loss) on change in fair value of contingent consideration, net | 197 | (159) |
Operating income | 6,591 | 5,798 |
Interest expense | 438 | 245 |
Other income (expense) | (75) | 454 |
Income before income tax expense | 6,078 | 6,007 |
Income tax expense | 1,992 | 2,207 |
Net income | $ 4,086 | $ 3,800 |
Basic weighted average shares outstanding (in shares) | 16,741 | 16,758 |
Diluted weighted average shares outstanding (in shares) | 16,841 | 16,831 |
Per common share data: | ||
Basic earnings per share (in dollars per share) | $ 0.24 | $ 0.23 |
Diluted earnings per share (in dollars per share) | $ 0.24 | $ 0.23 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 4,086 | $ 3,800 |
Foreign currency translation adjustments | 1,011 | (396) |
Change in fair value of interest rate swap | (55) | 0 |
Comprehensive income | $ 5,042 | $ 3,404 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 4,086 | $ 3,800 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
(Gain) loss on change in fair value of contingent consideration, net | (197) | 159 |
Depreciation and amortization | 1,443 | 1,765 |
Deferred Income Tax Expense (Benefit) | 118 | 0 |
Non-cash compensation expense | 1,458 | 1,496 |
Changes in other operating items: | ||
Accounts and other receivables | 5,753 | 4,644 |
Costs and estimated earnings in excess of billings on uncompleted contracts | (7,570) | 3,914 |
Prepaid expenses and other current assets | (330) | (2,641) |
Accounts payable and accrued expenses | (2,481) | (3,654) |
Billings in excess of costs and estimated earnings on uncompleted contracts | 2,047 | (376) |
Other | (209) | (544) |
Net cash provided by operating activities | 4,118 | 8,563 |
Cash flows from investing activities: | ||
Additions to property, plant and equipment | (525) | (575) |
Acquisitions, net of cash acquired | (3,193) | (2,330) |
Other investing activities | (344) | 13 |
Net cash used in investing activities | (4,062) | (2,892) |
Cash flows from financing activities: | ||
Proceeds from short-term borrowings | 5,820 | (992) |
Repayment of long-term debt | (3,000) | (3,333) |
Change in negative cash book balance | (2,313) | (1,659) |
Repurchases of common stock in the open market | (1,674) | (4,291) |
Other financing activities | (134) | 0 |
Net cash used in financing activities | (1,301) | (10,275) |
Effect of exchange rate changes on cash and cash equivalents | 351 | 44 |
Net decrease in cash | (894) | (4,560) |
Cash at beginning of period | 16,346 | 21,030 |
Cash at end of period | 15,452 | 16,470 |
Cash paid during the period for income taxes | $ 491 | $ 2,594 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation GP Strategies Corporation is a global performance improvement solutions provider of training, e-Learning solutions, management consulting and engineering services. References in this report to “GP Strategies,” the “Company,” “we” and “our” are to GP Strategies Corporation and its subsidiaries, collectively. The accompanying condensed consolidated balance sheet as of March 31, 2017 and the condensed consolidated statements of operations, comprehensive income and cash flows for the three months ended March 31, 2017 and 2016 have not been audited, but have been prepared in conformity with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2016 , as presented in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016 . In the opinion of management, this interim information includes all material adjustments, which are of a normal and recurring nature, necessary for a fair presentation. The results for the 2017 interim period are not necessarily indicative of results to be expected for the entire year. The condensed consolidated financial statements include the operations of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Recent Accounting Standards
Recent Accounting Standards | 3 Months Ended |
Mar. 31, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Standards | Recent Accounting Standards Accounting Standard Adopted In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-09, Compensation—Stock Compensation (Topic 718) (" ASU 2016-09" ), which simplifies several areas of accounting for share-based compensation arrangements. Upon adoption, ASU 2016-09 requires that excess tax benefits or deficiencies for share-based payments be recorded as income tax expense or benefit and reflected within operating cash flows rather than being recorded within equity and reflected within financing cash flows. The standard also requires companies to make an accounting policy election on whether to account for forfeitures on share-based payments by 1) recognizing forfeitures as they occur; or 2) estimating the number of awards expected to be forfeited and periodically adjusting the estimate, as was previously required. The standard is effective for annual and interim reporting periods of public companies beginning after December 15, 2016, although early adoption is permitted. We adopted ASU 2016-09 on January 1, 2017 and elected to make an accounting policy change to recognize forfeitures as they occur. The impact of adoption on the condensed consolidated balance sheet was a cumulative-effect adjustment of $0.1 million , decreasing opening retained earnings. We recognized an income tax benefit of $ 0.1 million relating to excess tax benefits on stock-based compensation awards during the first quarter of 2017 and could experience volatility in our effective income tax rate in the future as a result of this accounting change. We also elected to prospectively apply the change in presentation on the statement of cash flows and did not reclassify excess tax benefits on stock-based compensation from financing to operating cash flows for the prior period presented. Accounting Standards Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The ASU’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for public companies for annual and interim periods beginning after December 15, 2017, which requires us to adopt the standard in the first quarter of 2018. Companies can elect to apply the provisions of ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with a cumulative effect adjustment recognized at the date of adoption. We plan to adopt the standard effective January 1, 2018 and are currently still finalizing which transition method to use. Based on our assessment to date, we believe the new standard could result in a change in revenue recognition on certain fixed price projects from a proportional performance method, where revenue is currently recognized over contract performance, to a completed contract method, where revenue would be recognized upon completion of our performance obligations. This change could result in a shift in the timing of revenue recognition, causing quarter to quarter revenue fluctuations. We are continuing to evaluate ASU 2014-09 and the impact of its adoption on our consolidated financial statements and plan to provide additional information at a future date. In February 2016, the FASB issued ASU No. 2016-02, Leases . This standard will require all leases with durations greater than twelve months to be recognized on the balance sheet as a right-of-use asset and a lease liability. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those fiscal years. We believe adoption of this standard will have a significant impact on our consolidated balance sheets because we will need to recognize substantially all of our operating leases as right-of-use assets and lease liabilities on our balance sheet. Although we have not completed our assessment, we do not expect the adoption of ASU 2016-02 to materially change the recognition and measurement of lease expense within the consolidated statements of operations. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment . The standard will remove step 2 from the goodwill impairment test. Under the ASU, an entity should perform its annual goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for public companies for annual reporting periods beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating ASU 2017-04 and the impact of its adoption on our consolidated financial statements. |
Significant Customers & Concent
Significant Customers & Concentration of Credit Risk | 3 Months Ended |
Mar. 31, 2017 | |
Risks and Uncertainties [Abstract] | |
Significant Customers & Concentration of Credit Risk | Significant Customers & Concentration of Credit Risk We have a market concentration of revenue in both the automotive sector and financial services & insurance sector. Revenue from the automotive industry accounted for approximately 22% and 20% of our consolidated revenue for the three months ended March 31, 2017 and 2016 , respectively. In addition, we have a concentration of revenue from a single automotive customer, which accounted for approximately 13% of our consolidated revenue for both of the three -month periods ended March 31, 2017 and 2016 . As of March 31, 2017 , accounts receivable from a single automotive customer totaled $14.5 million , or 14% of our consolidated accounts receivable balance. Revenue from the financial services & insurance industry accounted for approximately 20% and 22% of our consolidated revenue for the three months ended March 31, 2017 and 2016 , respectively. In addition, we have a concentration of revenue from a single financial services customer, which accounted for approximately 14% and 15% of our consolidated revenue for the three months ended March 31, 2017 and 2016 , respectively. As of March 31, 2017 , billed and unbilled accounts receivable from a single financial services customer totaled $ 31.8 million , or 22% , of our consolidated accounts receivable and costs and estimated earnings in excess of billings on uncompleted contracts balances. No other single customer accounted for more than 10% of our consolidated revenue for the three months ended March 31, 2017 or 2016 or consolidated accounts receivable balance as of March 31, 2017 . |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share (EPS) is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution of common stock equivalent shares that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. Our dilutive common stock equivalent shares consist of stock options and restricted stock units computed under the treasury stock method, using the average market price during the period. Performance-based restricted stock unit awards are included in the computation of diluted shares based on the probable outcome of the underlying performance conditions being achieved. The following table presents instruments which were not dilutive and were excluded from the computation of diluted EPS in each period, as well as the dilutive common stock equivalent shares which were included in the computation of diluted EPS: Three Months Ended 2017 2016 (In thousands) Non-dilutive instruments 35 106 Dilutive common stock equivalents 100 73 |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions McKinney Rogers On February 1, 2017, we acquired the business and certain assets of McKinney Rogers, a provider of strategic consulting services with offices in New York and London. This acquisition will expand our solutions offerings, giving us the ability to leverage McKinney Rogers' intellectual property and consulting methodologies to help our global client base meet strategic business goals. The upfront purchase price was $3.2 million in cash. In addition, the purchase agreement requires up to an additional $18.0 million of consideration, $6.0 million of which is contingent upon the achievement of certain earnings targets during the five -month period ending April 30, 2017 and $12.0 million of which is contingent upon the achievement of certain earnings targets during the three twelve-month periods following completion of the acquisition. We recorded a preliminary purchase price allocation for the acquisition in the first quarter of 2017 which we expect to finalize in the second quarter of 2017 as we have not fully completed the valuation of intangible assets and contingent consideration. The acquired McKinney Rogers business is included in the Performance Readiness Solutions segment, and the results of its operations have been included in the consolidated financial statements beginning February 1, 2017. The pro-forma impact of the acquisition is not material to our results of operations. Emantras Effective April 1, 2017, we acquired the business and certain assets of Emantras, a digital education company that provides engaging learning experiences and effective knowledge delivery through award-winning digital and mobile solutions with offices in Fremont, California and Chennai, India. This acquisition strengthens our eLearning development capabilities, allowing us to better serve our customer base with the latest digital learning solutions. The upfront purchase price was $3.2 million in cash. In addition, the purchase agreement requires up to an additional $0.3 million of consideration, contingent upon the achievement of an earnings target during the twelve-month period following completion of the acquisition, plus a percentage of any earnings in excess of the specified earnings target. The acquired Emantras business will be included in the Learning Solutions segment effective April 1, 2017. Contingent Consideration Accounting Standards Codification (“ASC”) Topic 805 requires that contingent consideration be recognized at fair value on the acquisition date and be re-measured each reporting period with subsequent adjustments recognized in the consolidated statement of operations. We estimate the fair value of contingent consideration liabilities using an appropriate valuation methodology, typically either an income-based approach or a simulation model, such as the Monte Carlo model, depending on the structure of the contingent consideration arrangement. Contingent consideration is valued using significant inputs that are not observable in the market which are defined as Level 3 inputs pursuant to fair value measurement accounting. We believe our estimates and assumptions are reasonable; however, there is significant judgment involved. At each reporting date, the contingent consideration obligation is revalued to estimated fair value, and changes in fair value subsequent to the acquisitions are reflected in income or expense in the consolidated statements of operations, and could cause a material impact to, and volatility in, our operating results. Changes in the fair value of contingent consideration obligations may result from changes in discount periods and rates and changes in the timing and amount of revenue and/or earnings projections. Below is a summary of the potential maximum contingent consideration we may be required to pay in connection with completed acquisitions as of March 31, 2017 (dollars in thousands): Acquisition: Original range of potential undiscounted payments As of March 31, 2017 Maximum contingent consideration due in 2017 2018 2019-2020 Total Maverick $0 - $10,000 $ 5,000 $ 5,000 $ — $ 10,000 McKinney Rogers $0 - $18,000 6,000 4,000 8,000 18,000 $ 11,000 $ 9,000 $ 8,000 $ 28,000 Below is a summary of the changes in the recorded amount of contingent consideration liabilities from December 31, 2016 to March 31, 2017 (dollars in thousands): Liability as of December 31, Additions Change in Fair Value of Contingent Foreign Currency Liability as of March 31, Acquisition: 2016 (Payments) Consideration Translation 2017 Maverick $ 5,258 $ — $ (197 ) $ — $ 5,061 McKinney Rogers — 2,063 — — 2,063 Total $ 5,258 $ 2,063 $ (197 ) $ — $ 7,124 As of March 31, 2017 and December 31, 2016 , contingent consideration considered a current liability and included in accounts payable totaled $4.5 million and $3.6 million , respectively. As of March 31, 2017 and December 31, 2016 we also had accrued contingent consideration totaling $2.6 million and $1.7 million respectively, related to acquisitions which are included in other long-term liabilities on the consolidated balance sheet and represent the portion of contingent consideration estimated to be payable greater than twelve months from the balance sheet date. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Goodwill Changes in the carrying amount of goodwill by reportable business segment for the three months ended March 31, 2017 were as follows (in thousands): Learning Solutions Professional & Technical Services Sandy Training & Marketing Performance Readiness Solutions Total Balance as of December 31, 2016 $ 49,079 $ 42,364 $ 653 $ 35,676 $ 127,772 Acquisitions — — — 3,515 3,515 Foreign currency translation 359 79 — 13 451 Balance as of March 31, 2017 $ 49,438 $ 42,443 $ 653 $ 39,204 $ 131,738 Intangible Assets Subject to Amortization Intangible assets with finite lives are subject to amortization over their estimated useful lives. The primary assets included in this category and their respective balances were as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount March 31, 2017 Customer relationships $ 15,136 $ (10,531 ) $ 4,605 Intellectual property and other 4,507 (1,453 ) 3,054 $ 19,643 $ (11,984 ) $ 7,659 December 31, 2016 Customer relationships $ 14,595 $ (9,855 ) $ 4,740 Intellectual property and other 2,311 (1,226 ) 1,085 $ 16,906 $ (11,081 ) $ 5,825 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation We recognize compensation expense for stock-based compensation awards issued to employees that are expected to vest. Compensation cost is based on the fair value of awards as of the grant date. The following table summarizes the pre-tax stock-based compensation expense included in reported net income (in thousands): Three months ended March 31, 2017 2016 Non-qualified stock options $ 4 $ 47 Restricted stock units 716 598 Board of Directors stock grants 76 82 Total stock-based compensation expense $ 796 $ 727 Pursuant to our 2011 Stock Incentive Plan (the “2011 Plan”), we may grant awards of non-qualified stock options, incentive stock options, restricted stock, stock units, performance shares, performance units and other incentives payable in cash or in shares of our common stock to officers, employees or members of the Board of Directors. As of March 31, 2017 , we had non-qualified stock options and restricted stock units outstanding under these plans as discussed below. Non-Qualified Stock Options Summarized information for the Company’s non-qualified stock options is as follows: Number of options Weighted average exercise price Weighted average remaining contractual term Aggregate intrinsic value Stock Options Outstanding at December 31, 2016 67,550 $ 15.34 Granted — — Exercised (29,850 ) 13.73 Forfeited (100 ) 19.38 Expired — — Outstanding at March 31, 2017 37,600 $ 16.61 0.43 $ 327,000 Exercisable at March 31, 2017 37,000 $ 16.56 0.42 $ 323,000 Restricted Stock Units In addition to stock options, we issue restricted stock units to key employees and members of the Board of Directors. The stock units vest to the recipients at various dates, up to five years , based on fulfilling service requirements. We recognize the value of the market price of the underlying stock on the date of grant as compensation expense over the requisite service period. Upon vesting, the stock units are settled in shares of our common stock. Summarized share information for our restricted stock units is as follows: Three Months Ended March 31, 2017 Weighted average grant date fair value (In shares) (In dollars) Outstanding and unvested, beginning of period 207,016 $ 29.85 Granted 23,814 23.65 Vested (6,431 ) 26.58 Forfeited (4,107 ) 24.30 Outstanding and unvested, end of period 220,292 $ 29.38 Performance Stock Units We issue performance-based stock units to certain executives under a long-term incentive program. Under the program, a target level of equity compensation is set for each officer. The total equity compensation is divided into performance-based and time-based restricted stock units. Under the program, the Compensation Committee sets the performance-based goals within the first 90 days of each year. Vesting of performance-based stock units (PSU's) is contingent upon the employee's continued employment and the Company's achievement of certain performance goals during a three-year performance period. The performance goals are established by the Compensation Committee for a three-year performance period based on financial targets, including an average annual return on invested capital ("ROIC") and average annual growth in earnings before interest, taxes, depreciation and amortization (adjusted to exclude the effect of acquisitions, dispositions, and certain other nonrecurring or extraordinary items) ("Adjusted EBITDA"). We recognize compensation expense for PSU's on a straight line basis over the performance period based on the probable outcome of achievement of the financial targets. At the end of each reporting period, we estimate the number of PSU's expected to vest, based on the probability and extent to which the performance goals will be met, and take into account these estimates when calculating the expense for the period. If the number of shares expected to be earned changes during the performance period, we will make a cumulative adjustment to compensation expense based on the revised number of shares expected to be earned. Summarized share information for our performance-based restricted stock units is as follows: Three Months Ended March 31, 2017 Weighted average grant date fair value (In shares) (In dollars) Outstanding and unvested, beginning of period 124,394 $ 31.08 Granted 104,590 23.65 Vested — — Forfeited — — Outstanding and unvested, end of period 228,984 $ 27.69 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt and Financial Instruments On December 15, 2016, we entered into a Fifth Amended and Restated Financing and Security Agreement (the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility up to a maximum principal amount of $100 million expiring on December 31, 2021 and for a term loan in the principal amount of $40 million maturing on April 30, 2020 . The Credit Agreement is secured by substantially all of our assets. The maximum interest rate on the Credit Agreement is the daily one-month LIBOR market index rate (for borrowings in Dollars and Sterling) or the daily one month EURIBOR (for borrowings in Euros) plus 2.50% . Based on our financial performance, the interest rate can be reduced to a minimum rate of the daily one-month LIBOR market index rate plus 1.25% , with the rate being determined based on our maximum leverage ratio for the preceding four quarters. Each unpaid advance on the revolving loan will bear interest until repaid. The term loan is payable in monthly installments of principal in the amount of $1.0 million plus applicable interest, beginning on January 1, 2017. We may prepay the term loan or the revolving loan, in whole or in part, at any time without premium or penalty, subject to certain conditions. Amounts repaid or prepaid on the term loan may not be reborrowed. The Credit Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict our and our subsidiaries’ (subject to certain exceptions) ability to, among other things, grant liens, make investments, incur indebtedness, merge or consolidate, dispose of assets or make acquisitions. We are also required to maintain compliance with a minimum fixed charge coverage ratio and a maximum leverage ratio. We were in compliance with all of the financial covenants under the Credit Agreement as of March 31, 2017 . As of March 31, 2017 , our total long-term debt outstanding under the term loan was $37.0 million . In addition, there were $23.5 million of borrowings outstanding and $71.3 million of available borrowings under the Credit Agreement. For the three months ended March 31, 2017 , the weighted average interest rate on our borrowings was 2.5% . Effective March 1, 2017, we entered into an interest rate swap agreement which effectively fixed our interest rate on the remaining $37 million outstanding on our term loan to a fixed LIBOR of 1.59% plus the applicable margin under the Credit Agreement. We have designated the interest rate swap, which expires on April 1, 2020, as a cash flow hedge and have applied hedge accounting. The fair value of the derivative liability associated with the interest rate swap was $0.1 million as of March 31, 2017 and is included in other liabilities on the condensed consolidated balance sheet. The derivative liability is classified within Level 2 of the fair value hierarchy in which fair value is measured using quoted prices in active markets for similar assets and liabilities. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense was $2.0 million , or an effective income tax rate of 32.8% , for the three months ended March 31, 2017 compared to $2.2 million , or an effective income tax rate of 36.7% , for the three months ended March 31, 2016 . The decrease in the effective income tax rate in 2017 compared to 2016 is primarily due to a change in the mix of taxable income from higher taxing jurisdictions to lower taxing jurisdictions. Income tax expense for the quarterly periods is based on an estimated annual effective tax rate which includes the U.S. federal, state and local, and non-U.S. statutory rates, permanent differences, and other items that may have an impact on income tax expense. An uncertain tax position taken or expected to be taken in a tax return is recognized in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that the position would be sustained upon examination by tax authorities that have full knowledge of all relevant information. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. Interest and penalties related to income taxes are accounted for as income tax expense. As of March 31, 2017 , we had no uncertain tax positions reflected on our consolidated balance sheet. The Company files income tax returns in U.S. federal, state and local jurisdictions, and various non-U.S. jurisdictions, and is subject to audit by tax authorities in those jurisdictions. Tax years 2013 through 2015 remain open to examination by these tax jurisdictions, and earlier years remain open to examination in certain of these jurisdictions which have longer statutes of limitations. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Changes in stockholders’ equity during the three months ended March 31, 2017 were as follows (in thousands): Common stock Additional paid-in capital Retained earnings Treasury stock at cost Accumulated other comprehensive loss Total stockholders’ equity Balance at December 31, 2016 $ 172 $ 106,569 $ 93,845 $ (11,628 ) $ (21,462 ) $ 167,496 Net income — — 4,086 — — 4,086 Cumulative effect adjustment of adopting ASU 2016-09 — 234 (137 ) — — 97 Foreign currency translation adjustment — — — — 1,011 1,011 Change in fair value of interest rate swap — — — — (55 ) (55 ) Repurchases of common stock — — — (1,674 ) — (1,674 ) Stock-based compensation expense — 796 — — — 796 Issuance of stock for employer contributions to retirement plan — (51 ) — 713 — 662 Net issuances of stock pursuant to stock compensation plans and other — (590 ) — 455 — (135 ) Balance at March 31, 2017 $ 172 $ 106,958 $ 97,794 $ (12,134 ) $ (20,506 ) $ 172,284 Stock Repurchase Program We have a share repurchase program under which we may repurchase shares of our common stock from time to time in the open market, subject to prevailing business and market conditions and other factors. During the three months ended March 31, 2017 and 2016 , we repurchased approximately 70,000 and 181,000 shares, respectively, of our common stock in the open market for a total cost of approximately $1.7 million and $4.3 million , respectively. As of March 31, 2017 , there was approximately $4.4 million available for future repurchases under the buyback program. |
Business Segments
Business Segments | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments As of March 31, 2017 , we operated through four reportable business segments: (i) Learning Solutions, (ii) Professional & Technical Services, (iii) Sandy Training & Marketing, and (iv) Performance Readiness Solutions. Each of our reportable segments represents an operating segment under U.S. GAAP. We are organized by operating groups primarily based upon the markets served by each group and/or the services performed. Each operating group consists of business units which are focused on providing specific products and services to certain classes of customers or within targeted markets. Marketing and communications, accounting, finance, legal, human resources, information systems and other administrative services are organized at the corporate level. Business development and sales resources are aligned with operating groups to support existing customer accounts and new customer development. Further information regarding our business segments is discussed below. Learning Solutions. The Learning Solutions segment delivers training, curriculum design and development, eLearning services, system hosting, training business process outsourcing and consulting services globally. This segment serves large companies in the electronics and semiconductors, healthcare, software, financial services and other industries, as well as government agencies. This segment also provides apprenticeship and vocational skills training for the United Kingdom government. The ability to deliver a wide range of training services on a global basis allows this segment to take over the entire learning function for the client, including their training personnel. Professional & Technical Services. The Professional & Technical Services segment provides training, consulting, engineering and technical services, including lean consulting, emergency preparedness, safety and regulatory compliance, chemical demilitarization and environmental services primarily to large companies in the manufacturing, steel, pharmaceutical, energy and petrochemical industries; federal and state government agencies; and large government contractors. Our proprietary EtaPRO™ Performance and Condition Monitoring System provides a suite of real-time software solutions for power generation facilities and is installed on power-generating units across the world. In addition to providing custom training solutions, this segment provides web-based training through our GPiLEARN™ portal, which offers a variety of courses to power plant personnel in the U.S. and other countries. This segment also provides services to users of alternative fuels, including designing and constructing liquefied natural gas (LNG), liquid to compressed natural gas (LCNG) and hydrogen fueling stations, as well as supplying equipment. Sandy Training & Marketing. The Sandy Training & Marketing segment provides custom product sales training and has been a leader in serving manufacturing customers in the U.S. automotive industry for over 30 years. Sandy provides custom product sales training designed to better educate customer salesforces with respect to new vehicle features and designs, in effect rapidly increasing the salesforce knowledge base and enabling them to address detailed customer queries. Furthermore, Sandy helps our clients assess their customer relationship marketing strategy and connect with their customers on a one-to-one basis, including through custom publications. This segment also provides technical training services to automotive manufacturers as well as customers in other industries. Performance Readiness Solutions. This segment provides performance consulting and technology consulting services, including platform adoption, end-user training, change management, knowledge management, customer product training outsourcing, training content development and sales enablement solutions. This segment also offers organizational performance solutions, including leadership development training and employee engagement tools and services. Industries served include manufacturing, aerospace, healthcare, life sciences, consumer products, financial, telecommunications, services and higher education, as well as government agencies. We do not allocate the following items to the segments: selling, general & administrative expenses, other income (expense), interest expense, restructuring charges, loss on change in fair value of contingent consideration and income tax expense. Inter-segment revenue is eliminated in consolidation and is not significant. The following table sets forth the revenue and operating results attributable to each reportable segment and includes a reconciliation of segment revenue to consolidated revenue and operating results to consolidated income before income tax expense (in thousands): Three Months Ended 2017 2016 Revenue: Learning Solutions $ 49,746 $ 49,906 Professional & Technical Services 25,309 25,829 Sandy Training & Marketing 24,601 21,824 Performance Readiness Solutions 22,791 18,197 $ 122,447 $ 115,756 Gross profit: Learning Solutions $ 8,756 $ 9,704 Professional & Technical Services 4,599 3,884 Sandy Training & Marketing 2,876 2,451 Performance Readiness Solutions 3,157 1,888 Total gross profit 19,388 17,927 Selling, general and administrative expenses 12,994 11,970 Gain (loss) on change in fair value of contingent consideration, net 197 (159 ) Operating income 6,591 5,798 Interest expense 438 245 Other income (expense) (75 ) 454 Income before income tax expense $ 6,078 $ 6,007 |
Subsequent Event (Notes)
Subsequent Event (Notes) | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Event Effective April 1, 2017, we acquired the business and certain assets of Emantras, a digital education company with offices in Fremont, California and Chennai, India. For further details see Note 5 to the Condensed Consolidated Financial Statements. |
Recent Accounting Standards (Po
Recent Accounting Standards (Policy) | 3 Months Ended |
Mar. 31, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | Accounting Standard Adopted In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-09, Compensation—Stock Compensation (Topic 718) (" ASU 2016-09" ), which simplifies several areas of accounting for share-based compensation arrangements. Upon adoption, ASU 2016-09 requires that excess tax benefits or deficiencies for share-based payments be recorded as income tax expense or benefit and reflected within operating cash flows rather than being recorded within equity and reflected within financing cash flows. The standard also requires companies to make an accounting policy election on whether to account for forfeitures on share-based payments by 1) recognizing forfeitures as they occur; or 2) estimating the number of awards expected to be forfeited and periodically adjusting the estimate, as was previously required. The standard is effective for annual and interim reporting periods of public companies beginning after December 15, 2016, although early adoption is permitted. We adopted ASU 2016-09 on January 1, 2017 and elected to make an accounting policy change to recognize forfeitures as they occur. The impact of adoption on the condensed consolidated balance sheet was a cumulative-effect adjustment of $0.1 million , decreasing opening retained earnings. We recognized an income tax benefit of $ 0.1 million relating to excess tax benefits on stock-based compensation awards during the first quarter of 2017 and could experience volatility in our effective income tax rate in the future as a result of this accounting change. We also elected to prospectively apply the change in presentation on the statement of cash flows and did not reclassify excess tax benefits on stock-based compensation from financing to operating cash flows for the prior period presented. Accounting Standards Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The ASU’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for public companies for annual and interim periods beginning after December 15, 2017, which requires us to adopt the standard in the first quarter of 2018. Companies can elect to apply the provisions of ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with a cumulative effect adjustment recognized at the date of adoption. We plan to adopt the standard effective January 1, 2018 and are currently still finalizing which transition method to use. Based on our assessment to date, we believe the new standard could result in a change in revenue recognition on certain fixed price projects from a proportional performance method, where revenue is currently recognized over contract performance, to a completed contract method, where revenue would be recognized upon completion of our performance obligations. This change could result in a shift in the timing of revenue recognition, causing quarter to quarter revenue fluctuations. We are continuing to evaluate ASU 2014-09 and the impact of its adoption on our consolidated financial statements and plan to provide additional information at a future date. In February 2016, the FASB issued ASU No. 2016-02, Leases . This standard will require all leases with durations greater than twelve months to be recognized on the balance sheet as a right-of-use asset and a lease liability. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those fiscal years. We believe adoption of this standard will have a significant impact on our consolidated balance sheets because we will need to recognize substantially all of our operating leases as right-of-use assets and lease liabilities on our balance sheet. Although we have not completed our assessment, we do not expect the adoption of ASU 2016-02 to materially change the recognition and measurement of lease expense within the consolidated statements of operations. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment . The standard will remove step 2 from the goodwill impairment test. Under the ASU, an entity should perform its annual goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for public companies for annual reporting periods beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating ASU 2017-04 and the impact of its adoption on our consolidated financial statements. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents instruments which were not dilutive and were excluded from the computation of diluted EPS in each period, as well as the dilutive common stock equivalent shares which were included in the computation of diluted EPS: Three Months Ended 2017 2016 (In thousands) Non-dilutive instruments 35 106 Dilutive common stock equivalents 100 73 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table Text Block] | Below is a summary of the potential maximum contingent consideration we may be required to pay in connection with completed acquisitions as of March 31, 2017 (dollars in thousands): Acquisition: Original range of potential undiscounted payments As of March 31, 2017 Maximum contingent consideration due in 2017 2018 2019-2020 Total Maverick $0 - $10,000 $ 5,000 $ 5,000 $ — $ 10,000 McKinney Rogers $0 - $18,000 6,000 4,000 8,000 18,000 $ 11,000 $ 9,000 $ 8,000 $ 28,000 |
Summary of changes in recorded amount of contingent consideration | Below is a summary of the changes in the recorded amount of contingent consideration liabilities from December 31, 2016 to March 31, 2017 (dollars in thousands): Liability as of December 31, Additions Change in Fair Value of Contingent Foreign Currency Liability as of March 31, Acquisition: 2016 (Payments) Consideration Translation 2017 Maverick $ 5,258 $ — $ (197 ) $ — $ 5,061 McKinney Rogers — 2,063 — — 2,063 Total $ 5,258 $ 2,063 $ (197 ) $ — $ 7,124 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill by reportable business segment for the three months ended March 31, 2017 were as follows (in thousands): Learning Solutions Professional & Technical Services Sandy Training & Marketing Performance Readiness Solutions Total Balance as of December 31, 2016 $ 49,079 $ 42,364 $ 653 $ 35,676 $ 127,772 Acquisitions — — — 3,515 3,515 Foreign currency translation 359 79 — 13 451 Balance as of March 31, 2017 $ 49,438 $ 42,443 $ 653 $ 39,204 $ 131,738 |
Schedule of Finite-Lived Intangible Assets | The primary assets included in this category and their respective balances were as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount March 31, 2017 Customer relationships $ 15,136 $ (10,531 ) $ 4,605 Intellectual property and other 4,507 (1,453 ) 3,054 $ 19,643 $ (11,984 ) $ 7,659 December 31, 2016 Customer relationships $ 14,595 $ (9,855 ) $ 4,740 Intellectual property and other 2,311 (1,226 ) 1,085 $ 16,906 $ (11,081 ) $ 5,825 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | The following table summarizes the pre-tax stock-based compensation expense included in reported net income (in thousands): Three months ended March 31, 2017 2016 Non-qualified stock options $ 4 $ 47 Restricted stock units 716 598 Board of Directors stock grants 76 82 Total stock-based compensation expense $ 796 $ 727 |
Schedule of Share-based Compensation, Stock Options, Activity | Summarized information for the Company’s non-qualified stock options is as follows: Number of options Weighted average exercise price Weighted average remaining contractual term Aggregate intrinsic value Stock Options Outstanding at December 31, 2016 67,550 $ 15.34 Granted — — Exercised (29,850 ) 13.73 Forfeited (100 ) 19.38 Expired — — Outstanding at March 31, 2017 37,600 $ 16.61 0.43 $ 327,000 Exercisable at March 31, 2017 37,000 $ 16.56 0.42 $ 323,000 |
Schedule of Nonvested Restricted Stock Units Activity | Summarized share information for our restricted stock units is as follows: Three Months Ended March 31, 2017 Weighted average grant date fair value (In shares) (In dollars) Outstanding and unvested, beginning of period 207,016 $ 29.85 Granted 23,814 23.65 Vested (6,431 ) 26.58 Forfeited (4,107 ) 24.30 Outstanding and unvested, end of period 220,292 $ 29.38 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders Equity | Changes in stockholders’ equity during the three months ended March 31, 2017 were as follows (in thousands): Common stock Additional paid-in capital Retained earnings Treasury stock at cost Accumulated other comprehensive loss Total stockholders’ equity Balance at December 31, 2016 $ 172 $ 106,569 $ 93,845 $ (11,628 ) $ (21,462 ) $ 167,496 Net income — — 4,086 — — 4,086 Cumulative effect adjustment of adopting ASU 2016-09 — 234 (137 ) — — 97 Foreign currency translation adjustment — — — — 1,011 1,011 Change in fair value of interest rate swap — — — — (55 ) (55 ) Repurchases of common stock — — — (1,674 ) — (1,674 ) Stock-based compensation expense — 796 — — — 796 Issuance of stock for employer contributions to retirement plan — (51 ) — 713 — 662 Net issuances of stock pursuant to stock compensation plans and other — (590 ) — 455 — (135 ) Balance at March 31, 2017 $ 172 $ 106,958 $ 97,794 $ (12,134 ) $ (20,506 ) $ 172,284 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | The following table sets forth the revenue and operating results attributable to each reportable segment and includes a reconciliation of segment revenue to consolidated revenue and operating results to consolidated income before income tax expense (in thousands): Three Months Ended 2017 2016 Revenue: Learning Solutions $ 49,746 $ 49,906 Professional & Technical Services 25,309 25,829 Sandy Training & Marketing 24,601 21,824 Performance Readiness Solutions 22,791 18,197 $ 122,447 $ 115,756 Gross profit: Learning Solutions $ 8,756 $ 9,704 Professional & Technical Services 4,599 3,884 Sandy Training & Marketing 2,876 2,451 Performance Readiness Solutions 3,157 1,888 Total gross profit 19,388 17,927 Selling, general and administrative expenses 12,994 11,970 Gain (loss) on change in fair value of contingent consideration, net 197 (159 ) Operating income 6,591 5,798 Interest expense 438 245 Other income (expense) (75 ) 454 Income before income tax expense $ 6,078 $ 6,007 |
Recent Accounting Standards Acc
Recent Accounting Standards Accounting Standard Adopted (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Jan. 01, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect adjustment of adopting ASU 2016-09 | $ 97 | |
Employee Service Share-based Compensation, Tax Benefit Realized from Exercise of Stock Options | $ 100 | |
Retained Earnings | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect adjustment of adopting ASU 2016-09 | (137) | |
Retained Earnings | Accounting Standards Update 2016-09 [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect adjustment of adopting ASU 2016-09 | $ 100 |
Significant Customers & Conce27
Significant Customers & Concentration of Credit Risk (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Concentration Risk [Line Items] | |||
Unbilled accounts receivable | $ 100,273 | $ 105,549 | |
Single Customer [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 10.00% | ||
Unbilled accounts receivable | 14,500 | ||
Single Financial Services Customer [Member] | |||
Concentration Risk [Line Items] | |||
Unbilled accounts receivable | $ 31,800 | ||
Revenue [Member] | Single Customer [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 13.00% | 13.00% | |
Revenue [Member] | Single Financial Services Customer [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 14.00% | 15.00% | |
Revenue [Member] | Automotive Industry [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 22.00% | 20.00% | |
Revenue [Member] | Financial & Insurance Industry [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 20.00% | 22.00% | |
Accounts Receivable [Member] | Single Customer [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 14.00% | ||
Accounts Receivable [Member] | Single Financial Services Customer [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 22.00% |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Non-dilutive instruments (shares) | 35 | 106 |
Dilutive common stock equivalents (shares) | 100 | 73 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | Apr. 01, 2017USD ($) | Feb. 01, 2017USD ($)period | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||
Business Acquisition Contingent Consideration Accounts Payable | $ 4,500 | $ 3,600 | ||
Business Acquisition Contingent Consideration Other Long Term Liability | 2,600 | $ 1,700 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 28,000 | |||
Emantras [Member] | ||||
Business Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Gross | $ 3,200 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 300 | |||
McKinney Rogers | ||||
Business Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Gross | $ 3,200 | |||
Business Acquisition, Contingent Consideration, Potential Cash Payments | $ 18,000 | |||
Number of Twelve-Month Earnings Target Measurement Periods | period | 3 | |||
Business Combination, Contingent Consideration, Term of Earnings Targets | 5 months | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 18,000 | |||
Maverick | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 10,000 | |||
Target Earnings Measurement Period One [Member] | McKinney Rogers | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration, Amount Contingent Upon Achievement of Certain Earnings Targets | $ 6,000 | |||
Target Earnings Measurement Period Two [Member] | McKinney Rogers | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration, Amount Contingent Upon Achievement of Certain Earnings Targets | $ 12,000 |
Acquisitions (Details 1)
Acquisitions (Details 1) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Feb. 01, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | |||
2,017 | $ 11,000 | ||
2,018 | 9,000 | ||
2019-2020 | 8,000 | ||
Total | 28,000 | ||
Business Acquisition Contingent Consideration Accounts Payable | 4,500 | $ 3,600 | |
Business Acquisition Contingent Consideration Other Long Term Liability | 2,600 | $ 1,700 | |
Beginning Liability | 5,258 | ||
Additions (Payments) | 2,063 | ||
Change in Fair Value of Contingent Consideration | (197) | ||
Foreign Currency Translation | 0 | ||
Ending Liability | 7,124 | ||
Maverick | |||
Business Acquisition [Line Items] | |||
2,017 | 5,000 | ||
2,018 | 5,000 | ||
2019-2020 | 0 | ||
Total | 10,000 | ||
Contingent consideration, minimum payment | 0 | ||
Beginning Liability | 5,258 | ||
Additions (Payments) | 0 | ||
Change in Fair Value of Contingent Consideration | (197) | ||
Foreign Currency Translation | 0 | ||
Ending Liability | 5,061 | ||
McKinney Rogers | |||
Business Acquisition [Line Items] | |||
2,017 | 6,000 | ||
2,018 | 4,000 | ||
2019-2020 | 8,000 | ||
Total | 18,000 | ||
Contingent consideration, minimum payment | 0 | ||
Beginning Liability | 0 | ||
Additions (Payments) | 2,063 | ||
Change in Fair Value of Contingent Consideration | 0 | ||
Foreign Currency Translation | 0 | ||
Ending Liability | $ 2,063 | ||
Business Acquisition, Contingent Consideration, Potential Cash Payments | $ 18,000 |
Intangible Assets (Details)
Intangible Assets (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Goodwill [Roll Forward] | |
Beginning Balance | $ 127,772 |
Acquisitions | 3,515 |
Foreign currency translation | 451 |
Ending Balance | 131,738 |
Learning Solutions [Member] | |
Goodwill [Roll Forward] | |
Beginning Balance | 49,079 |
Acquisitions | 0 |
Foreign currency translation | 359 |
Ending Balance | 49,438 |
Professional and Technical Services [Member] | |
Goodwill [Roll Forward] | |
Beginning Balance | 42,364 |
Acquisitions | 0 |
Foreign currency translation | 79 |
Ending Balance | 42,443 |
Sandy Training and Marketing [Member] | |
Goodwill [Roll Forward] | |
Beginning Balance | 653 |
Acquisitions | 0 |
Foreign currency translation | 0 |
Ending Balance | 653 |
Performance Readiness Group [Member] | |
Goodwill [Roll Forward] | |
Beginning Balance | 35,676 |
Acquisitions | 3,515 |
Foreign currency translation | 13 |
Ending Balance | $ 39,204 |
Intangible Assets (Details 1)
Intangible Assets (Details 1) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 19,643 | $ 16,906 |
Accumulated Amortization | (11,984) | (11,081) |
Net Carrying Amount | 7,659 | 5,825 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15,136 | 14,595 |
Accumulated Amortization | (10,531) | (9,855) |
Net Carrying Amount | 4,605 | 4,740 |
Intellectual property and other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 4,507 | 2,311 |
Accumulated Amortization | (1,453) | (1,226) |
Net Carrying Amount | $ 3,054 | $ 1,085 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 796 | $ 727 |
Board of Directors stock grants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | 76 | 82 |
Non-qualified stock options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | 4 | 47 |
Restricted stock units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 716 | $ 598 |
Stock-Based Compensation (Det34
Stock-Based Compensation (Details 1) - Non Qualified Stock Option [Member] $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at December 31, 2015, Number of options (shares) | shares | 67,550 |
Granted, Number of options (shares) | shares | 0 |
Exercised, Number of options (shares) | shares | (29,850) |
Forfeited, Number of options (shares) | shares | (100) |
Expired, Number of options (shares) | shares | 0 |
Outstanding at June 30, 2016, Number of options (shares) | shares | 37,600 |
Exercisable at June 30, 2016, Number of options (shares) | shares | 37,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Outstanding at December 31, 2015, Weighted average exercise price (usd per share) | $ / shares | $ 15.34 |
Granted, Weighted average exercise price (usd per share) | $ / shares | 0 |
Exercised, Weighted average exercise price (usd per share) | $ / shares | 13.73 |
Forfeited, Weighted average exercise price (usd per share) | $ / shares | 19.38 |
Expired, Weighted average exercise price (usd per share) | $ / shares | 0 |
Outstanding at June 30, 2016, Weighted average exercise price (usd per share) | $ / shares | 16.61 |
Exercisable at June 30, 2016, Weighted average exercise price (usd per share) | $ / shares | $ 16.56 |
Outstanding at June 30, 2016, Weighted average remaining contractual term | 5 months 5 days |
Exercisable at June 30, 2016, Weighted average remaining contractual term | 4 months 30 days |
Outstanding at June 30, 2016, Aggregate intrinsic value | $ | $ 327 |
Exercisable at June 30, 2016, Aggregate intrinsic value | $ | $ 323 |
Stock-Based Compensation (Det35
Stock-Based Compensation (Details 2) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
RSU [Roll Forward] | ||
Outstanding and unvested, beginning of period (shares) | 207,016 | |
Granted (shares) | 23,814 | |
Vested (shares) | (6,431) | |
Forfeited (shares) | (4,107) | |
Outstanding and unvested, end of period (shares) | 220,292 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Outstanding and unvested, beginning of period, Weighted average grant date fair value (usd per share) | $ 29.85 | |
Granted, Weighted average grant date fair value (usd per share) | 23.65 | |
Vested, Weighted average grant date fair value (usd per share) | 26.58 | |
Forfeited, Weighted average grant date fair value (usd per share) | 24.30 | |
Outstanding and unvested, end of period, Weighted average grant date fair value (usd per share) | $ 29.38 | |
Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 228,984 | 124,394 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 27.69 | $ 31.08 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 104,590 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 23.65 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Weighted Average Grant Date Fair Value | $ 0 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 5 years |
Debt (Details Textual)
Debt (Details Textual) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 01, 2017 | Sep. 02, 2014 | |
Short-term Debt [Line Items] | |||
Borrowing capacity | $ 100,000,000 | ||
Long-term Debt, Gross | $ 40,000,000 | ||
Debt Instrument, Periodic Payment, Principal | $ 1,000,000 | ||
Weighted average interest rate | 2.50% | ||
Derivative, Notional Amount | $ 37,000,000 | ||
Derivative, Fixed Interest Rate | 1.59% | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 100,000 | ||
Maximum [Member] | |||
Short-term Debt [Line Items] | |||
Line of Credit Facility, Interest Rate Description | LIBOR market index rate (for borrowings in Dollars and Sterling) or the daily one month EURIBOR (for borrowings in Euros) plus 2.50% | ||
Minimum [Member] | |||
Short-term Debt [Line Items] | |||
Line of Credit Facility, Interest Rate Description | LIBOR market index rate plus 1.25% | ||
Financing and Security Agreement [Member] | |||
Short-term Debt [Line Items] | |||
Borrowing outstanding | $ 23,500,000 | ||
Available borrowings | $ 71,300,000 | ||
Financing and Security Agreement [Member] | LIBOR [Member] | Maximum [Member] | |||
Short-term Debt [Line Items] | |||
Interest rate spread | 2.50% | ||
Financing and Security Agreement [Member] | LIBOR [Member] | Minimum [Member] | |||
Short-term Debt [Line Items] | |||
Interest rate spread | 1.25% | ||
Fourth Amended and Restated Financing and Security Agreement [Member] | Term Loan [Member] | |||
Short-term Debt [Line Items] | |||
Long-term Debt | $ 37,000,000 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 1,992 | $ 2,207 |
Effective income tax rate | 32.80% | 36.70% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Jan. 01, 2017 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | $ 167,496 | ||
Net income | 4,086 | $ 3,800 | |
Cumulative effect adjustment of adopting ASU 2016-09 | $ 97 | ||
Foreign currency translation adjustment | 1,011 | ||
Change in fair value of interest rate swap | (55) | ||
Repurchases of common stock | (1,674) | ||
Stock-based compensation expense | 796 | ||
Issuance of stock for employer contributions to retirement plan | 662 | ||
Other | (135) | ||
Ending Balance | $ 172,284 | ||
Stock Repurchased During Period, Shares | 70,000 | 181,000 | |
Stock Repurchased During Period, Value | $ 1,700 | $ 4,300 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | 4,400 | ||
Common Stock [Member] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 172 | ||
Ending Balance | 172 | ||
Additional Paid-in Capital [Member] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 106,569 | ||
Cumulative effect adjustment of adopting ASU 2016-09 | 234 | ||
Stock-based compensation expense | 796 | ||
Issuance of stock for employer contributions to retirement plan | (51) | ||
Other | (590) | ||
Ending Balance | 106,958 | ||
Retained Earnings | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | 93,845 | ||
Net income | 4,086 | ||
Cumulative effect adjustment of adopting ASU 2016-09 | $ (137) | ||
Ending Balance | 97,794 | ||
Treasury Stock [Member] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | (11,628) | ||
Repurchases of common stock | (1,674) | ||
Issuance of stock for employer contributions to retirement plan | 713 | ||
Other | 455 | ||
Ending Balance | (12,134) | ||
Accumulated Other Comprehensive Income (Loss) [Member] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning Balance | (21,462) | ||
Foreign currency translation adjustment | 1,011 | ||
Change in fair value of interest rate swap | (55) | ||
Ending Balance | $ (20,506) |
Business Segments (Details)
Business Segments (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)segment | Mar. 31, 2016USD ($) | |
Segment Reporting [Abstract] | ||
Number of reportable business segments | segment | 4 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 122,447 | $ 115,756 |
Gross Profit | 19,388 | 17,927 |
Selling, General and Administrative Expense | 12,994 | 11,970 |
Gain (loss) on change in fair value of contingent consideration, net | 197 | (159) |
Operating income | 6,591 | 5,798 |
Interest expense | 438 | 245 |
Other income (expense) | (75) | 454 |
Income before income tax expense | 6,078 | 6,007 |
Learning Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Gross Profit | 8,756 | 9,704 |
Professional and Technical Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Gross Profit | 4,599 | 3,884 |
Sandy Training and Marketing [Member] | ||
Segment Reporting Information [Line Items] | ||
Gross Profit | 2,876 | 2,451 |
Performance Readiness Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Gross Profit | 3,157 | 1,888 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 122,447 | 115,756 |
Operating Segments [Member] | Learning Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 49,746 | 49,906 |
Operating Segments [Member] | Professional and Technical Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 25,309 | 25,829 |
Operating Segments [Member] | Sandy Training and Marketing [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 24,601 | 21,824 |
Operating Segments [Member] | Performance Readiness Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 22,791 | $ 18,197 |